A few minutes later, Geppetto and his pet were in bed while the ponies try to make themselves comfortable.
"Remember, guys," Twilight said. "Make sure they don't see you."
Everypony prepared their sleeping bags on the ground, tucking themselves in. Apple Bloom slept with her big sister, while Tender slept beside Fluttershy.
"Thanks for letting me come with you, big sis," The little filly said, sleepily.
"You're welcome, sugar cube," Applejack chuckled.
Meanwhile, Geppetto puffed his pipe before going to sleep while Figaro slept peacefully in his own bed, with a pillow, blanket, and everything.
"That cat sure lives in comfort," Rainbow said.
"Solid comfort," Spike replied, sleepily.
Geppetto took another look at his precious puppet, chuckling a little.
"Look at him, Figaro."
Figaro slowly woke up and eyed the puppet. The ponies, and Spike, heard and did the same.
"He almost looks alive," Geppetto replied.
"Told you so," Rarity said to her friends.
Figaro smiled at his owner and yawned. He was about to go back to sleep when Geppetto spoke further.
"Wouldn't it be nice if he was a real boy?"
"Aw, he even wants the puppet to be real," Fluttershy replied.
"These things are not so easy, Fluttershy," Twilight said.
Geppetto pondered about the idea, before he put his pipe away and extinguished the flame of his candle.
"Oh, well. Come on. We got to sleep."
The old man and Figaro tucked themselves in for the night, while the ponies did the same. Figaro slept peacefully till Geppetto spoke again.
"Ah, Figaro."
The kitten woke up, glaring at his owner. Needless to say, Rainbow wasn't amused for being woke up either.
"What does he want now?!" Rainbow asked, quietly.
"Rainbow, don't be rude," Rarity said.
"I forgot to open the window," The woodcarver said, pointing to the window.
Figaro pushed his sheets away and climbed out of his bed, jumping on his owner's.
"That cat may be tired as I am," Rainbow observed. "But he sure has a lot of energy."
"He sure is very nice to do those things for his owner," Fluttershy noted.
"I wish my Opal was like that," Rarity sighed, envious.
Figaro hopped toward the windowsill, opening the window with his tiny paws. The light from the stars peered into the room as the ponies made sure they weren't seen. The kitten pushed the window further till he hung on the window itself.
"Oh my!" Fluttershy gasped, fearing what would happen.
Fortunately, the little cat used its hind legs to grab the windowsill, using his front legs to get closer till he was safe.
(Music stops at the end)
"That's one tough kitten," Rainbow said.
"A smart one, too," Applejack added.
Suddenly, the ponies shook a little when Geppetto was pointing to something.
"Oh, Figaro! Look, look! The wishing star!"
When Twilight heard, she immediately looked out the window. She remembered exactly what Luna said about that star, as it shone brightly on the night sky.
"There's a wishing star here too?" She asked.
"What's a wishing star?" Apple Bloom asked, curiously.
"Princess Luna mentioned this star," The unicorn/alicorn explained. "And how it changed her life."
Soon all the ponies, Spike included, were looking out the window while Geppetto held his hands together.
"Star light, star bright, first star I see tonight," The woodcarver prayed. "I wish I may, I wish I might... Have the wish I make tonight."
Figaro was yawning when Geppetto interrupted him.
"Figaro, you know what I wished?"
Figaro shook his head in response. The ponies pricked up their ears and listened very carefully.
"I wished that my little Pinocchio might be a real boy," Geppetto said.
"Aww," Everypony sighed.
Geppetto tucked himself in, as Figaro hopped on his bed.
"Wouldn't that be nice? Just think! A real boy!"
Geppetto stroked Figaro on his back, which he enjoyed very much.
"Aw, isn't that sweet?" Rarity asked.
"A very lovely thought," Twilight nodded. "But not at all practical."
"Sometimes you just have to believe in things, Twilight," Pinkie said, yawning. "No matter how impossible they are. I mean a puppet becoming a real boy... Now that would be super-duper fun!"
Twilight thought for a moment as her friend went back to sleep. She watched Geppetto stroke his cat till he couldn't stay awake.
"A real... Boy..."
Instead of returning to his own bed, Figaro decided to sleep with his owner. He crawled under the covers and made himself comfortable.
"Well," Rarity yawned. "Good night, everypony."
Everypony wished each other 'good night' before going to sleep.
"Applejack?" Apple Bloom asked.
"Hmm?" Applejack opened one eye.
"Do you think the star can make 'every' wish come true? Like maybe... Bringing our parents back?"
Applejack hadn't thought of that before. While she'd want to see her folks back, even for just a day, she wasn't sure if that was possible.
"I don't know, sugar cube," Applejack confessed. "We'll talk about it, tomorrow. Now, go to sleep. Tomorrow's gonna be a long day."
Apple Bloom yawned, before falling back asleep. Applejack couldn't help but smile stroking her sister's head before sleep took over. Soon, every pony was asleep except for Twilight. She looked toward the window again, thinking about the star.
"I just... Have to believe... Believe..." Twilight spoke to herself.
Eventually Twilight decided to sleep on it, as the star shone in the room.
A half an hour went by when suddenly Spike's eyes slowly opened. He couldn't sleep with the clocks ticking and all the pendulums swinging at once. He tried to close his eyes deeply till a loud ticking noise woke him up.
