Shadowbloom

by Matthais Unidostres

Chapter 2: Remember to Forget

"Fillies and gentle-colts of all ages! The time has come for The Super-Ultra-Extreme-Awesomazing Derby to begin!"

The massive crowd of ponies cheered as they stood in the stands made of clouds, which floated high in the sky on either side of the starting line for the amazing race that was about to begin.

"That's right, race fans! Today we shall see who the greatest flier in all of Equestria truly is? Will it be Rainbow Dash? Will it be Flash Magnus? Or will it be the one. . .the only. . . SCOOTALOO!"

Scootaloo tore through a cloud, flapping her wings strongly as soared over the crowd, which chanted her name with the utmost adoration. The orange filly pulled a couple of loop-de-loops before flying over to the starting line, touching down right in between Rainbow Dash and Flash Magnus.

Rainbow smirked at the filly and said, "We ain't gonna go easy on you, Scoots."

Flash Magnus nodded and said with a smile, "Of course. It would be an insult if we did."

Scootaloo grinned eagerly as she nodded her head enthusiastically, "Thanks, guys. I'm gonna give it my all, so you better watch out!"

"On your mark. . .get set. . . . . . ."

Scootaloo lowered her head and held her wings open and at the ready, putting all her focus in pushing herself to her limit.

". . . GO!"

Scootaloo shot off like a firecracker, and she found herself already neck and neck with Rainbow Dash and Flash Magnus from the get go. However, Rainbow Dash quickly gained the lead, and soon was sever yards ahead and headed towards a series of thin cirrus cloud pillars.

Flash Magnus tried to slip by Scootaloo, but the filly just laughed and flew in front of him, calling out, "Oh no, you don't!"

Scootaloo then pulled ahead and quickly weaved in and out of the cirrus cloud obstacles, and she could head Flash Magnus call out from behind her, "Rainbow Dash had taught you well!"

Filled with pride and confidence, Scootaloo quickly cleared the pillars and moved on to a series of cloud rings. She extended her forelegs and put her wings into overtime, allowing her to zip right through every single ring, making sharp turns and direction changes in an instant. Before long, she had caught up to Rainbow Dash, and the two were in the home stretch.

"No way! You are one awesome filly, sis!" Rainbow called out as the pair soared towards the finish line.

Smiling bigger than she ever had, Scootaloo kept her eye on the price, her forehooves held out towards the ribbon strung across the finish line. Her wings were tingling in a very pleasant way, and the goal kept getting closer and closer, until finally, Scootaloo's hooves broke through the ribbon, and the crowd cheered and chanted her name.

It was at that very moment, as the euphoric feeling of wining the race move through her, that a portal suddenly opened up right in front of Scootaloo, and she had no way of stopping herself from zipping straight through it.

---

The next thing Scootaloo knew, she was tangled up in a thick, heavy, red velvet curtain. Scootaloo eventually managed to wriggle her way out, and she stopped to take a confused look at her new surroundings. She appeared to be backstage in some sort of theater, and she could also make out the sound of a piano being played.

Curious, and more than a little confused, Scootaloo crawled out underneath the curtain to see that the music was coming from a piano that was being played by Coloratura. Next to Coloratura was Sweetie Belle standing before a microphone. What's more, a huge crowd of ponies were sitting in an audience that seemed to go on for an infinity in every direction.

As Coloratura accompanied her, Sweetie Belle stood before the audience and sang her own heart out.

"I am just a pony
I make mistakes from time to time
But now I know the real me
And put my heart out on the line

And let the magic in my heart stay true
Whoa-whoa-whoa-whoa
And let the magic in my heart stay true
Whoa-whoa-whoa-whoa
Just like the magic inside of you

Just like the magic inside of you..."

The audience let out an enormous cheer as the curtain came down on Sweetie Belle's performance. The filly then happened to turn around and spot Scootaloo nearby.

"Why are you standing backstage, Scootaloo? You should be in the front row," Sweetie Belle asked, looking perplexed.

