WEBVTT
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♪ [dramatic music] ♪
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Ahem!
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I don't want to tattle
on my good friend, Tirek,
4
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but you might like to know
he left food out. Again.
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I'll deal with it when I'm done.
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♪♪
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Don't trust anything that
nosy little Pegasus says.
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I don't trust anything
any of you say.
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[snort]
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Are you planning on
attacking anypony
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anytime soon? If
not, I don't know why
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I'm wasting my time here.
I am a queen, you know!
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I am leaving, since it's
impossible to accomplish
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the work I need to do here!
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I suggest the three of you
come to some kind of accord.
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[all arguing at once]
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[zap]
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I don't care how, but you
must learn to work together.
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Only then can we accomplish
what you so greatly desire:
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the defeat of Twilight
Sparkle and her friends!
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♪ My little pony,
my little pony ♪
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♪ Aaaahhh ♪
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♪ My little Pony ♪
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♪ I used to wonder what
friendship could be. ♪
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♪ My Little Pony ♪
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♪ Until you all shared
its magic with me. ♪
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♪ Big adventure! ♪
♪ Tons of fun ♪
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♪ A beautiful heart! ♪ ♪
Faithful and strong! ♪
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♪ Sharing kindness ♪
♪ it's an easy feat ♪
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♪ And magic makes it
all complete! ♪
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♪ To have my little pony ♪
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♪ Do you know you're all
my very best friends? ♪
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♪♪
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♪♪
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Nothing says teamwork like
an inspirational banner!
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When Grogar sees this,
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he'll realize there's no way
he could survive without me!
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[grunts]
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You're gonna have
to exercise a lot
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to get as big as you were
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when you absorbed the life
force of all those ponies.
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[groan]
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Anyhoo... Grogar wants
us all to work together
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so I've scheduled
a team meeting!
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Doesn't that sound fun?
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And since Grogar
left me in charge.
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No, he didn't.
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[giggle]
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Someone's a real
grumpy-taur today.
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If we aren't meeting, I
guess I could just stay
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and offer positive
and inspiring-
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Fine! I'll join your
meeting. Just leave.
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See you soon!
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It's been weeks and
Grogar has done nothing!
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It's not healthy to hold
onto all of this rage.
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I could lash out at any moment.
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And how are you
doing this fine...
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How do you think I'm doing?
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I'm ready to exact my revenge!
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See what I mean?
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Being cooped up with
nothing to do is the worst.
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You know what you
need? A team meeting!
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I don't do meetings.
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Grogar left me in charge.
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No, he didn't. And even if he
did, Chrysalis obeys no one.
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There'll be cupcakes.
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Grogar wants us to work together
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to defeat our enemies.
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Which means we need
to trust each other.
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If we are to trust one another,
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perhaps inform Lord Tirek...
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to stop trying to
absorb my essence.
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[whoosh]
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I wasn't doing anything
of the sort. How dare you?
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How dare I? Do you know
to whom you are speaking?
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[zap]
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How could I not! You tell
your log every five minutes!
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This is why Grogar
left me in charge.
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NO! HE! DIDN'T!
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♪♪
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Grrrr!
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♪♪
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♪ I think I know ♪
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♪ A way that we can grow ♪
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♪ Time to try something
new something better ♪
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♪ No more Solo ♪
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♪ Trust is the way to go ♪
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♪ And all we need to do ♪
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♪ is work together ♪
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Ah, please.
