Molly is rescued from a shadowless fate by Lofty, and the two return to the others. The heroes attempt to rescue the Grayvaleans for help, but they are still too angry and bitter to be willing to do so — after all, they trusted Knight Shade once already, and see where it got them.
The party returns to Erebus' mansion and engages the cloud wizard in a fight in order to drain their powers. They get their posteriors handily served back to themselves, and after Knight Shade refuses Erebus' offer to come back to his side he has his own shadow taken away. The fight seems well and truly lost when, at the last second, the flutter ponies arrive. The fly circles around Erebus and force him to waste his powers trying to attack them until he's well and properly exhausted, and then use their Utter Flutter to deliver the finishing blow.
Erebus' stolen shadows are blown right out of his body and fly back to their original owners, leaving the cloud wizard diminutive and powerless. Erebus and Zeb are placed under arrest, and as the episode ends Knight Shade delivers another, kidnapping-free concert with the baby ponies as guest star backup dancers.
This episode contains examples of:
- Bragging Theme Tune: The Flutter Ponies' song is a long boast about how powerful their magic is, how impossible they are to catch and how thoroughly they're going to trounce the villains.
- The Cavalry: Megan's plan to defeat Erebus is to have Molly and Lofty go get back up. This turns out to be the Flutterponies, who arrive at the climax to finish off Erebus and most of the heroes' confrontation with him was simply to keep him occupied until they could arrive.
- Coconut Meets Cranium: During the final battle, Erebus fires a lightning bolt at the Flutter Ponies. He misses and the bolt hits an apple tree, causing apples to fall down and burst on his rat minions.
- Lyrical Dissonance: "We Are the Flutter Ponies" is upbeat, cheerful song about the flutter ponies easily crushing Erebus.
- Victory by Endurance: The flutter ponies defeat Arabus by using their superior speed and agility to keep him fighting without a chance to recharge his powers, forcing him to exhaust himself before hitting with the Utter Flutter to defeat him.
- Visual Pun: Subtly. When the Flutter Ponies sing about how challenging them will cause you to "meet defeat", Arabus kicks Zeb.