A clock shaped like an owl ticked, swinging its eyes left to right. Spike did the same with his eyes. Two other clock's pendulums swayed side-to-side, Spike doing the same with his eyes. Two other clocks' pendulums swayed randomly, Spike doing the same till he got dizzy. As he shook his head, it was clear Spike was not amused. Another sound drew his attention, he searched till he saw it was an hourglass dropping sand, piece by piece.
Frustrated, Spike drew the blanket over his head to shield himself from the noise. But it only gets worse when loud snoring was heard. He peeked the blankets down and saw Geppetto making funny noises while blowing his hair. Even Cleo, Rainbow and all the other ponies snored louder... And louder... And louder...
That did it. Spike gritted his teeth, inhaled some air through his nose...
"QUIET!" He yelled, before covering his mouth.
Not only because he was too loud, but Spike had the feeling another voice yelled along with him. He looked around and because of that yell everything was very quiet. Even the clocks stopped ticking, just the way he wanted.
"No offense, but... Enough is enough."
He was about to go back to sleep, when a strange light came from nowhere. Spike opened his eyes again, saw his shadow on the wall, and looked around.
"Now what's up?"
Applejack slowly opened her eyes.
"Spike, turn the light off please. I'm trying to sleep."
"It wasn't me."
Soon Twilight slowly opened her eyes.
"What's going on?"
"Something strange is going on, Twilight," Spike said. "Look!"
Twilight faced the window and saw a small ball of lighting merging toward the window, filling the room with light. The brightness stirred the group awake and they saw the light.
"What's that bright light?" Fluttershy asked, sleepily.
"Everypony, quick!" Twilight instructed. "Under the table!"
Twilight, Applejack and Spike led the exhausted group under the table.
"What's going on here?" Rainbow asked. "What is that?"
"Shh!" Twilight hushed.
Apple Bloom and Tender Taps stayed hidden under Applejack. Suddenly, the ball of light took form. Not into something hideous and dangerous, but something... Beautiful. It looked like a woman, with transparent wings on her back. She had blonde hair and a glittery blue dress. She also carried what looks like a wand. The ponies were completely in awe at the sight.
"Wow," Tender whispered. "What is that?"
"It doesn't look like a human," Spike said. "Least not 'exactly'."
"It's beautiful," Apple Bloom replied.
"It looks like... A fairy," Fluttershy said.
The strange creature beckoned toward the bed, speaking with a lovely voice to the sleeping Geppetto.
"Good Geppetto, you have given so much happiness to others. You deserve to have your wish come true."
"So, she came from that star?" Rainbow asked.
"Maybe... Or she 'is' the star," Twilight thought.
"Then it's true," Fluttershy smiled. "Geppetto always has been a selfless, good man."
"And his wish will be fulfilled," Rarity concluded.
The female creature saw the puppet, and lightly tapped it with her wand.
"Little puppet made of pine, wake. The gift of life is thine."
The puppet begins to glow till it stopped and to everypony's surprise, the eyes began to open and close. The puppet stirred while rubbing his eyes.
"My goodness!" Rarity lightly gasped.
"Well, I'll be," Applejack said, wide-eyed.
Pinkie said no words, but a big smile formed on her face.
"That is so awesome!" Rainbow said quietly.
"Amazing!" Apple Bloom said, in awe.
"Whew!" Spike sighed. "What magic can't do these days."
Twilight was most impressed of all, seeing the puppet stir to life.
"Can it truly be?" She asked herself.
The puppet looked around in wonder, eventually facing its hands. He waved them and another surprise came to the ponies.
"I can move!"
The puppet quickly covered his mouth, surprised by his own voice.
"I can talk!"
The female creature giggled, while the others were wide-eyed.
"It 'can' talk," Tender said, softly.
Soon the puppet stood on its own two feet.
"I can walk!"
But the puppet stumbled and fell on his behind, smiling at the person who brought him to life.
"Yes, Pinocchio," The creature said. "I've given you 'life'."
"Why?" Pinocchio asked.
"Because tonight, Geppetto wished for a real boy."
"Am I a real boy?"
The ponies peeked from under the table, drawing closer for a better look. Apple Bloom tried her best to keep her excitement under control as she listened.
"No, Pinocchio," The creature answered. "To make Geppetto's wish come true will be entirely up to you."
"Up to him?" Rainbow asked Twilight.
"Up to me?" Pinocchio asked.
"Prove yourself brave, truthful and unselfish, and someday you will be a real boy," The creature said.
"A real boy!" Pinocchio said, excitedly.
"Aw, isn't that nice?" Fluttershy asked.
"That won't be easy," Applejack replied. "Believe me."
"You must learn to choose between right and wrong," The creature spoke further.
"Right and wrong?" Pinocchio asked, looking at his hands. "But how will I know?"
"Pfft... That's easy," Rainbow replied. "Always choose 'right'."
"But he doesn't know that," Twilight said. "Pinocchio is a child that needs to learn. He'll need some pony to guide him. Like a... Like a..."
"Your conscience will tell you," The creature said.
"That's it," Twilight whispered. "A conscience."
"What are conscience?" Pinocchio asked.
"What are conscience?!" Twilight asked. "He doesn't know that?!"
Finally, Twilight could take no more of this and approached the creature and Pinocchio before the others could say anything.
"Allow me to explain!" Twilight called out.
