Garble: Ugh, come on, Sunset. We're gonna be late for the Nightmare Night festival. Huh? Are you that one kooky grandpa from Ponyville Retirement Village?

Sunset Shimmer: I'm Star Swirl the Bearded! Father of the amniomorphic spell? Did you even read that book I gave you about obscure unicorn history?

Garble: Uh.. [knocking] That sounds important. [yelp]

Fillies: Nightmare Night! What a fright! Give us something sweet to bite!

Sunset Shimmer: Hi, everypony. Great costumes. Happy Nightmare Night, Granny Cinch.

Granny Cinch: Yo-ho-ho, lass. I should have been asleep five hours ago.

Pipsqueak: Pipsqueak the pirate, at your service. It's my very first Nightmare Night.

Sunset Shimmer: Since you moved here from Trottingham?

Pipsqueak: No, my very first Nightmare Night ever!

Lemon Zest: [chicken squawk] Enough chitchat! Time is candy!

Sunset Shimmer: Lemon Zest, aren't you a little old for this?

Lemon Zest: Too old for free candy? [chicken squawk] Never.

Sunset Shimmer: [bell jingles] Do you like it?

Lemon Zest: Yeah! Great costume, Sunset! You make a fantastic weirdo clown!

Sunset Shimmer: A clown? Look at the borders on these robes. These are hoof-stitched!

Garble: It's a great costume! Huh! Grandpa!

Sunset Shimmer: [growls]

[theme song]

Sunset Shimmer: Star Swirl the Bearded is only the most important conjurer of the pre-classical era.

Background ponies: Yeah! Whoo-hoo!

Sunset Shimmer: He created more than two hundred spells! He even has a shelf in the Canterlot library of magic named after him. Maybe I should start up a pony group to teach ponies about history. I bet everypony would love it! Don't you, Garble?

Garble: [chewing candy] Mm-hmm! [eating sounds] I love it!

Sunset Shimmer: Hey look, we're here already! Should we get something to eat?

Spike: [burp]

Lemon Zest: Sunset, Sunset! Look at our haul! Ah! Can you believe it? And then, we went to Cheerilee's house, and got a bunch more goodies. Didn't we, Pip?

Pipsqueak: Sure did!

Lemon Zest: And then, we had to stop and wait for Granny Cinch, and -–

[lightning zap]

Lemon Zest: [chicken squawk]

Foals: [screaming]

Indigo Zap: [laughing maniacally]

Sunset Shimmer: Indigo Zap, that wasn't very nice.

Indigo Zap: Lighten up, old-timer. This is the best night of the year for pranks!

Sunset Shimmer: Look what you did to Spike!

Garble: [choking on candy]

Indigo Zap: It's all in good fun. Oh! Oh! There's another group over there!

[lightning zap]

Background ponies: [screaming]

Indigo Zap: [laughing maniacally]

Sunset Shimmer: Happy Nightmare Night, Sugarcoat!

Sugarcoat: [lights a firework] Time for some fireworks in this Nightmare Night!

Foals: [cheering]

Sunset Shimmer: Hi, Sugarcoat!

Sugarcoat: Ahoy there, Garble! Ahoy, Sunset! Nice costume. I'm throwin' the fun in here!

Garble: Great! Thanks! I'm a dragon.

Sunset Shimmer: She means me, Garble.

Sugarcoat: With that beard, I reckon yer bein' some sorta country music singer. [pirate laugh]

Sunset Shimmer: [annoyed grunt]

Garble: [laughing]

Sugarcoat: While y'all are here, ya' feel like bobbin' for a cherry?

[cheering and applauding]

Mayor Mare: Thank you, everypony, and welcome to the Nightmare Night festival!

[cheering and applauding]

Mayor Mare: Now, all the little ponies who have been out collecting sweets should follow our friend Zecora to hear the legend of... Daybreaker! [laughter]

Garble: Spooky voice might work better if she wasn't dressed like that.

Sunset Shimmer: [giggling]

Zecora: Follow me, and very soon lately, you'll hear the tale of Daybreaker ultimately.

Zecora: Listen close, my little dears, I'll tell you where you got your fears of Nightmare Night, so dark and scary. [blows] Of Daybreaker, who makes you wary.

All: [gasps]

Zecora: Every year, we put on a disguise, to save ourselves from her searching eyes.

Foals: [screaming]

Zecora: But Daybreaker wants just one thing: to gobble up ponies in one quick swing!