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♪ No, thanks. No way ♪
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♪ I feel the need to say ♪
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♪ I'm smarter, stronger and ♪
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♪ I don't need you two. ♪
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♪ Stronger? ♪
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♪ OK. ♪
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♪ I guess we'll downplay ♪
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♪ How bad you got
your rear-end ♪
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♪ Handed to you? ♪
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♪ It's time to try ♪
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♪ A better way to be bad ♪
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♪ Do we really need ♪
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♪ A better way to be bad? ♪
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♪ United as one! ♪
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♪ Teamwork? Please,
what a fad! ♪
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♪ Combine all our strength ♪
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♪ We'll go to any length ♪
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♪ Once we have ♪
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♪ A better way to be bad ♪
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♪ Let's go! ♪
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♪ Begin ♪
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♪ This time we're gonna win! ♪
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♪ The ice you're on is thin ♪
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♪ So watch what you say ♪
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♪ I know ♪
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♪ You're in ♪
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♪ I think I see a grin! ♪
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♪ For all this pain
and torture ♪
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♪ I swear you'll pay ♪
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♪ This time we've got ♪
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♪ A better way to be bad ♪
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♪ Sounds like a long shot ♪
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♪ This better way to be bad ♪
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♪ United as one! ♪
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♪ We'll make those ponies so
sad! ♪
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♪ If we say OK ♪
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♪ would you just go away? ♪
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♪ Once we have ♪
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♪ A better way to be bad! ♪
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♪ We want to break
their friendship ♪
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♪ We want to make them weak ♪
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♪ You want revenge
on Starlight ♪
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♪ You want that huge physique ♪
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♪ So let's increase
our chances ♪
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♪ By working as a team ♪
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♪ To crush our
enemies to dust ♪
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♪ And laugh as
they all scream! ♪
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[laughter]
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♪ I think I see ♪
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♪ A better way to be bad ♪
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♪ Just put me in charge! ♪
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♪ Make me Queen; ♪
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♪ you'll be glad ♪
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♪ No! Listen to me! ♪
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♪ I'm the best of us three ♪
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♪ Then you'll see ♪
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♪ A better way to be bad ♪
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♪ Wait! This is my thing! ♪
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♪ A better way to be bad ♪
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♪ You shall do as I command ♪
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♪ I will rule this triad ♪
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♪ This is my song. ♪
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♪ Sorry not any long-er! ♪
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♪ A better way to be bad ♪
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♪ Now you're making me mad ♪
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♪ Won't the ponies be sad ♪
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♪ That would make me so glad. ♪
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♪ Now we got a better
way to be bad! ♪
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Hey! You stepped on my cue!
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Well, I did not!
Your rhythm was way off.
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[arguing continues]
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ENOUGH!
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I had hoped by now
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you would have resolved
your differences.
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But apparently not.
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Perhaps if we knew
what the plan was,
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we would be better
able to prepare.
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Assuming you even have a plan.
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Of course, I have a plan.
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I have located an
object of power
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and it occurs to me this
is the perfect test.
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The three of you will work
together to retrieve it.
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Against this item, those
ponies won't stand a chance.
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I have come close to ruling
Equestria several times.
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Perhaps I should be
the one to lead us.
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I nearly drained all the
magic from Equestria!
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That was good!
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I absorbed all the
magic of Equestria!
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I could feel it flowing
through my body as I grew.
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[arguing escalates]
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[explosion]
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[zap]
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Each of you failed to defeat
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Twilight Sparkle
and her friends.
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My power is greater than
all of yours combined.
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This is but a fraction
of it. Understood?
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Uh huh. OK!
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[thud]
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Now you shall retrieve
the rest of it.
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♪ [mysterious music] ♪
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Thousands of moons ago,
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the self-righteous
Gusty the Great,
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unable to best me
face-to-face,
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stole my bewitching bell,
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a talisman containing
much of my own magic.
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The bell cannot be destroyed
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so Gusty hid it in a place
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it has taken me
millennia to discover.
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An enchanted cave
high atop Mt. Everhoof
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protected by magical
winds that prevent anypony
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from reaching its peak.
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There the bell has
remained... until now.
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Scale Mt. Everhoof.
Bring me back my bell.
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Ha ha! The ease of this
task is laughable.
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[daunting music]
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[eagle screech]
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Well, it sounded easy.
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Scale the mountain.
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Retrieve Grogar's bell.
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Together! I drew
up a detailed plan
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with several visual
aides to show how we can...
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ditch each other
and do it alone.
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Maybe when I'm waiting
for them at the top,
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then they'll appreciate me.
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[wind whistles]
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♪ [music intensifies] ♪
217
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♪♪
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[hiss]
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As if anything on this
mountain is scarier than I.
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Ha ha ha ha!
221
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♪♪
222
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[coughing]
223
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Ptui!
224
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[whistling wind]
225
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[door opens and closes]
226
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Halt! Who goes there? A pony?
227
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There ain't been
ponies round here in
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I-don't-know-how-many moons!
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[sobbing]
230
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Oh, golly, good sir.