Pinocchio and the female creature turned around, surprised by the appearance of the smart pony and her companions.
"A conscience is..."
"I'll tell ya!"
A voice interrupted Twilight Sparkle, who looks up and, with surprise, saw something small coming down toward them. It was a cricket with raggedy clothes and an umbrella. She didn't know what to say, as her eyes went wide. Pinocchio smiled when he saw the cricket, who grabbed a box with matches to stand on.
"A conscience is that still small voice that people won't listen to," The cricket said. "That's just the trouble with the world today, you see?"
"AAAAAHHHHHH!!!!"
Before the Cricket could continue, he turned toward the screaming Rarity, who tried to step on the cricket.
"A BUG!"
"Uh-oh!" The cricket said, wide-eyed.
The cricket dodged Rarity's hoof before it hit the ground.
"Ew! Go away!" The fashionista screamed.
"Whoa! Easy, miss!" The cricket called out. "I didn't mean any harm! Watch it!"
Pinocchio looks at the scenery with amusement, while the female creature didn't know what to say. Just as Rarity was about to strike again, while the Cricket shielded himself, a pair of yellow hooves picked him up.
"Rarity, stop!" Fluttershy said. "It's just a cricket, he doesn't mean any harm."
The cricket lowered his arms till his eyes were locked to his savior.
"I'm so sorry, Mr. Cricket. Are you okay?
"Phew!" The cricket sighed, dusting himself. "That's quite alright, milady. Sometimes I wish I were just as big as all of you."
"I didn't know there are crickets that could talk. This is so amazing. My name is Fluttershy."
"Well, pleased to meet you, dear. But, uh... Who are you and what are you doing here? It's not polite to invade someone's house, you know?"
"It's a bit of a long story, we can explain later if you want to," Twilight Sparkle spoke up. "My name is Twilight Sparkle, the Princess of Friendship. These are my friends Rainbow Dash, Applejack, Pinkie Pie, Spike and well you've already met Rarity and Fluttershy. And this is Apple Bloom, Applejack's little sister, and her friend Tender Taps."
"Wow, a talking cricket," Apple Bloom said, examining the cricket closely.
"Well, you seem like friendly folks... Ponies in your case," The cricket replied, observing the new visitors closely. "Very strange ponies too. You're probably not from here."
"Are you from somewhere else?" The female creature asked.
"Yes, ma'am," Twilight answered. "We are residents from Ponyville. Equestria to be exact."
"Equestria? Ponyville?" The cricket asked. "Sounds like a land straight from a fairy tale."
"Trust me, we are very real," Spike said. "I'm a dragon by the way."
"A real dragon?" The cricket asked.
"But don't worry, I'm not a 'bad' dragon."
"Well, good to know."
"We went inside a book that brought us here," Twilight explained. "We had this experience before."
"I see," The creature nodded.
Then, something tucked her dress and the fairy looked down. It was the sweet little filly with the bow.
"Excuse me, ma'am," The filly asked. "Are you a fairy?"
"Why yes, Apple Bloom," The fairy nodded. "I'm the Blue Fairy. I came from the wishing star to make people's wishes come true."
"Wow!" Apple Bloom said, her eyes widen.
Twilight faced the reanimated puppet, who hadn't said a word since the ponies and cricket came to view.
"Hello, Pinocchio. I'm sure you heard our names, so no introductions are in order. I suppose this is probably strange for you to see magical talking ponies."
"It's okay, Miss Twilight," Pinocchio said. "Are you my conscience?"
"Me? Well... Not exactly, but I can help you if you want. My friends can help too."
"That would be nice."
"Now, as I said, Pinocchio..." The cricket began.
"Are you my conscience?" The puppet interrupted.
"Who, me?" The cricket asked, pointing to himself.
The fairy giggled lightly and leaned toward the cricket, who faced her.
"Would you like to be Pinocchio's conscience?" She asked, batting her eye lashes.
The cricket was very flustered because of the fairy's beauty, as he tucked his scarf.
"Well, w—Uh, I—I—Uh—Ohh... Uh-huh."
"Hmm... Sounds like someone has light feet," Rarity teased.
The cricket's face was red as a tomato.
"Very well," The fairy giggled. "What is your name?"
"Oh yeah, we were so busy with everything we forgot to ask," Pinkie realized.
"Uh, oh, uh, Cricket's the name," The cricket tipped his hat, bowing to the fairy and ponies. "Jiminy Cricket."
"And do you want to help Pinocchio?" The fairy asked the ponies.
The ponies faced each other with a smile.
"We'd love to," Twilight answered.
"Yippie!" Pinkie cheered. "We have a puppet as our new friend!"
The fairy chuckled at the pink pony's funny behavior.
"It's a pleasure to meet you, Mr. Cricket," Rarity spoke. "Sorry I tried to step on you. I've had bad days with bugs."
"That's okay, Miss... Rarity, right?" Jiminy asked.
"Mm-hmm," Rarity nodded, looking at his ragged clothes. "Pardon me for saying this, but your choice of attire is a little, ahem... Out of style."
"I know, they're terrible. I lived as long as I can remember in one house to another trying to survive."
"That's so sad. Maybe I can fashion something that suits you."
"That's very nice of you, Miss, but I don't wish to take advantage of your generosity."
"Nonsense, darling. My generosity is what I live for."
"Or maybe you won't have to," The Blue Fairy replied, with a wink.