Pipsqueak and Lemon Zest: [scream]

Zecora: Hungrily, she soars the sky. If she sees nopony, she passes by. So if she comes and all is clear, Equestria is safe another year!

Pipsqueak: Uh, Miss Zecora, if we wear costumes to hide from Daybreaker, so she won't gobble us up, how come we still need to give her some of our candy?

Zecora: A perfect inquiry, my little friend. For Daybreaker you must not offend. [blows] Fill up her belly with a treat or two, so she won't return to come eat you!

Lemon Zest: [screaming] Everypony! Just dump some candy and get out of here!

[thunder]

[wind whistling]

All: [screaming]

Lemon Zest: [gasp] It's Daybreaker! Run!

All: [screaming]

[thunder]

All: [screaming, squawking]

[thunder, lightning, screaming]

Sunset Shimmer: [awestruck] Princess Celestia!

Cloud Kicker: [whimpers]

Princess Celestia: [booming voice] Citizens of Ponyville! We have graced your tiny village with our presence, so that you may behold the real Princess of the Day! A creature of nightmares no longer, but instead a pony who desires your love and admiration! Together we shall change this dreadful celebration into a bright and glorious feast!

[lightning, thunder]

Lemon Zest: Did you hear that, everypony? Daybreaker says she's gonna feast on us all!

All: [screaming]

Princess Celestia: [normal voice] What? No, children, no! You no longer have reason to fear us! Screams of delight is what your princess desires, not screams of terror! [stomps hoof] Madame Mayor, thy Princess of the Night hath arrived.

Mayor Mare: [gasp]

Raven: [gasp]

Princess Celestia: What is the matter with you? Very well, then. Be that way. We won't even bother with the traditional royal farewell.

Sunset Snimmer: I'm gonna go talk to her.

Garble: You can't talk to her! She's Daybreaker!

Sunser Shimmer: No, she's not. I saw the Elements of Harmony change her back to good. But it seems like she's having some trouble adjusting after being gone for a thousand years.

Sunset Shimmer: Princess Celestia? Hi, my name is -–

Princess Celestia: Star Swirl the Bearded. Commendable costume! Thou even got the bells right.

Sunset Shimmer: Thank you! Finally! Somepony who gets my costume! Uh, I just came to welcome you to our celebration! My actual name is -–

Princess Celestia: Sunset Shimmer. [booming voice] It was thou who unleashed the powers of harmony upon us and took away our dark powers!

Sunset Shimmer: And that was a good thing, right?

Princess Celestia: [normal voice] But of course. We could not be happier. Is that not clear?

Sunset Shimmer: Well, you kinda sound like you're yelling at me.

Princess Celestia: But this is the traditional royal Canterlot voice! It is tradition to speak using the royal "we", and to use [booming voice] this much volume when addressing our subjects!

Sunset Shimmer: You know, that might explain why your appearance was met with... mixed results. I think if you just changed your approach a bit, you might be met with a warmer reception.

Princess Celestia: [booming voice] Change our approach?

Sunset Shimmer: Lower the volume?

Princess Celestia: [normal voice] Ohhh. We have been locked away for a thousand years. We are... not sure we can.

Sunset Shimmer: Don't worry, Princess. Sour Sweet can give you some great pointers. She's delicate and demure with the sweetest little voice.

Sour Sweet: Go away! No candy here! Visitors not welcome on Nightmare Night!

Sunset Shimmer: [nervous laughing] Sour Sweet, it's me, Sunset!

Sour Sweet: It is you. Ah, and Daybreaker. [gasp] Daybreaker? [yelps]

Sunset Shimmer: [nervous laughter] Wait right here.

[various noises]

Sunset Shimmer: Sour Sweet... you remember Princess Celestia?

Princess Celestia: [booming voice] Charmed.

Sour Sweet: [timidly] Likewise.

Princess Celestia: [booming voice] Sunset Shimmer hath spoken of the sweetness of thy voice. We ask thou teachest to us to speak as thou speakest.

Sour Sweet: [very quiet] Okay.

Princess Celestia: [booming voice] Shall our lessons begin?

Sour Sweet: [whisper] Okay.

Princess Celestia: [booming voice] Shall we mimic thy voice?

Sour Sweet: [quiet] Okay.

Princess Celestia: [booming voice] How is this?

Sour Sweet: [hurriedly] Perfect, lesson over!