231
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I am just a poor lost
pony looking for help.
232
00:10:04,337 --> 00:10:06,638
Oh, don't fret li'l filly.
233
00:10:06,673 --> 00:10:09,641
Ol' Rusty Bucket
here, at yer service!
234
00:10:09,676 --> 00:10:11,909
I'm so glad
I found you.
235
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I need help getting to
the top of the mountain.
236
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No can do, ma'am.
237
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Why not?
238
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[rumbling]
239
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Shh! Not so loud! This here's
avalanche territory!
240
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I'm the guardian of
this here mountain.
241
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It's my job to keep
ponies from heading up.
242
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Nothing at the top
but dangerous snow,
243
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dangerous ice, and
dangerous wind.
244
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Basically, it's dangerous.
245
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It must get lonely
all by yourself.
246
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Maybe I could be
your... friend?
247
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I'd love a friend!
248
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So now that we
are friends,
249
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you could help me
up the mountain.
250
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A real friend wouldn't
ask me to do something
251
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I'm not supposed to do.
252
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Says so right here in the
journal of friendship
253
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written by Twilight
Sparkle and her friends.
254
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ARE! YOU! KIDDING ME!
255
00:11:04,263 --> 00:11:08,099
[rumbling]
256
00:11:08,134 --> 00:11:10,368
Sshhhhhhh!
257
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I didn't want to
be friends anyway.
258
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Aww...
259
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[clattering]
260
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[zap]
261
00:11:19,278 --> 00:11:20,278
[crash]
262
00:11:20,313 --> 00:11:22,480
♪♪
263
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[crash]
264
00:11:24,217 --> 00:11:31,389
♪♪
265
00:11:31,424 --> 00:11:32,990
Almost there.
266
00:11:33,025 --> 00:11:46,104
♪♪
267
00:11:46,139 --> 00:11:49,006
[whistling wind]
268
00:11:49,041 --> 00:11:55,413
♪♪
269
00:11:55,448 --> 00:11:58,249
Nope. Not that
way neither.
270
00:11:58,284 --> 00:11:59,851
[groan]
271
00:12:03,055 --> 00:12:04,389
[whoosh]
272
00:12:08,795 --> 00:12:10,829
I tried being nice.
273
00:12:12,298 --> 00:12:16,134
Shhhhh. Now just calm
down there, filly.
274
00:12:16,169 --> 00:12:17,168
You calm down!
275
00:12:17,204 --> 00:12:21,272
Ponies are supposed to
do what I ask them to do!
276
00:12:21,307 --> 00:12:23,441
It's like my thing, OK?
277
00:12:23,476 --> 00:12:28,379
[crashing]
278
00:12:28,414 --> 00:12:29,814
[scream]
279
00:12:31,417 --> 00:12:32,450
Eh.
280
00:12:32,485 --> 00:12:34,318
[door opens and closes]
281
00:12:34,353 --> 00:12:37,922
♪♪
282
00:12:37,957 --> 00:12:41,425
Apparently I don't
need anypony else.
283
00:12:41,460 --> 00:12:49,567
♪♪
284
00:12:49,602 --> 00:12:50,935
[thud]
285
00:12:52,205 --> 00:12:54,105
[angry grunts]
286
00:12:59,178 --> 00:13:02,213
[panting]
287
00:13:02,248 --> 00:13:03,581
[hooting laughter]
288
00:13:03,616 --> 00:13:06,083
It's not. Funny. Tirek.
289
00:13:06,118 --> 00:13:10,888
Didn't make it to the
top? Surprise surprise.
290
00:13:10,923 --> 00:13:13,257
You didn't make it
to the top either!
291
00:13:13,292 --> 00:13:15,560
I didn't try to.
292
00:13:15,595 --> 00:13:16,828
What?
293
00:13:16,863 --> 00:13:18,596
It took about five
minutes to deduce
294
00:13:18,631 --> 00:13:20,498
that Grogar was right.
295
00:13:20,533 --> 00:13:22,967
None of us could
make it up alone.
296
00:13:23,002 --> 00:13:25,870
So rather than subject
myself to the elements,
297
00:13:25,905 --> 00:13:29,440
I decided to let you
two face the danger,
298
00:13:29,475 --> 00:13:33,177
take what you learned and
use it to my advantage.