"Huh?" Rarity asked, confused.
"Kneel, Mr. Cricket," The fairy instructed Jiminy.
"Huh?" The Cricket said.
But without further questions, the cricket kneeled.
"No tricks now."
The Blue Fairy raised her wand, lightly tapping the cricket.
"I dub you Pinocchio's conscience, lord high keeper of the knowledge of right and wrong, counsellor in moments of temptation and guide along the straight and narrow path."
When the glow fades, every pony saw that Jiminy's ragged clothes transformed into fine attire. A look that immediately drew Rarity's attention.
"Arise, Sir Jiminy Cricket," The fairy said.
The Cricket examines his new fancy clothes with joy. Even the crook handle of his umbrella shone, like it was made of gold.
"Well! Oh-ho-ho! My, my! Mmm... Say, that's pretty swell."
"You look absolutely smashing, Mr. Cricket," Rarity said.
"There will be some lady crickets who'd like to date you now," Pinkie added.
"Wow," Spike said to himself. "Wish I had clothes like that to impress Rarity."
"Gee... Thanks," Jiminy said. "But, uh, don't I get a badge or something?"
"For what?" Applejack asked.
"To make it official," Jiminy answered.
"Well, we'll see," The fairy said.
"You mean maybe I will?" Jiminy asked.
"I shouldn't wonder."
"Make it a gold one?"
"Maybe," The fairy nodded, facing the ponies and dragon. "What about all of you? Do you have wishes?"
"I kind of have one," Apple Bloom spoke. "You see... Me, my brother and sister lost our parents a long time ago... I was wondering if there's a chance to bring them back?"
"Dear little Apple Bloom, there are lots of things I can do," The fairy explained. "But there are some wishes even I'm not certain I can grant."
Apple Bloom lowered her head sadly.
"But..."
Apple Bloom raised her head, as the fairy continues.
"There is a chance you can see them in a certain way, at least to make you feel 'closer' to them."
"Really?" Apple Bloom asked, smiling.
"I promise. In the meantime, will you be one of Pinocchio's best friends along with the rest?"
"Ah will, Miss Fairy," Apple Bloom nodded. "We'll be the best friends ever!
The fairy chuckled at her cuteness before facing the other ponies, who were thinking.
"Anyone else?"
"Well, we never really thought about it before," Twilight admits.
"If you need time to think about it, remember to wish upon the big shining star," The fairy instructed. "You can't miss it."
"Thank you," Twilight bowed.
"Very well then."
The fairy brought her attention to Pinocchio.
"Now, remember Pinocchio, be a good boy and always let your conscience be your guide."
And in a flash of light, the blue fairy disappeared.
"Goodbye," Everypony said in unison.
"Goodbye, milady," Jiminy tipped his hat.
"Goodbye!" Pinocchio waved.
(Music stops at the end)
"Wow, we can wish for whatever we want just by looking at a star?" Spike asked.
"Looks that way," Twilight nods.
"Oh yeah, I know what I'd want," Rainbow said, enthusiastically. "I can wish to be part of the Wonderbolts!"
"Rainbow, aren't you already a member?" Applejack asked.
Rainbow stood wide-eyed in silence; you could hear a trombone in the background.
"Oh... I forgot about that," Rainbow said, embarrassed "But... Maybe I can wish for something else."
"Like what?" Pinkie asked, curiously.
"Well... I haven't thought about that. But I know it'll be awesome!"
"I don't think you should tell your own wishes to other ponies," Applejack advised. "Or else it won't come true."
"She has a point," Twilight agreed.
Pinocchio stood on his feet and approached the ponies.
"Are you truly from somewhere far away?"
"We sure are, sugar cube," Applejack nodded.
Apple Bloom and Tender Taps had climbed on the worktable till she was close enough to the puppet.
"Hi, Pinocchio," Apple Bloom greeted, with a hoof. "Ah'm Apple Bloom, and this is Tender Taps."
"Pleased to meet you," Tender Taps offered a hoof.
"Nice to meet you," Pinocchio answered, shaking their hooves.
"Ah can't believe it," Apple Bloom said, excitedly. "We're friends with a living puppet from another world."
"I'm pretty surprised about all of this too," Tender admits.
The other ponies smiled at the three getting along. Then Applejack looked for the tiny cricket they met.
"Say, where's the little fella?" The cowgirl asked.
Twilight spotted the little fella admiring his reflection on a bottle. He hummed a little tune while checking out his new look.
"Not bad, says I," The cricket said.
Soon he saw the reflections of the ponies, dragon and, of course, the puppet.
"Checking yourself out, pretty bug?" Applejack teased.
"Oh, yeah. Ho-ho-ho. Almost forgot about all of you. Well, well. A group of talking ponies and a dragon from another world, and a puppet brought to life by a fairy. That's something that doesn't happen every night."
"You'll get used to it," Applejack assured.
"Ha-ha, I just might," Jiminy said.
Soon the Cricket cleared his throat before giving his full attention to the puppet.
"Well, Pinoke. Maybe you and I had better have a little heart-to-heart talk."
"Why?" Pinocchio asked.
"You want to be a real boy, don't you?" Applejack asked.
"Uh-huh!" Pinocchio nodded.
"Alright," The cricket nodded, before facing the two foals and dragon. "You know, maybe it's best you join in the conversation. Some advice won't hurt, you know."
