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While getting a new shipment of sewing machines for Rarity’s class, both she and Twilight Sparkle are stunned to discover that a rival school, Friendship University, has opened in Las Pegasus and that its ad campaign, among promising to teach the same lessons as the School of Friendship but in half the time with a better locale and free tuition, is specifically targeting the School of Friendship for competition. Twilight and Rarity head to Las Pegasus to check it out and, much to their displeasure, discover it’s being run by the Flim Flam Brothers. They immediately expect the worst but Twilight runs into two conundrums. One is that Chancellor Neighsay of the EEA is seeking to approve it as it targets only pony-races (and seemingly simply out of spite for Twilight and her own educational philosophy). The other is that Starswirl the Bearded, who has returned to journeying Equestria to learn more about friendship, has decided to enroll there and is willing to give the Flim Flam Brothers a second chance. When Neighsay takes Starswirl’s attendance as all the proof he needs and give the school EEA approval, Rarity and Twilight try to go undercover to discover the scam. Unfortunately, Twilight’s own disguise is rather pathetic and, when she breaks into the office of Flim and Flam looking for evidence and finds nothing but genuine lesson worksheets, she’s exposed and photographed. Flim and Flam both threaten to expose her of trying to sabotage her “rivals” out of jealousy and hurt her reputation as well as that of the School of Friendship, and Starswirl ends up siding with them in light of the current evidence, leaving Twilight dismayed. However, Rarity’s own work reveals that the Flim Flam Brothers are indeed charging nothing for tuition, but exorbitant fees for the worksheets. A bit more investigation reveals they’re using the school as an excuse to raise money to expand their resort in Las Pegasus, but also reveal they stole the lessons from Twilight’s own guidebook. When they threaten to expose their picture of Twilight if she exposes them, she ignores the threat; saying her title means nothing if she doesn’t stand up for what she knows is right. Instead, she offers to let Flim and Flam use her lessons so long as they refund the bits they took and use them for free in the future. When they refuse, however, Rarity exposes that she brought in Starswirl to overhear everything. As a result, Starswirl orders them to return all of the bits and shut down their school, before apologizing to Twilight and officially endorsing her school to Flim and Flam’s former students. Twilight and Rarity return to Ponyville; with Twilight wondering how Flim and Flam got her lessons and Rarity knowing she’ll be able to use the sewing machines to teach about friendship…just hasn’t figured out how yet.


In one of the episodes that gets into more “real world” threats, it goes to show that when it comes to threats that monsters, demons, and shape-shifting parasites got nothing on politics.

At the core of this episode is a pretty good, albeit painful, lesson about how the world works. While little kids would love to think that things operate in such a way that virtue and character ends up rewarding those who display the best of those traits, the fact is politics often runs things, and politics are governed by biases, stereotypes, deception, manipulation, coercion, and straight-up lies. People don’t always do what’s right; they do what gets the most amount of people behind them or what most people want, even if what they want is wrong. And very rare is the person who will stand up for what they believe in and what’s right; especially since, unlike in this episode, there’s usually no reward, benefit, or victory for doing so other than personal integrity. (Heck, a lot of people will usually hate people for standing up for what they personally believe in. Especially if it’s not popular.)

Sift through everything in this episode and the core message is good. The problem is there’s a lot of little frustrations and facepalm moments to get to that point.

There isn’t too much in the way of outright fun and humor in this episode…more like cringe. In terms of the fun we do get, Flim and Flam’s song is alright but not only is it unlikely anything will ever top the song from their first Season Two appearance the fact is, at this point, we know these two are fully conartists and so seeing ponies getting so easily suckered in yet again makes me grimace a bit.

On one hand, I like how Starswirl the Bearded is handled overall in this episode. I dislike the fact that the Pillars of Old Equestria were virtually discarded following last season’s finale and, frankly, the one other appearance they would make this season only made things worse to me. Starswirl, however, is good and logical in this one. He took Twilight’s lesson from the end of last season to heart and, in spite of his age, he’s growing as a character. He definitely respects Twilight now, as is pretty obvious, and Twilight still has her own hero worship in spite of the end of last season.