299
00:13:33,212 --> 00:13:34,946
[laughter]
300
00:13:34,981 --> 00:13:37,381
I put up with your "I'm
smarter than you" attitude
301
00:13:37,416 --> 00:13:40,151
in Tartarus! But
I'm over it!
302
00:13:40,186 --> 00:13:42,486
I've had enough of you
trying to manipulate me
303
00:13:42,521 --> 00:13:45,323
with that insincere
syrupy sweetness.
304
00:13:45,358 --> 00:13:48,326
At least now we can
see the real you.
305
00:13:48,361 --> 00:13:52,330
This is not the real me!
I'm cute and lovable!
306
00:13:52,365 --> 00:13:58,402
Ha! No, you're not. You're
annoying and you snore!
307
00:13:58,437 --> 00:13:59,937
I do not snore!
308
00:13:59,972 --> 00:14:03,007
[snoring]
309
00:14:03,042 --> 00:14:06,277
At least I don't talk to
my gram-gram in my sleep.
310
00:14:06,312 --> 00:14:09,146
Don't you dare bring
Gram-Gram into this!
311
00:14:09,181 --> 00:14:11,315
[roar]
312
00:14:11,350 --> 00:14:12,884
This is your fault!
313
00:14:12,919 --> 00:14:13,918
[roar]
314
00:14:16,222 --> 00:14:18,489
[roar]
315
00:14:18,524 --> 00:14:22,326
[roar]
316
00:14:22,361 --> 00:14:23,661
Mmm.
317
00:14:23,696 --> 00:14:26,898
♪♪
318
00:14:26,933 --> 00:14:28,599
Quick! It's
distracted! Let's go!
319
00:14:28,634 --> 00:14:29,600
Wait.
320
00:14:29,635 --> 00:14:30,568
[roar]
321
00:14:30,603 --> 00:14:32,003
[whoosh]
322
00:14:37,977 --> 00:14:38,976
[thud]
323
00:14:39,011 --> 00:14:42,013
Mmmm. So much love.
324
00:14:42,048 --> 00:14:45,483
I haven't eaten
this well in ages.
325
00:14:45,518 --> 00:14:47,919
So gross.
326
00:14:47,954 --> 00:14:49,654
Just so we're clear.
327
00:14:49,689 --> 00:14:51,923
I didn't save you
because I like you.
328
00:14:51,958 --> 00:14:53,691
I did it because...
Because I...
329
00:14:53,726 --> 00:14:56,193
Need us?
330
00:14:56,228 --> 00:14:57,595
Yes.
331
00:14:57,630 --> 00:15:00,197
Clearly, I was
right to wait.
332
00:15:00,232 --> 00:15:03,067
Now tell me everything
you learned today.
333
00:15:03,102 --> 00:15:04,335
Leave nothing out.
334
00:15:04,370 --> 00:15:09,941
♪♪
335
00:15:09,976 --> 00:15:11,208
Why are you doing that?
336
00:15:11,243 --> 00:15:13,311
Didn't you already
drain it of love?
337
00:15:13,346 --> 00:15:16,147
I always save a little
for the next day.
338
00:15:16,182 --> 00:15:18,983
You cocoon all of
your... meals?
339
00:15:19,018 --> 00:15:20,017
Of course.
340
00:15:20,053 --> 00:15:22,486
So when you pony-napped
Twilight and the others,
341
00:15:22,521 --> 00:15:24,088
you cocooned them.
342
00:15:24,123 --> 00:15:27,491
Yes. Until that sow
Starlight Glimmer
343
00:15:27,526 --> 00:15:31,529
freed them, corrupted my
subjects, and stole my hive!
344
00:15:31,564 --> 00:15:33,631
Those ponies have weaknesses.
345
00:15:33,666 --> 00:15:36,100
I used that turncoat Discord.
346
00:15:36,135 --> 00:15:38,502
Tricked him into
helping me capture his
347
00:15:38,537 --> 00:15:40,738
so called "friends".
348
00:15:40,773 --> 00:15:45,409
Discord was really something
until friendship ruined him.
349
00:15:45,444 --> 00:15:47,611
You should've seen
Twilight's face
350
00:15:47,646 --> 00:15:50,348
when her friends appeared
in bubbles around me.