"Alright, Mr. Cricket," Apple Bloom said.
"Call me Jiminy, if you please," The cricket smiled. "Sit down, kids."
Spike, along with the foals, sat upon their haunches. Pinocchio sat down with one hard thud, as all the other sat down.
"I wonder how our little friend will do on his first night as a conscience," Rainbow said. "This'll be interesting."
"Now, you see, the world is full of temptations," Jiminy explained.
"Temptations?" Pinocchio and Apple Bloom asked.
"Not 'that' kind of temptation, silly," Pinkie butted in.
"If I may, Pinkie?" Jiminy asked, clearing his throat. "Yep. Like I said: Temptations. They're the wrong things that seem right at the time. But, uh, even though the right things may seem wrong sometimes, uh, sometimes the, the wrong things may be right at the wrong time. Or, uh, vice versa."
Jiminy tried to explain the subject as best as possible, though the ponies, dragon and puppet were clearly confused. Twilight, the most confused, at least knew what the cricket meant.
"Uh, does anypony understand that?" Rainbow asked.
"He's saying not everything in the world is as it seems," Twilight explained. "You see, there are two kinds of beings: The good and the bad. The bad ones try to be nice like the good ones in an attempt to trick folks. When you meet that kind of being, it could end pretty badly. You must learn to watch out for strangers, like that time the Queen tricked Snow White."
"Uh, yeah," Jiminy nodded. "Although, I never heard of someone named Snow White before."
"We'll explain later," Twilight assured.
Jiminy chuckled nervously while finishing his explanation about temptations, clearing his throat.
"Understand?" He asked the kids.
"Ah think ah understand," Apple Bloom said.
Tender and Spike nod in agreement.
"And you, Pinocchio?" Twilight asked. "Do you understand?"
The puppet opened his mouth. Everybody thought he'd say 'yes', till he shook his head.
"Uh-uh."
The answer was different than what they thought, everypony except Jiminy and Rainbow faced the ground in defeat. The latter slapped their hoof/hand to their face.
"But I'm gonna do right!" Pinocchio added.
When they heard the last part, hope seem to shine in their hearts as they smiled toward the puppet.
"Now, that's the kind of talk ah wanna hear," Applejack said.
"If you always do the right thing, you'll be a real boy in no time," Rainbow said, placing her arm around Pinocchio.
"Really?" Pinocchio asked.
"Absolutely, darling," Rarity nodded. "We believe you can do it."
"We're gonna do the right thing too," Apple Bloom stepped in. "Just like when we help ponies find their cutie marks."
"Cutie marks?" Pinocchio asked.
"I'll explain later," Apple Bloom said.
"Atta boy, Pinoke, and we're going to help you, especially me," Jiminy said, hopping on Pinocchio's shoes. "And anytime you need me, you know, just whistle... Like this."
Jiminy whistled to give a demonstration.
"Like this?" Pinocchio asked.
He tried to whistle as well but seemed to only blow air instead.
"No, no. Try it again, Pinoke."
"It's very easy," Pinkie said, whistling.
"Like this?"
The puppet tried again with the same result.
"Hmm... Maybe it's not easy for a puppet," Pinkie pondered.
"No, son," Jiminy said. "Now, listen."
Jiminy whistled three times as everyone urged Pinocchio on.
"Come on, Pinoke," Spike said. "You can do it."
Pinocchio tried again. The first two tries failed, but the third was a success.
"Alright!" Rainbow shouted.
"Yippie!" Pinkie cheered.
"That's it!" Jiminy said. "Come on, now, let's sing it!"
"Oooh! I feel a song coming on!" Pinkie said, excitedly.
Sure enough, the cricket began to dance and sing.
"When you get in trouble and you don't know right from wrong
Give a little whistle! Give a little whistle!"
He took his hat at one point, whistled inside and closed the hat with his hand. Ending the first verse, he opens his hat and to the ponies amazement it whistled back.
"When you meet temptation and the urge is very strong
Give a little whistle! Give a little whistle!"
Pinocchio and Applejack did the same with their hats. Applejack whistled perfectly, but Pinocchio blew air. When they opened their hats, Applejack's whistle came out to her surprise. But Pinocchio's... It failed. They both look in their hats confused, shaking them a little.
"Not just a little squeak, pucker up and blow,"
Jiminy blows inside some kind of bottle.
"And when your whistle's weak, yell,"
"Jiminy Cricket?" Pinocchio, Apple Bloom and Tender asked.
"Right! Take the straight and narrow path and if you start to slide
Give a little whistle! Give a little whistle!"
Jiminy slid on the violin strings for effect.
"And always let your conscience be your guide."
Suddenly, the violin string snapped and hit Jiminy. He marched forward, using his umbrella like a trumpet. He looked inside a pipe and made funny noises. He let himself fall backwards on purpose, to the shock of the ponies and dragon. Fortunately, he landed on a saw and used it like a trampoline to their relief. With one last jump, he lands by a cuckoo clock. He tapped his shoes, something Tender liked, then changed the long minute hand to 'Half-past Ten' and gave a few knocks on one of two doors. Out appeared a man, woman, cow and young girl ringing bells. Jiminy danced in front as if leading a parade.
"Take the straight and narrow path and if you start to slide
Give a little whistle! Yoo-hoo! Give a little whistle! Whoo-hoo!"