[door thuds shut]

Sunset Shimmer: A little quieter, princess.

Princess Celestia: [booming voice] How is... [loud voice] this?

Sunset Shimmer: Better. Right, Sour Sweet?

Sour Sweet: [nervous, dazed laughter] Yes.

Princess Celestia: [loud voice] How... about... now?

Sunset Shimmer: Now you're getting it.

Princess Celestia: [normal voice] And... how about now?

Sunset Shimmer: Yes! Well done.

Princess Celestia: [booming voice] I thank thee, dear Sour Sweet! Our normal speaking voice shall surely win us the hearts of thy fellow villagers.

Lemon Zest: Sour Sweet! You've gotta hide us! Daybreaker is here and... [chicken squawk] Ah! She stole Sour Sweet's voice so she can't scream when she gobbles her up!

Foals: [screaming]

Princess Celestia: [booming voice] Nay, children, wait! [normal voice] I mean... nay, children, no, wait.

Sunset Shimmer: Come on, princess. Time for plan B.

All: Hurray!

Several ponies: [whimper]

Sassaflash: Aah!

Princess Celestia: It is of no use, Sunset Shimmer. They have never liked us and they never shall.

Sunset Shimmer: My friend Sugarcoat is one of the most likable ponies around. I'm sure she'll have some ideas.

Pipsqueak: Heee...!

Sugarcoat: Whoop. Careful there, mate. [whimper] I might blast you off with the next firework. [lights a firework]

[explosion]

Sunset Shimmer: Uh... Sugarcoat, the princess is looking for a little advice on how to fit in around here.

Sugarcoat: "Fit in"? Really?

Sunset Shimmer: [annoyed grunt]

Sugarcoat: I mean... that's easy! All you gotta do is have the right attitude. Loosen up a bit, be positive, play a few games, have some fun.

Princess Celestia: Fun? What is this "fun" thou speakest of? Pray tell, what purpose do these serve?

Cherry Berry: Try to land the sp-sp-spiders on the web.

Sugarcoat: You can do it, princess!

Princess Celestia: Ha! Your princess enjoys this "fun"! In what other ways may we experience it?

Sunset Shimmer: Fire away, princess!

Princess Celestia: Ha ha! The fun has been doubled!

All: Hurray! [cheering]

Sugarcoat: Why don't you try bobbin' for apples? We got the best cherries in Equestria here, princess.

Princess Celestia: I ask that thou call us... me... Celestia, fair Sugarcoat. Hear me, villagers! All of you! Call me Celestia!

All: Celestia... [approving chatter]

Princess Celestia: Show me to these bobbing apples.

Pipsqueak: Whoa! [splash]

Lemon Zest: Hey, gals. Anypony seen Pip? We lost him the last time we had to run– [chicken squawk] Aaah! Daybreaker is gobbling Pipsqueak! Everypony run!

Fillies: [scream]

Pipsqueak: Help! My backside has been gobbled!

Princess Celestia: 'Tis a lie! Thy backside is whole and ungobbled, thou ungrateful whelp! [hoof stomp, thunder] Fair villagers, please do not back away. Let us join together in... fun!

[toy spider squeaks]

Princess Celestia: Not enough fun for you? What say you to this!?

Citizens: [screaming]

Princess Celestia: Huzzah! How many points do I receive?

Golden Harvest: [scream]

Citizens: [screaming]

Princess Celestia: Do not run away!

Gloriosa Daisy: [scream]

Princess Celestia: As your princess, we command you!

Citizens: [screaming]

Princess Celestia: [deafening voice] Be still!

Sunset Shimmer: Princess, remember! Watch the screaming!

Princess Celestia: [booming voice] No, Sunset Shimmer! We must use the traditional royal Canterlot voice for what we are about to say. Since you choose to fear your princess rather than love her, and dishonor her in such a very indignant manner with this insulting celebration, we decree that Nightmare Night shall be canceled! Forever!

[thunder]

Sugarcoat: [sigh] Shoot. We had everything goin' our way. Celestia was happy, everypony in town was happy, now look at 'em.

Noi: [crying] But I wanted to be a zombie next year.

Sunset Shimmer: It's not over yet.

Sugarcoat: What are you gonna do?

Sunset Shimmer: I'm going to do what I do best. Lecture her!

Sunset Shimmer: Princess?

Princess Celestia: Leave me be, Sunset Shimmer.