351
00:15:50,383 --> 00:15:51,282
She was all...
352
00:15:51,317 --> 00:15:55,453
[groaning]
353
00:15:55,488 --> 00:15:58,089
[laughter]
354
00:15:58,124 --> 00:16:00,491
She's so stressed
out all the time!
355
00:16:00,526 --> 00:16:03,260
When I posed as her
former foal-sitter,
356
00:16:03,295 --> 00:16:05,529
I thought she was
going to implode.
357
00:16:05,564 --> 00:16:08,632
[laughter]
358
00:16:08,667 --> 00:16:10,267
I wish I could
have seen her face
359
00:16:10,302 --> 00:16:13,504
when I nearly erased all
the magic from Equestria.
360
00:16:13,539 --> 00:16:17,208
All magic was a little
excessive, don't you think?
361
00:16:17,243 --> 00:16:18,442
Meh. I think big.
362
00:16:18,477 --> 00:16:21,112
Besides, it would've
been worth it
363
00:16:21,147 --> 00:16:25,049
just to see Twilight and
her friends bow down to me.
364
00:16:25,084 --> 00:16:28,619
Indeed, it would. Who
wouldn't love to see
365
00:16:28,654 --> 00:16:32,190
those prissy ponies realize
they've lost everything!
366
00:16:33,759 --> 00:16:36,293
I'm a pathetic pony princess!
367
00:16:36,328 --> 00:16:40,698
I made a detailed list of
all the ways I'm a failure!
368
00:16:40,733 --> 00:16:44,335
[hooting laughter]
369
00:16:44,370 --> 00:16:46,670
You know, working with you two
370
00:16:46,705 --> 00:16:49,607
may not be the worst thing.
371
00:16:49,642 --> 00:16:52,276
Perhaps... as long as it results
372
00:16:52,311 --> 00:16:55,046
in the complete
destruction of our enemies.
373
00:16:55,081 --> 00:16:57,481
I wouldn't have
it any other way.
374
00:16:57,516 --> 00:16:59,683
Do the pathetic
princess thing again!
375
00:16:59,718 --> 00:17:02,453
[laughter]
376
00:17:09,428 --> 00:17:10,528
[roar]
377
00:17:13,099 --> 00:17:14,699
[laughter]
378
00:17:16,735 --> 00:17:17,735
I'm OK!
379
00:17:17,770 --> 00:17:26,744
♪♪
380
00:17:26,779 --> 00:17:28,479
[growl]
381
00:17:28,514 --> 00:17:39,323
♪♪
382
00:18:05,417 --> 00:18:05,749
[clang]
383
00:18:05,784 --> 00:18:07,151
[scream]
384
00:18:09,755 --> 00:18:11,322
[grunt of pain]
385
00:18:11,357 --> 00:18:13,491
Can you absorb it
and make it go away?
386
00:18:13,526 --> 00:18:17,528
I can only absorb magic
from living beings.
387
00:18:17,563 --> 00:18:19,396
Like her?
388
00:18:19,431 --> 00:18:20,831
Betrayal!
389
00:18:20,866 --> 00:18:23,334
Not betrayal. Teamwork.
390
00:18:23,369 --> 00:18:25,302
If Tirek absorbs your energy,
391
00:18:25,337 --> 00:18:27,571
he might be strong
enough to break through.
392
00:18:27,606 --> 00:18:28,906
And then?
393
00:18:28,941 --> 00:18:31,542
Then... he
gives it back.
394
00:18:31,577 --> 00:18:32,476
I do?
395
00:18:32,511 --> 00:18:33,610
Mhm.
396
00:18:33,646 --> 00:18:36,814
How do I know you won't
take my magic and leave me?
397
00:18:36,849 --> 00:18:40,151
Would we do
that to you?
398
00:18:40,186 --> 00:18:42,486
OK. Normally
yes, we would.
399
00:18:42,521 --> 00:18:45,189
I'll give you
your magic back.
400
00:18:46,192 --> 00:18:47,758
Do it.
401
00:18:47,793 --> 00:18:52,830
[zap]
402
00:18:52,865 --> 00:18:54,832
[grunt]
403
00:18:54,867 --> 00:19:00,437
So. Much. Power!