At that moment, the cricket tips his hat to the beautiful girl and when he saw her look at him, he followed her.
"And always let your conscience be your guide."
The door closed and hit Jiminy comically. Every pony else began to sing along.
"Always let your conscience be your guide."
"One more time!" Pinkie yelled.
Pinocchio sang the last verse, while dancing and wiggling his finger.
"And always let your conscience be your guide."
But the puppet didn't see where he was walking, stumbling onto a few pots. Apple Bloom saw and rushed to help.
"I got ya!" Apple Bloom shouts.
"Uh-oh!" Twilight gasped. "Look out!"
"Look out, Pinoke!" Jiminy yelled.
(Music stops at the end)
But it was too late, as both the puppet and filly fall to the ground dropping items from the worktable. All the noise woke Geppetto and Figaro. Even Cleo was surprised. Twilight's eyes went wide when she saw them.
"Oh no! Quick, hide!"
They all began to hide, while Jiminy ducked behind some books.
"Who is there?" Geppetto asked.
"It's me!" Pinocchio called out.
"And me!" Apple Bloom added, beside the puppet.
Rainbow, who hid on the ceiling, slaps her head with her hoof.
"Oh, it's me," Geppetto yawned.
The old man was about to go to sleep, but quickly woke up.
"Huh?"
He looked around, hushing his cat.
"Shh, Figaro. There's somebody in here."
Figaro quickly jumped behind a pillow.
"Are you okay, Pinocchio?" Apple Bloom asked.
"I think so," Pinocchio said.
Jiminy peered behind the books, watching the old man light his candle and grab a very strange weapon unknown to the ponies: A flintlock gun.
"What's that thing in his hand?" Spike asked.
"I don't know," Twilight said. "But I don't think it shoots confetti."
"Oh no," Fluttershy shudders. "Now he's definitely going to look for us."
"Shh," Twilight hushed. "As long as we're quiet and not seen, we'll be okay."
Slowly, Geppetto looks around for the intruders, his cat joins in the search. The old man shivered in fear slowly walking through the shop. Suddenly, Figaro gave a scared 'meow' making the old man jump. He turned to his cat, hushing him again.
"Shh! Be careful now, Figaro. He might spring out on us at any time."
Geppetto looks around while the little kitten tried to stay close to his owner, walking between his legs. The next few steps brought them toward the worktable, very close to Pinocchio and Apple Bloom. The old man and the kitten didn't even notice them.
"He can't see us," Apple Bloom whispered, smiling.
Jiminy tried to hold his laugh as the old man looked around.
"He's in here somewhere," Geppetto said.
Then Pinocchio tapped Figaro with one finger.
"Here we are!"
(Pause at 0:35)
The kitten jumped in fright and Geppetto accidentally fired his gun in the air. The shot almost hit Jiminy and Spike on the shelves and almost hit Rainbow by the ceiling.
"WHOA!" She yelled, dodging the blast.
The shot caused all the clocks to shake and make noise. After a few seconds, the clocks ceased. Geppetto sat on the ground, looking around. His nightcap moved slightly, revealing Figaro hiding underneath it. Then they saw Apple Bloom and Pinocchio on the ground.
(Continue music)
The kitten approached them with a small 'meow', as Geppetto picked them up.
"Oh... Pinocchio," The woodcarver sighed, before seeing the filly. "And what's this? One of the toys?"
He placed his candle on the worktable, placing the puppet and filly on the table.
"How did you get down here?"
"We fell down," Pinocchio answered.
"Oh, you did."
Geppetto was adjusting the puppet's hat and bow tie, along with Apple Bloom's bow, when he backed away in surprise.
"Oh! You're talking!"
"Uh-huh!" Pinocchio nodded.
"Me too," Apple Bloom added.
"What?! N-N-N-No!" Geppetto panicked.
"Yes, and I can move too!" Pinocchio said, demonstrating.
"No, n-no, you, you can't—I-I'm dreaming in my sleep!"
In his panic, Geppetto almost stepped on Figaro, who tried to dodge his master's feet. Apple Bloom and Pinocchio just watched.
"W-W-Wake me up! Wake me up!"
Geppetto quickly grabbed a jug of water, dumping it all over till he was completely wet. Figaro accidentally got soaked too. Geppetto shook his head and rubbed his face to ensure he's awake.
"Now we see who is dreaming," Geppetto said, approaching the puppet and filly again.
Figaro dried himself, while his master eyed the two figures.
"Go on. Say something."
Pinocchio and Apple Bloom couldn't help but smile at his reaction.
"You're funny, mister," Apple Bloom said.
"Yeah, do it again!" Pinocchio said.
Geppetto was taken by surprise once more.
"You DO talk!"
"They're not the only ones," A voice said.
(Pause at 1:20)
Geppetto turned to the source of the voice and rubbed his eyes in disbelief. The voice came from Twilight Sparkle, who revealed herself to him. One-by-one, the other ponies and dragon emerged from their hiding spots.
"Am I seeing things?" The woodcarver asked.
"No, you're not," Twilight replied, shaking her head. "We're as real as the clocks on your wall. We're not toys, we're ponies from Equestria."
"These are my friends Twilight Sparkle, Spike, Rainbow Dash, Fluttershy, Applejack, Pinkie Pie, Rarity, Tender Taps and Apple Bloom," Pinocchio introduced.
"You don't have to be afraid," Applejack said. "We come in peace."
