|Season 1, Episode 19|
|Air date||October 11, 2013|
|Written by|| Erica Rothschild|
|Directed by|| Jamie Mitchell|
|Songs in this Episode||Who's That?|
| Previous Episode|
"Tea for Too Many"
| Next Episode|
Everybody is looking forward to the All Hallows Eve costume ball, especially Amber. However, this year, everybody has to make the costumes themselves, and Amber doesn't know how to make a costume. When she sees Sofia's beautiful swan costume, she gets jealous and decides to go to Cedric and asks him to let her use a magic spell to make her costume. The spell makes Amber a wonderful butterfly costume, and she wins the costume contest. But the costume won't come off, and it turns out that it's actually real. Cedric says that the only way to turn Amber back to her true form is with Sofia's amulet. Now Amber must make a hard decision: confess her misdeeds or take her sister's amulet.
The princes and princesses are excited for the All Hallows Eve Costume Ball, especially Princess Amber, who's determined to win the Costume Contest for the third year in a row. But the Fairies have changed the rules to the contest: The princes and princesses have to make their own costumes by themselves. Princess Sofia is excited to get started, but the other princesses are dismayed, especially Amber, whose never done any sewing in her life.
At home, Amber tries to make her costume, but she can't even get the thread into the needle. Sofia comes and offers to show her big sister how to sew her costume as she threads the needle. Amber declines Sofia's offer and tries to sew her costume, but she winds up pricking her finger. Just as Amber is about to give up, she hears Queen Miranda compliment Sofia on her costume. Amber goes to Sofia's bedroom and sees that Sofia has made a beautiful silver swan costume. Knowing that Sofia is sure to win the costume contest this year, Amber goes to Cedric for a spell that would give her a magnificent costume. At first, Cedric disapproves the idea of using magic to win the costume contest, but he gives her a spell to give her a great costume, but it turns out to be a plot to get Sofia's amulet.
At the costume ball, Sofia gains a lot of attention when everybody sees her beautiful swan costume. Everybody is sure that she will win the contest. Amber uses her spell to turn her gown into a realistic butterfly costume, and she wins the costume contest. But there's one big problem: when she gets home, she can't remove the costume as it turns out that Amber is an actual human butterfly! She goes to Cedric to help undo the spell, and Cedric decides to use a potion to undo it. But he says he needs Sofia's amulet for the potion to be complete. Amber doesn't want to take Sofia's amulet, and she decides to go to the fairies instead. But Cedric points out that if she goes to the fairies, she'd have to tell them that she cheated and used magic to make her costume. Not wanting to face the music or give up her new trophy, Amber decides that she has to get Sofia's amulet.
The next day, Amber decides to trick Sofia into taking off her amulet. She decides it would be fun to "dress up for school". She decides to wear her butterfly costume, and she offers to let her little sister wear her pixie costume from last year. Amber says that Sofia would have to take the amulet off to put the costume on, but as she tries to remove the amulet, James reminds his sisters that it's time to leave for school, which means that Sofia doesn't have time to change clothes. At school, everybody is wondering why Amber is wearing her "costume" to school, and Amber claims that she loves All Hallows Eve so much that she's decided to celebrate longer. During gym class, Amber asks Sofia to demonstrate going upside-down on the uneven bars. As Sofia is on the bars, Amber tries to remove her amulet, but Sofia gets down quickly, now suspicious that Amber's up to something. Outside, Amber throws her drink at Sofia's gown and tries to take the amulet, but Sofia now knows that her big sister is definitely up to something since she never trips and never spills anything. Amber's cover is blown when her butterfly wings send her flying, and she winds up telling Sofia that she used magic to make her costume and that "the spell went wrong", so she needs the amulet to undo the spell. Sofia decides to give Amber her amulet to get back to normal, but Amber refuses to take the amulet, because she now knows it was wrong to cheat and it's not fair for Sofia to give up something she loves because Amber did something bad. However, Wormwood follows and does take the Amulet. Amber and Sofia chase him around the school. Amber uses her wings to fly and Sofia gets on Minimus with the whole school seeing this. When the sisters catch Sofia's amulet, Sofia decides it would be good to take it to Cedric but Amber has a better idea. Amber confesses that she used magic to make her costume instead of making it herself because she was jealous of Sofia when she saw her swan costume. But now Amber knows that she shouldn't have been jealous of her little sister and that she should appreciate her. The fairies are very disappointed upon hearing this and Amber has to return the trophy, likely giving it to whoever would have gotten second place, which is, presumably Sofia. However, the fairies undo the spell. Sofia and Amber agree to work on the costumes together and walk out laughing about it.
- Ariel Winter as Sofia
- Darcy Rose Byrnes as Princess Amber
- Zach Callison as Prince James
- Sara Ramirez as Queen Miranda
- Jess Harnell as Cedric the Sorcerer
- Jim Cummings as Wormwood
- Sabrina Carpenter as Princess Vivian
- Coco Grayson as Princess Hildegard
- Karan Brar as Prince Zandar
- Michaela Zee as Princess Jun
- Harley Graham as Princess Clio
- Eric Stonestreet as Minimus
- Barbara Dirickson as Flora
- Russi Taylor as Fauna
- Tress MacNeille as Merryweather
- This episode is the second time Sofia does any sewing. The first time was in Once Upon a Princess.
- Amber undergoes a magical transformation for the first time in the series.
- This will mark the third time Cedric comes close to obtaining the amulet. The first is "The Amulet of Avalor", the second being "The Amulet and the Anthem".
- This is the second time Sofia takes off the Amulet. The first was in "The Amulet of Avalor".
- This is the second time Amber meets and talks to Cedric face-to-face, the first being "Tea for Too Many".
- A few moments after the beginning of the episode, Hildegard mentions Queen Clarion.
- The spell Cedric gives Amber, "Lepidop Leonidas," is a combination of Latin and Greek words. Lepidop derived from the Latin word Lepidoptra meaning an order of insects comprision the butterflies and moths, and Leonidas which translates into Lion-like, and is the name of the Spartan King.
- The song, "Who's That?" is, so far, the only song masked by the chatter of the characters, serving as background music.
- This is the first episode where the plot is more focused on Amber than on Sofia.
- We Learn the other Princesses at Royal Prep can Learn how to Sew.
- This is the second time Amber becomes jealous of Sofia, the first being Once Upon a Princess.