Sunset Shimmer: Princess, I'm sorry it hasn't worked out how we wanted. But you have to believe me when I tell you that Nightmare Night is one of the most popular celebrations we have.

Princess Celestia: Yes. I can tell. By all the adoring shrieks of the children as they run away.

Sunset Shimmer: Princess...

Ponies: [whimpering and crying]

Lemon Zest: [chicken squawking] [shriek]

Sunset Shimmer: No! No shrieking. No screaming or squealing either. Okay?

Lemon Zest: [muffled] Okay.

Sunset Shimmer: There's something I want you to see. And I promise that it's safe, but you really, really, really can't shriek. Do you promise not to shriek?

Lemon Zest: Mm-hmm. [chicken squawk]

Sunset Shimmer: Lemon Zest, you remember Princess Celestia, right?

Princess Celestia: Ah. The ringleader of the frightened children. Hast thou come to make peace?

[thunder]

Lemon Zest: Daybreaker! [chicken squawk]

Sunset Shimmer: Rainbow!

Indigo Zap: [laughter]

Sunset Shimmer: She's changed, Lemon! She's not evil or scary anymore! And she definitely doesn't want to gobble you up!

Lemon Zest: Well, duh.

Sunset Shimmer: Huh?

Lemon Zest: I know that. Sheesh, Sunset. I'm almost as big as her, how's she gonna gobble me up?

Sunset Shimmer: So why do you keep running away and screaming?

Lemon Zest: Sometimes it's just really fun to be scared!

Sunset Shimmer: Fun? Lemon Zest, you're a genius!

Lemon Zest: No, I'm not. I'm a chicken. [chicken squawk]

Sunset Shimmer: Princess Celestia! I've finally figured out why you're having so much trouble being liked!

Princess Celestia: [deadpan] Forgive me if I withhold my enthusiasm.

Sunset Shimmer: Come with me. I'll explain everything on the way.

Pipsqueak: Gosh. I never thought my very first Nightmare Night would be my very last.

Zecora: Come, little Pip. Now don't you fret. Nightmare Night's not over yet. We still have candy left to give, so Daybreaker might let us live.

Mayor Mare: Yes. Come on, little ponies. What's Nightmare Night without the annual candy offering? You don't want Daybreaker to gobble you up, do you?

Garble: Aw, the rainbow wig just kills it for me.

Sugarcoat: Come on, kids! Doesn't that sound like fun?

Pipsqueak: Goodbye, Nightmare Night. Forever.

[wind whistling]

Daybreaker: [booming voice] Citizens of Ponyville! You were wise to bring this candy to me. I am pleased with your offering. So pleased that I may just eat it... instead of eating you!

Ponies: [scream]

Princess Celestia: [spit] I am not certain that did what you meant for it to do, Sunset Shimmer.

Sunset Shimmer: Just wait.

Princess Celestia: For what? For... for them to scream some more?

Pipsqueak: Um... Princess Celestia. I know there's not gonna be any more Nightmare Night, but do you suppose maybe you could come back next year and scare us again anyway?

Princess Celestia: Child. Art thou saying that thou... likest me to scare you?

Pipsqueak: It's really fun! Scary, but fun!

Princess Celestia: It... is?

Pipsqueak: Yeah! Nightmare Night is my favorite night of the year.

Princess Celestia: Well then. We shall have to bring [booming voice] Nightmare Night back!

Pipsqueak: Whoa! You're my favorite princess ever! [to foals] She said yes, guys!

Foals: YAY!

Sunset Shimmer: See? They really do like you, princess.

Princess Celestia: Can it be true? [thunder, booming voice] Oh, most wonderful of -- [normal voice] I mean... Oh, most wonderful of nights.

Sunser Shimmer: Dear Princess Luna,

When you first sent me to Ponyville, I didn't know anything about friendship. I met somepony tonight who was having the same problem -- your sister, Princess Celestia! She taught me that one of the best things you can do with friendship is to give it to others, and help them find it themselves! And I'm happy to report that all of Ponyville has learned that even if somepony seems a little intimidating, even scary, when you offer them your friendship, you'll discover a whole new pony underneath. And even if my Star Swirl the Bearded costume didn't go over, this still turned out to be the best Nightmare Night ever!

[lightning zap]

Indigo Zap: [scream]

Princess Celestia: [laughter]

Garble and Sunset: [laughter]

[music]

[credits]