Geppetto couldn't help but stare at the talking equines.
"This is unbelievable."
"We're sorry we entered your house uninvited," Fluttershy said, shyly. "I hope you can forgive us... If you want too."
"It's quite alright, my dear," The woodcarver said. "My name is Geppetto and welcome to my house."
"Pleased to meet you, Mr. Geppetto," Rarity bowed.
"It's still surprising," Geppetto spoke, scratching his head. "Talking ponies in my own house."
"You'll be more surprised when we tell you this," Pinkie added. "Pinocchio is truly alive."
"Pinocchio? Alive?"
(Continue music)
"Yes, the Blue Fairy came—" Pinocchio explained.
"The Blue Fairy?" Geppetto asked, surprised.
"Uh-huh, and they came to help me."
"They are?"
"We sure are," Applejack nodded.
"And I got a conscience," Pinocchio added, demonstrating how small his conscience is.
"A conscience?!" Geppetto gasped.
Jiminy pointed to himself with pride while Pinocchio explains.
"And someday, I'm gonna be a real boy!"
The moment Geppetto heard this, he jumped in excitement lifting his son in his arms.
"A real boy! It's my wish. It's come true!"
"You must be very happy," Rarity said.
"Oh, I am! I am! Figaro, look!"
The little kitten himself stood on its hind legs happily.
"He—He's alive. He can talk! And talking ponies in our house! Let's say hello to Figaro."
"Hello to Figaro," Pinocchio said.
Geppetto knelt the puppet close to his kitten, while Apple Bloom hopped from the worktable and approached Figaro.
"Hello, Figaro."
The two reached to touch the kitten, who was careful at first. But then Figaro allowed the hand and hoof to stroke his back. The other ponies approached the kitten, while Spike began to stroke him too.
"Aww!" Pinkie replied, scratching behind Figaro's ears. "Aren't you the cutest kitten I've ever seen?"
"You're simply adorable," Rarity added, stroking Figaro.
Figaro loved the attention until one goldfish hopped out of the water causing everyone to turn.
"Oh! Oh, Cleo, I almost forgot," Geppetto said.
Figaro was rubbing against the legs of Pinocchio and the others. But when Geppetto pulled Pinocchio up to introduce him to Cleo, Figaro fell on the floor.
"Look! It's Pinocchio, and a few new guests! She's my little water baby. Isn't she cute?"
Pinocchio stroked the goldfish with a finger on her back.
"Yeah, cute."
Everypony else gathered around the fishbowl.
"She sure is," Tender said.
Suddenly, Cleo jumped out the water to rub against the cheeks of the females. They couldn't help but smile.
"Oh, isn't that sweet?" Rarity said.
"She's lovely," Fluttershy added.
Cleo jumped out again to plant a kiss to Pinocchio, Tender, Figaro and Spike.
"Ew! I kissed a fish!" Spike yelled, wiping his mouth his arm.
He and Figaro spat on the floor, while every pony laughed.
"Ha-ha-ha! This calls for a celebration!" Geppetto declared.
"Yippee! A party!" Pinkie cheered.
"Music!"
Geppetto started pushing the buttons of several music boxes.
"You start one, Pinocchio."
Pinocchio pushed a button from a music box, smiling.
"You can start a few, everyone," Geppetto said to the ponies.
All the ponies, and Spike, picked a music box of their choice till the entire house filled with sweet music. Figaro and Cleo began to enjoy this, as Geppetto and Pinocchio began to dance and sing with the ponies.
"Tralalalalala...!" Geppetto sang.
Figaro and Spike watched a few music boxes. One had an angel playing the trumpet, the other had a conductor bird with three singing birds. They were enjoying it till three smaller birds made shrilling high notes making them pluck their ears.
Jiminy enjoyed himself, as he approached a music box with two aristocratic dancers.
"Oh, boy. A party!"
Jiminy tapped the male dancer with his umbrella.
"Mind if I cut in?"
When the two dancers released each other, Jiminy took the chance to dance with the female dancer.
"How about sitting out the next one, babe, huh?" Jiminy asked, treating the dancer like a real person.
Just then, poor Jiminy got stuck between the two dancers.
"Whoop! Hey, whoa, let me out! Let me out!"
Jiminy eventually got free, plopping to the ground.
Meanwhile, Geppetto plays his concertina while Spike danced with Rarity, Pinocchio with Figaro and Tender with Apple Bloom.
"Come, Cleo, join the party. Dance!" Geppetto said.
The old man swirled his finger in the fishbowl, making the water spiral. The goldfish seem to dance with the swirling water. All the while, Pinocchio saw the still-lit candle and couldn't keep his eyes from the flame.
"Ooh, nice."
While singing, Geppetto approached Apple Bloom, Tender and Spike with an armful of toys.
"Would you like a toy?" he asked.
"Gee, thanks, Mister Geppetto," Apple Bloom replied.
"Here you go."
Geppetto handed Apple Bloom a teddy bear, Tender an elephant and a little something for Spike's taste.
Meanwhile, Pinocchio tried to grab the flame from the candle, to no avail. Being a puppet, he didn't feel any pain. He tried over and over, failing each time. Figaro even slapped the flame. Geppetto was just bringing some toys to Pinocchio while he sang.
"Gathering toys
For my little boy."
Suddenly, Pinocchio's finger was on fire. He just looks at it without a care in the world.