Nevertheless, I can’t help but cringe again on seeing how easily Starswirl trusted the Flim Flam Brothers over her. I suppose it’s a little excusable considering how naive he is to the times, but if he really learned the lesson to try and look deeper into characters then he should have known better with Twilight. Or, perhaps, I’m just still a little irritable that Twilight once again has to “prove herself” to those she looks up to after having done so before. It’s the same issue I had with Celestia getting angry at Twilight way back in “A Canterlot Wedding”; not realizing that Twilight wouldn’t be one to make up something about Cadance lightly.

The situation with Neighsay, however, and how it was resolved or, more appropriately, lack thereof is what really gets me. Early in this episode, it’s clear he’s so biased against the idea of nonpony races that he’d look for any reason to throw mud in Twilight’s eye. He already shows off a double-standard at the start. He gives EEA approval with almost no oversight to Friendship University simply because Starswirl the Bearded is there, when Twilight’s own school had the approval of at least two princesses (Twilight Sparkle and Celestia) and he still insisted not only on grilling it but then held out anyway due to speciesism. All of that makes sense, though, and it’s meant to make the audience grind their teeth at how people in power can utilize their own position and a well-respected individual’s attempt to preserve their own good name to pretty much bend the rules in their favor and do this sort of thing.

Yet the resolution didn’t go “deep” enough for me. At the end of the episode, Starswirl recants his endorsement of Friendship University and places it on the School of Friendship. As a result, I would have appreciated if the shoe had been on the other foot for Neighsay. Now he would be on the hook, along with the EEA, for having endorsed a school with no formal evaluation only for it to end up crooked. He also would have been forced to expose his own blatant bias to the public if he refused to give the School of Friendship EEA approval, because he had just done the same to a different institution simply based on Starswirl’s approval.

Aside from that, there were other problems with how it panned out. For one thing, they put in the part where the Flim Flam Brothers threatened to expose Twilight if she exposed them, so they tried to call them “even”. The problem is they didn’t really have a leg to stand on at that point. Their own exposure of Twilight was supposed to be from her trying to expose their scam, and the dirt on them was that there was a scam. It was kind of like saying: “If you go to the police and give them proof that I robbed your house, I’ll publish this evidence showing you putting up security cameras to catch me robbing your house, and everyone will think you’re paranoid!” It doesn’t really work.

I also scratch my head over the ending. I’m honestly not sure how Flim and Flam got the copy of Twilight’s lesson plans either. The subtle hint the episode leaves is that Cozy Glow might have had something to do with it, but that doesn’t make sense as she wanted the School of Friendship to stay open and succeed so that she, in turn, could succeed. The other alternative is that Chancellor Neighsay had something to do with it.

I won’t say this one was quite as bad as a muddled moral and, while sidetracked, the lesson it was trying to teach was a fairly important one. And it did help build up to the finale a bit more, and did justice to the sole callback from the Pillars of Old Equestria. If only it had done a bit more with it…

Fun Facts:

Starswirl went river rafting with Tree Hugger. The pony he’s painting with is a parody of Salvidor Dali (and who appeared already once briefly in “On Your Marks”).

Although Cozy Glow had appeared as a background student in multiple episodes at this point, this was the first episode that showed her beginning to have more responsibility at the School of Friendship.

Even eternally-scowling Neighsay is like “wat” when Rarity tries ripping off Starswirl’s beard. 😛

Flim and Flam’s “secret” amusement park model actually appears in their song early in the episode.

A subtle yet nice joke in the episode is the main reason Flim and Flam were fooled by “Plainity” is simply because the only characters from the Mane Six they are familiar with would be Applejack (from prior experience), Fluttershy (from prior experience), and Twilight Sparkle (from reputation).


3 Stars out of 5