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Episode 17	Stare Master	Aired: February 25 2011
At her house, while Rarity darts back and forth, Sweetie Belle gives a suggestion for what she could try to do but all Rarity wants is for her is to be out of the way. Where'd Rarity put that ribbon? Sweetie Belle manages to get it down to the floor where it causes a chain reaction leading to a mess on the floor and she decides to sit out of the way. She's really interested in helping her (just announced in this episode) sister to get her cutie mark but Rarity says she's helped enough today. Having lost time, Rarity wants no more distractions but a ring from the doorbell adds further delay. Fluttershy enters with a basket, explaining that she thought the open sign meant that Rarity was open for business. Rarity asks if "the stare" was used on Opal to make her this affectionate but Fluttershy is good with animals. Sweetie Belle figures she might be good with animals too but Opal cuts off part of her mane in disagreement. Rarity knows she's brought on more work than she can handle and needs 20 designs for tonight and has added a gold silk that both Fluttershy and Sweetie Belle admire. Fluttershy starts to leave and allow Rarity to work but Apple Bloom and Scootaloo rocket past her and chat with Sweetie Belle about their special event tonight but not in an entirely inside voice as Fluttershy and others in the room find out. As Sweetie Belle explains how the cape she made was done, Rarity (and everyone else watching this scene) discover it's the gold silk Rarity herself made. Rarity proceeds to cancel the CMC (Cutie Mark Crusaders for short)'s sleepover but Fluttershy suggests taking them back to her cottage. With that, the trio watch the conversation between Fluttershy and Rarity like a tennis match. When the approval is made, they zip off with Fluttershy not far behind and leaving Rarity worried about Fluttershy. Meanwhile, Fluttershy ponders all the things she and "the girls" will do when the girls rocket past Twilight, giving her a 360 degree spin. Twilight says she's off to Zecora's to get her favorite tea and the name Everfree Forest leaves Fluttershy with plenty of fear but when asked about handling the girls, she has confidence they'll be no trouble at all. Back at her cottage that night, she's having trouble keeping the fillies in order or from even listening to her as they decide to act out what one of their "creatures" might look like leaving Sweetie Belle to catch it. Their horseplay ends up destroying a table so they decide to add carpenters to their CMC name and the mere thought is leaving Fluttershy uneasy. The girls tackle fixing the table but when they finish, there is no resemblance of a table and they decide they aren't carpenters. Fluttershy tries a game to get them to be quiet but the girls lose on purpose and race off again. Fluttershy denies Scootaloo's suggestion to add coal miners to their CMC name and edges them upstairs to bed but they aren't tired so she agrees to sing them a lullaby. The lullaby almost works but Sweetie Belle decides to jazz it up a bit and it's enough to have the chickens in their henhouse nearby step outside. The girls decide to herd the chickens to Fluttershy's disapproval. Uh-oh! Where are Scootaloo's wings? She had them at 7:26 into the episode but seems to have lost them at around 12:12 into the episode. She gets the trio to stop herding and goes to put the chickens back inside but when they refuse, she gives them "the stare" and they back their way inside. The trio agrees to get into bed, but when Fluttershy leaves and they discover the chickens got away, then they sneak past her while she confidently states that it wasn't that hard dealing with them and sleeps. Outside, Apple Bloom's cape gets caught and torn in half by a fence post and AB races to catch up. Fluttershy awakens, realizing just how too quiet things have become and she discovers the CMCs and one of her chickens named Elisa-beak missing so she wearily enters the Everfree Forest to find them. Far ahead, the CMCs begin an argument on how to call a chicken and what their cutie marks would be if  they argued but nothing happens. Fluttershy spooks herself and finds a figure she believe to be Twilight. It is Twilight but she's been turned to stone and Fluttershy realizes the CMCs could be in danger. Up ahead, the CMCs hear Fluttershy's call and they finally are back together with her. Fluttershy orders them to leave with her with the cockatrice, a creature with the head of chicken  and the body of a snake, on the loose. The CMCs don't take it seriously and find the chicken scurrying by before Fluttershy can fully explain the danger of a cockatrice. The find two chickens but both duck their heads until one of them reveals itself as the cockatrice and turns the chicken to stone, giving the CMCs a reason to scream that goes uninterrupted until the cockatrice confronts Fluttershy and they willingly zip behind her. Fluttershy boldly begins a staring contest with the cockatrice and unbeknownst to her, she's being turned to stone but manages to win the contest and the half of her body once stone returns to normal along with Twilight, who comes over wondering what happened and the chicken who struggles to get out of the dirt. Fluttershy explains and Twilight now sees that Fluttershy really could handle the CMCs but Fluttershy wouldn't go that far and explains why as Twilight writes her letter. Rarity arrives, saying she just finished delivering the order and orders the CMCs to ge their things as it's time to go but they only listen when Fluttershy calls them but there's another thing Rarity needs help with as Opal has clung to her back, giving Fluttershy and Twilight a giggle.