"Look! Pretty!" Pinocchio called, smiling.
Everypony heard him and suddenly their eyes went wide.
"Sweet Celestia!" Rarity yelled. "He's on fire!"
"OH! HELP!" Geppetto yelled.
Geppetto rushed toward Pinocchio, dropping the toys. He lifted him up attempting to blow the fire away. Soon they were all running around the room.
"Somepony do something!" Pinkie yelled.
"Boy on fire! Boy on fire!" Rainbow yelled.
"Wh-wh-wh-where's the bucket?!" Geppetto yelled.
"Somepony get the water!" Spike yelled.
"Help! Water! Where's the water?!" Geppetto yelled.
In his panic, Geppetto accidentally stepped on Figaro's tail causing a loud 'meow'. A siren could be heard while Geppetto searches for water. Jiminy ran over with his hat filled with water.
"Here it is! I got it!" Jiminy called. "Here's water! Here's some water!"
Unfortunately, Jiminy Cricket tripped over a pencil and crashed his head into his water-filled hat.
"Help! Where's water?" Geppetto yelled.
Apple Bloom looked around till she saw Cleo's fishbowl.
"In here! In here!"
Geppetto made a mad dash toward the fishbowl, sticking Pinocchio's finger in it. Soon the water turned black.
"Phew," Twilight sighs.
"Thank goodness," Rarity said, nearly fainting.
"And that, children, is why you never play with fire," Applejack said to Apple Bloom and Tender.
"Message received," Tender replied.
"You better tell it to them too," Pinkie pointed to the camera.
"Huh?" Applejack asked, confused.
Meanwhile, Geppetto rubbed Pinocchio's finger. Apart from a small burn, it was completely fine now that the danger passed.
"That was close. Maybe we'd better go to bed before something else happens."
"Right behind you," Rainbow nodded.
"You're all welcome to sleep here tonight," Geppetto said.
"Really?" Apple Bloom asked.
"Of course, little one. You're all guests. Stay as long as you like."
"Isn't this great, big sis?!" Apple Bloom asked, excitedly.
"Alright, little one," Applejack chuckled. "Let's go to bed."
Meanwhile, Fluttershy saw Cleo holding her breath.
"Goodness, are you okay?"
The only response is Cleo puffing smoke rings from her mouth.
"I'll take that as a maybe."
After a long night, everybody was finally ready for bed.
"Boy, what a night," Rainbow sighed.
"You can say that again," Applejack said.
"Boy, what a night," Pinkie sighed.
"Pinkie..." Applejack said, eyebrow raised.
"What?"
Meanwhile, Jiminy Cricket was already prepared for bed tucking in a little matchbox.
"Well, good night, ladies and fellas. We have a big day tomorrow."
"What do you mean?" Tender asked.
"Tomorrow is Pinocchio's first day of school," The cricket explained.
"School?" Apple Bloom asked. "Tomorrow?"
"Yes, sugar cube," Applejack said. "Geppetto thought it be a good idea that Pinocchio has an education just like you and Tender. You and Tender should join him too."
"What?!"
"The little fella doesn't know about these things yet, we need to teach him everything about it if he wants to be a real boy."
"Oh, okay," Apple Bloom agreed.
On one hoof, Apple Bloom wasn't in the mood for school since she and her friends were on a weekend break back home. But on the other hoof, she'd do anything to help a new friend.
"Now go get some sleep," Applejack said, motherly. "You need it."
"I just can't believe there's a fairy who makes wishes come true," Rainbow said.
"It was quite amazing," Twilight said, wearing a nightcap.
"Say, Twilight," Rainbow spoke. "What would you wish for?"
"Hmm... I don't know," Twilight shrugged. "I've never really thought about it before. But you know what? My greatest wish already came true."
"What's that, darling?" Rarity asked, wearing a sleep-mask.
"To have the best friends in all of Equestria."
Everypony smiled, some even said 'aw'.
"Well, I reckon it's time to hit the hay," Applejack replied. "Good night, every pony."
"Good night," Every pony said in unison.
"See you in the morning," Spike yawned.
"Good night, Geppetto," Apple Bloom said. "Good night, Pinocchio. You too, Figaro and Cleo."
"Good night, everyone," Geppetto said.
"Good night," Pinocchio said.
A tiny yawn escaped Jiminy's mouth as he removed his shoes.
"Little man, you've had a busy night."
With everyone tucked in for the night, Geppetto extinguished the candle's flame. He, Pinocchio and Figaro all wore nightcaps.
"Now, close your eyes and go to sleep," He tells his son.
"Why?" Pinocchio asked.
Geppetto was surprised, even some ponies as well. Figaro and Rainbow tried hard to sleep.
"Everypony must sleep at night, Pinocchio," Twilight said, sleepily.
"She's right," Geppetto said. "Figaro goes to sleep... And Cleo... And, and besides, tomorrow you've got to go to school."
"Why?" Pinocchio asked again.
"Oh, come on!" Rainbow whispered.
She plopped her pillow on her head, as Figaro did the same.
"Oh, to learn things and---And get smart..." Geppetto said, falling asleep.
"Why?" Pinocchio asked, for the last time.
"Because..." Geppetto yawned.
"Oh," Pinocchio said, understanding.
Soon everybody and everypony closed their eyes, drifting themselves to the most wondrous dreams.
(Music stops at the end)