Scootaloo was nearly as confused as Sweetie Belle, and she replied, "Well, first of all, I'm pretty sure this is a dream."

Sweetie Belle was surprised by this and said, "A dream? Seriously?"

Suddenly, Coloratura seemed to explode in a burst of light as she got up from the piano. When the light faded, the image of Twilight Sparkle floated over towards the two fillies.

"Twilight?" Sweetie Belle said, looking even more confused at this point, "What's going on?"

The sparkling form of Twilight Sparkle smiled warmly at the fillies, only to then give them a more serious expression as she said, "Listen closely, my little ponies. There is a dark shadow within Applebloom's mind. It has poisoned her dreams and seeks to devour one of her very memories. Go forth, and protect your friend, lest dark machinations become fully realized."

The sparkling alicorn then vanished in a flash of light, leaving behind a wooden door with Applebloom's Cutie Mark on it.

The two fillies stared at the door in stunned silence, then Scootaloo snapped out of it and said, "Come on! Applebloom's in trouble! We gotta help her!"

Scootaloo quickly pushed the door open, and Sweetie Belle wordlessly followed her through the doorway.

---

Applebloom tearfully stood at the locked gates of Sweet Apple Acres. The large foreclosure notice seemed to mock her with its very presence.

"Ya just couldn't keep a secret, could ya?" came the disgusted voice of Applejack.

Applebloom turned around to see the rest of her family glaring hatefully at her. She shrunk back in shame, withering under the combined glares of Applejack, Big Macintosh, and Granny Smith.

"Ah. . .Ah didn't mean to-," Applebloom muttered.

"That secret recipe for Zap Apple Jam was the most precious thing we owned," Applejack continued, her glare icy cold and her tone bitter and harsh.

"But now it ain't secret, or special, no more," Big Mac said with both heartbreak and loathing tainted his deep voice.

Granny Smith sneered at Applebloom and said, "Ah suppose you just weren't fit to learn that Apple Family secret. Ah shoulda never trusted you with it!"

Applebloom collapsed to the ground and started sobbing, "Ah'm sorry. . .Ah don't know how this even happened! Ah would never have told-."

"APPLEBLOOM!!"

The farm filly turned her head to see Sweetie Belle and Scootaloo galloping towards her. The pegasus reached her first and helped her up onto her hooves. Sweetie Belle quickly caught up and asked, "Are you okay?"

Applebloom shook her head and said, "No! Ah'm not okay! Ah somehow let everypony know about mah family's secret Zap Apple Jam recipe, we lost the farm, and now everypony hates me because Ah couldn't-."

Scootaloo suddenly grabbed Applebloom's face and shouted, "Applebloom! Snap out of it! It's not real! None of it's real!"

Sweetie Belle nodded her head rapidly and said, "Yeah! It's all just a dream!"

Applebloom's eyes widened. "This. . .is a dream?"

Scootaloo let go of Applebloom's face and proceeded to flap her wings and hover a fair distance above the ground.

Applebloom blinked and said, "Oh. Okay."

Sweetie Belle gently put a hoof on Applebloom's shoulder and said, "You know your family loves you and would never hate you, right?"

Realization struck Applebloom hard, and her tears vanished instantly as she said with a smile, "That's right! They wouldn't!" She then turned around to face the imaginary ponies and said, "So, how about you git on out of here, ya fakers!"

Applebloom expected the fake family members to simply vanish and the nightmare to end. However, she certainly did not expect Big Mac to point a threatening hoof at the Cutie Mark Crusaders and shout, "DESTROY THEM!"

Applejack lunged forward and tackled both Applebloom and Sweetie Belle to the ground. She slammed her strong forehooves down onto the two fillies, pressing down hard on Applebloom's back and forcing the right side of Sweetie Belle's face into the ground.

