What's the Matter with Filthy Rich? is the sixth episode of the seventh season of Spike the Dragon and Friends, and the one hundred and sixty-second episode overall. It is a parody of the Thomas and Friends episodes, What's the Matter with Henry?.


  • Spike as Thomas
  • Filthy Rich as Henry
  • Pipsqueak as Percy
  • Rarity as Emily
  • Hoity Toity as Sir Topham Hatt
  • Big Macintosh as Gordon (cameo)
  • Cranky Doodle Donkey as James (cameo)
  • Soarin as Duck (cameo)
  • Cheese Sandwich as Salty (cameo)
  • Apple Bloom as Annie (cameo)
  • Sweetie Belle as Clarabel (cameo)
  • Everyone else as Themselves


Narrator: "It was the end of a busy day. The animals had been working hard. They were feeling pleased and proud, except Filthy Rich. He was feeling ill."

Spike: "What's the matter with you, Filthy Rich?"

Narrator: "Spike asked."

Filthy Rich: "My body's grumbling."

Spike: "Maybe it's grumbling at you."

Narrator: "Teased Spike."

Filthy Rich: "That's not funny!"

Narrator: "Hissed Filthy Rich."

Filthy Rich: "You just don't care."

Narrator: "But Rarity saw that Filthy Rich was leaving some fur behind. She was worried.

The next morning, Hoity Toity arrived."

Hoity Toity: "Spike, Pipsqueak and Filthy Rich, I want you to collect some changelings and take them to the docks."

Spike and Pipsqueak: "Yes, sir."

Narrator: "Cried Spike and Pipsqueak. Filthy Rich watched the animals puff away. He didn't feel well."

Filthy Rich: "Useful animals don't complain."

Narrator: "Filthy Rich muttered.

He was leaving fur everywhere as he chuffed towards the coaling plant. When Rarity saw this, she was more worried than ever.

Then, Spike and Pipsqueak overtook Filthy Rich."

Pipsqueak: "Hurry up, Filthy Rich!"

Narrator: "Pipsqueak tooted."

Filthy Rich: "I can't go any faster."

Narrator: "Filthy Rich chuffed miserably."

Spike: "You're just being lazy."

Narrator: "Teased Spike.

By the time Spike and Pipsqueak reached the coaling plant, they had a naughty plan."

Spike: "Please, sir."

Narrator: "Said Spike."

Spike: "Filthy Rich wants to take more changelings."

Pipsqueak: "He is bigger."

Narrator: "Added Pipsqueak. The yard manager agreed.

Meanwhile, Rarity was talking to Hoity Toity."

Rarity: "I'm worried about Filthy Rich."

Hoity Toity: "Hmm, perhaps he's shedding."

Narrator: "Replied Hoity Toity."

Hoity Toity: "You better check."

Narrator: "By the time Filthy Rich reached the coaling plant, Spike had already left."

Filthy Rich: "Why did Spike and Pipsqueak leave me so many changelings?"

Narrator: "Moaned Filthy Rich."

Filthy Rich: "They know I'm not feeling well."

Filthy Rich's Driver: "We'll still have to take them."

Narrator: "Said his driver.

Filthy Rich chuffed and puffed and pulled his long line of changelings."

Filthy Rich's Driver: "You can do it, Filthy Rich!"

Narrator: "Encouraged his driver.

But it was no use. Filthy Rich ground to a halt.

Just then, Rarity arrived."

Rarity: "Are you all right, Filthy Rich?"

Filthy Rich: "No."

Narrator: "Moaned Filthy Rich."

Filthy Rich: "I'm stuck."

Narrator: "Filthy Rich's fireman uncoupled the changelings. Rarity changed paths, and then hooked up to Filthy Rich."

Filthy Rich: "Oh, thank you, Rarity."

Narrator: "Wheeshed Filthy Rich.

Rarity and Filthy Rich puffed into the docks."

Hoity Toity: "Well done, Rarity!"

Narrator: "Said Sir Topham Hatt."

Rarity: "Thank you sir."

Narrator: "Then he spoke to Filthy Rich."

Hoity Toity: "You were brave, Filthy Rich. You aren't well, but you still tried to pull the heavy changelings."

Narrator: "Spike and Pipsqueak felt ashamed."

Spike: "We're sorry, Filthy Rich."

Narrator: "Said Spike."

Pipsqueak: "We didn't think you were really sick."

Narrator: "Added Pipsqueak."

Hoity Toity: "Go back and collect Filthy Rich's changelings."

Narrator: "Said Hoity Toity sternly."

Spike: "Yes, sir."

Narrator: "Whispered Spike.

Soon, Filthy Rich was mended and back at work."

Rarity: "You're looking so much better."

Narrator: "Said Rarity."

Filthy Rich: "Well, they helped with my fur. But they didn't even look at my face, my tail, my squeaky feet."

Narrator: "Rarity smiled."

Rarity: "All in good time, Filthy Rich."

Narrator: "Poor Filthy Rich."

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