404
00:19:00,472 --> 00:19:01,305
[kiss]
405
00:19:01,340 --> 00:19:03,341
Welcome back, baby.
406
00:19:05,244 --> 00:19:07,511
It's not big enough for me.
407
00:19:07,546 --> 00:19:09,647
Maybe not you.
408
00:19:09,682 --> 00:19:13,417
Keep it open or I'll
be trapped forever!
409
00:19:13,452 --> 00:19:16,453
Would that be so terrible?
410
00:19:16,488 --> 00:19:17,622
[chuckle]
411
00:19:19,525 --> 00:19:23,494
Can't... hold.... much longer.
412
00:19:24,663 --> 00:19:26,364
Hurry!
413
00:19:28,467 --> 00:19:29,733
[thud]
414
00:19:29,768 --> 00:19:31,669
Ta-da.
415
00:19:31,704 --> 00:19:33,371
My magic.
416
00:19:41,380 --> 00:19:44,548
I... wasn't sure you were
going to give it back.
417
00:19:44,583 --> 00:19:47,551
Neither was I. But working
together seemed...
418
00:19:47,586 --> 00:19:50,688
smarter than to
continue fighting.
419
00:19:50,723 --> 00:19:53,524
When we helped each other,
it felt better somehow.
420
00:19:53,559 --> 00:19:57,361
I haven't felt like this
since before I lost my hive.
421
00:19:57,396 --> 00:19:59,563
Having others who will
be there for you...
422
00:19:59,598 --> 00:20:01,799
is pleasing.
423
00:20:01,834 --> 00:20:07,304
All of these years...
taking power from ponies.
424
00:20:07,339 --> 00:20:09,840
When you use your
power to help others.
425
00:20:09,875 --> 00:20:11,976
Yes.... it feels.
426
00:20:12,011 --> 00:20:13,777
No!
427
00:20:13,812 --> 00:20:15,512
Whoa!
428
00:20:15,547 --> 00:20:19,350
The magic of friendship
is like a disease.
429
00:20:19,385 --> 00:20:22,286
An infection that spreads
to those around you!
430
00:20:22,321 --> 00:20:24,255
I watched it
infect my hive.
431
00:20:24,290 --> 00:20:26,423
I will not let it get me.
432
00:20:26,458 --> 00:20:27,291
Same!
433
00:20:27,326 --> 00:20:28,592
Obviously.
434
00:20:28,627 --> 00:20:32,029
But... Grogar said we
have to work together.
435
00:20:32,064 --> 00:20:34,365
Grogar is too powerful.
436
00:20:34,400 --> 00:20:37,534
Something must be
done about that.
437
00:20:37,569 --> 00:20:41,038
Let Grogar think we're
his loyal servants.
438
00:20:41,073 --> 00:20:45,276
In the meantime, we'll
hatch our own plan.
439
00:20:45,311 --> 00:20:48,812
Oh. I love a good
backstabbing!
440
00:20:48,847 --> 00:20:50,347
After that, we can go back
441
00:20:50,382 --> 00:20:52,816
to trying to
destroy each other.
442
00:20:52,851 --> 00:20:55,553
In the meantime, what
do we do with this?
443
00:20:57,356 --> 00:21:00,891
You failed to
retrieve the bell?
444
00:21:00,926 --> 00:21:03,460
We're sorry,
Almighty Grogar.
445
00:21:03,495 --> 00:21:06,330
We worked together
as you asked!
446
00:21:06,365 --> 00:21:08,832
We just aren't as
powerful as you!
447
00:21:08,867 --> 00:21:11,335
[roar]
448
00:21:11,370 --> 00:21:13,337
[crash]
449
00:21:13,372 --> 00:21:15,339
Obviously.
450
00:21:15,374 --> 00:21:17,041
At least you finally
did as you were told
451
00:21:17,076 --> 00:21:18,509
and worked together.
452
00:21:19,812 --> 00:21:21,312
Of course.
453
00:21:21,347 --> 00:21:22,880
Whatever you command.
454
00:21:22,915 --> 00:21:24,682
Forget about
that old bell.
455
00:21:24,717 --> 00:21:25,750
You were right.
456
00:21:25,785 --> 00:21:30,388
We're so much more powerful
when we work as a team.