The Ponies are on their way to Flutter Valley for the "Sun Tuesday" celebration with the Flutter Ponies. Meanwhile, the Witches from the Volcano of Gloom are busy hatching a plan to destroy Flutter Valley and the Ponies.

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Will the ponies be able to get the Sunstone back in place to save Flutter Valley before the sun sets?

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Morning Glory manages to escape the Honeycomb Prison, but her wings still have honey on them, and she can't fly fast enough to escape Queen Bumbles' swarm. She is recaptured and guarded by Sting in her own cage on the other side of Bumbleland. Meanwhile, the Ponies finally make it to Furbobia and the Furbobs fix Baby Cuddles' leg. The Ponies decide that to repay the Furbobs for their kindness that they will help them fight the Stonebacks. The Ponies realize that they will need more help and head back to Flutter Valley to ask the Flutter Ponies to help them fight the Stonebacks. The Sunstone starts to overheat Bumbleland, but no one seems to notice...

Baby Heart Throb, Baby Lofty and Baby Half Note want to sing backup for Knight Shade. But to their dismay, he has stolen their shadows, which contain all of their energy and substance. The Ponies soon discover that the evil wizard Arabus is behind Knight Shade's behavior, and now it's up to the Flutter Ponies to save the day.

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Morning Glory and Sting convince Megan to come back with them to Ponyland to help save Flutter Valley.

Megan and Molly take Baby Heart Throb, Baby Lofty and Baby Half Note to a concert featuring their favorite singer, Night Shade and his back up singers, the Shadowets. After the concert is over, Baby Heart Throb and the other baby ponies meet Night Shade and get their shadows stolen, which leaves them feeling sick and very dizzy. They are soon trapped in a cage by three giant rats and must wait in fear for Megan and their mothers to save them.

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Spike is harassed by a young boy trying to become a knight. The Ponies help him to find a good deed that doesn't involve slaying their friend.

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After being kicked out of their home by their furniture the Ponies seek out the help of the Moochick. The Moochick tells the Ponies that Beason is really a powerful sorcerer that gave them the paint so he could steal Paradise Estate. The Ponies decide they won't give up without a fight and rush home to fight Beason.

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Bumbleland continues to get hotter and hotter as the Sunstone overheats. By now the flowers and trees are catching fire. Sting and Morning Glory start to bond while he is guarding her, and he lets it slip that he can't fly. Morning Glory offers to teach him, but Sting won't let her out of the cage. The Ponies make it to Flutter Valley, but are ambushed by the witches and their giant pet spider. All of Bumbleland catches fire and Queen Bumble orders for the swarm to put out the fire, but by now it's too late! She and the rest of the swarm evacuate, but they leave the Flutter Ponies behind, trapped in the Honeycomb Prison in the middle of the fire!

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