Pinkie Pie and Rarity were in tears. It took a lot to bring them down, but being bullied by one of your best friends? That'll do it. "Looks like Nasty Fluttershy is here to stay!" Pinkie squeaked.

"I can't believe what that monster Iron Hill has done to you!" Rarity sobbed, and the two ran off crying, not bearing to spend another moment with New Fluttershy.

As the two scampered out of sight, Fluttershy looked at her reflection in the pool, and smirked. "It's about time everypony knew what's what!" She began to drift about the edge of Ponyville, derisively glaring at the ponies. "Look at them all, proudly going about their business as if they were worth a single bit! They all made fun of Old Fluttershy..." she stomped her front hooves together. "... but when somepony makes fun, THEY BETTER RUN!" she giggled evilly to herself.

"But where to begin?" Fluttershy wondered to herself. "I know! Twilight Sparkle, with her fancy books and magic spells. She thinks she's so much better than Fluttershy, all because she's Celestia's little pet! NEW FLUTTERSHY WILL MAKE HER UPSET!"

Her mind made up, Fluttershy took to the skies and and flew to Twilight's rather beautiful tree house. Once there, a remnant of Old Fluttershy led her to gently knock on the door. No response. She knocked again. Still nothing.

"Well, if the door is locked... one had better check the window! Iron Will didn't teach New Fluttershy breaking and entering, after all!" Fluttershy murmured and peeked into the window to see Spike sleeping amidst a pile of books. "Sleeping on the job, with a guest behind the door! How terribly impolite!"

She flew up to the tree house's chimney, took a breath, and screamed "SPIIIIIIIIIKE!" so loudly that soot flew out of the chimney, making the library room considerably dirty. That got the little dragon's attention. "Oh man! It took me a whole week to get the library to look this good!" Annoyed, he finally opened the door and cowered as Fluttershy glared down at him. "Uh... hi Fluttershy!"

Fluttershy huffed. "New Fluttershy doesn't feel the need to talk to little babies! Where's Twilight?!"

"I'm not a baby!" Spike protested. "And she's upstairs having a nap, I locked the door so nobody would wake her up, she's been really overworking-" Fluttershy had already trotted up.


Twilight's bedroom was a peaceful and quiet place. A little lullaby jingle played on a gramophone with "FOR EMERGENCY NAPPING PURPOSES" printed on it. Twilight herself was in a restful slumber, hugging a pillow and with a little smile on her muzzle.

The sight was so cute that Fluttershy had to let out an "Aww". Right before she shook her head. "No, no, New Fluttershy must NOT be weak! Twilight doesn't deserve her compassion!"

Out of nowhere, she pulled out an airhorn and pressed down. Predictably, Twilight jumped out from underneath the covers, hit the ceiling and fell back onto the bed. "What the hay?!" she exclaimed. "Fluttershy?! What are you-?" Her friend's twisted, smug face gave Twilight pause.

"Oh, what's the matter, Twilight? Can't get enough sleep?" Fluttershy teased. "Too busy studying... let me guess... how many Twilight Sparkles would it take for her to stop being a haughty... lousy... killjoy!"

Spike growled at the door. "Nobody calls Twilight a killjoy!" Fluttershy laughed and picked him up, only to throw him out of the window.

"SPIKE!" Twilight shouted and used her magic to save the little dragon from a painful landing before angrily turning back to the pegasus. "What is going on, Fluttershy! This isn't like you at all!"

"No!" Fluttershy shouted happily. "I'm NOTHING like Old Fluttershy! I'm strong, and tough and I don't let anything take me down! Especially not a pathetic little mangy bookworm like you, drooling over your notes as if anypony will ever care how much you learn! In the end, that big head of yours will just be lying in a grave without having made a single dent in history!"

Twilight gulped, trying not to break down in front of her. "... is that really what you think about me?"

The pegasus began to float around her, taunting in a sing-song voice: "Twilight Sparkle! Twilight Sparkle! Twilight Sparkle's lost her marbles!" She shoved Twilight to the floor and then flew out of the open window, laughing cruelly.


When Spike made it up to the second floor, he found Twilight back on her bed, sobbing softly into her pillow. The little dragon hopped on her bed and gave the purple unicorn a hug. "It's okay, Twilight! I'm sure something's gone wrong with Fluttershy. She wouldn't act like this on her own..." Spike said, before adding "... I hope."

Not saying a word, the unicorn turned around and hugged Spike so tightly that he felt his eyeballs were gonna fall out. "Y-you don't think I'm wasting my life, do you?"

"Of course not!" Spike said. "You're just doing what makes you happy! And that makes me happy! If that's not something good, I don't know what is!"

Using magic, Twilight levitated a handkerchief to her face and wiped away the tears. "Thank you, Spike, I really needed to hear that." The little dragon saluted in response.

"And I think you're right. Something has gone terribly wrong with Fluttershy, and we need to find out what it is before she has a chance to hurt any other ponies' feelings."


As Twilight and Spike made plans to find Fluttershy, the latter was already flying towards the Apple farm...