Meanwhile, Granny Smith impossibly flipped into the air and landed right on top of Scootaloo. The orange pegasus found herself with a mouthful of dirt as Granny Smith forced her face into the ground with supernatural strength for a mare of her age. Scootaloo fought hard to wriggle free or kick the elderly mare off, but Granny Smith had Scootaloo pinned down dead to rights. Growling through the dirt in her mouth, Scootaloo focused hard and threw her wings open, which were now nearly 10 times their original size. This sudden wing growth sent Granny Smith flying into the distance, and Scootaloo quickly took the air and shouted, "Guys! Remember! This a dream! We can do anything!"

At the sound of Scootaloo's urging, Sweetie found the will to concentrate some magic within her horn and release it in an arc that flew right into Applejack's hat. The stetson suddenly grew a pair of angry eyes and came alive, chomping down over Applejack's head. The mare got off of the fillies and blindly staggered off as the hat chewed on her head.

Sweetie Belle got up and smiled as she quipped, "I'd hate to see how Rarity would react to that fashion faux pas!"

Applebloom got up as well, stretching a bit due to the attack on her back. She turned and looked nervously at Big Mac, who had a very grim expression on his face as he stared the two fillies down. Sweetie Belle's smile disappeared, as she was quickly intimidated by the huge stallion. Big Mac cracked his neck twice, and then scrapped at the ground with his right forehoof, a dangerous look in his eye all the while.

Scootaloo immediately landed in front of her friends and extended her over-sized wings defensively, doing her best to power through her nerves and look brave. Big Mac only let out a deep laugh reminiscent of King Sombra, and immediately charged forward, roaring a war cry all the way.

Scootaloo gave her huge wings a flap, and Sweeite Belle's horn sparked slightly as the two quickly ran through ideas of how to repel the maddened stallion. However, the tide instantly changed when Applebloom suddenly reared up on her hind legs and then stomped the ground hard with her forehooves.

There was a brilliant flash, and Big Mac skidded to halt in awe of the figure that suddenly appeared between him and the Cutie Mark Crusaders. It was a tall, deer-like creature that had green legs and an orange head. Instead of antlers, it had branches which sprouted autumn leaves, along with a few red apples.

"What is that?" Sweetie Belle gasped in shock as Scootaloo simply stared in confusion.

Applebloom smiled smugly and said, "Sweetie Belle. Scoots. Meet the Great Seedlin'!"

The Great Seedling raised a hoof and lightly stomped the ground, and green vines began to sprout up all around Big Mac. The vines wrapped around the stallion's legs, holding him still as even more, thicker vines sprouted up as well. Soon her was completely captured by the plant life, and could only struggle in vain as he was slowly pulled down into the ground.

"Dark. . .yet darker. . ."* Big Mac croaked out as he was pulled down into his own shadow.

Applebloom nodded and said, "Good riddance, ya faker!"

Scootaloo turned to face her friends, only for her wings to accidentally slap them both in their faces. "Whoops! Sorry!" Scootaloo said with sheepish grin, and her wings shrunk down back to their normal size, "Nice one, Applebloom!"

Applebloom hugged both her friends and said, "Ah would never had stood a chance if you girls hadn't come to help me! Did Princess Luna send you here?"

Sweetie Belle shook her head and said, "Actually, it was Twilight who told us you were in trouble."

Applebloom appeared confused by this. "Twilight? But ain't Princess Luna the one who walks through dreams?"

Scootaloo shrugged and said, "Maybe Luna's teaching Twilight how to do it? She is gonna replace Celestia and Luna when they retire after all."

Applebloom finished hugging her friends and said, "Well, Ah'm just glad you girls came. That was the worst nightmare Ah've had since my shadow came alive and tortured me with terrible Cutie Marks!"

Sweetie Belle suddenly became very alert. "Wait, did you say 'your shadow'?"

Applebloom nodded slowly and said, "Yeah. It was really creepy. But then Luna-."

"Twilight said that there was a dark shadow in your head!" Sweetie Belle said urgently, "And she said that it wanted to 'devour one of your memories,' whatever that means."

Applebloom got nervous from hearing this and asked, "Well, what does it mean?"

Scootaloo shook her head and said, "Well, we gotta stop it from happening, that's for sure."

"But how!?" Applebloom asked, growing more and more panicky by the second.

Scootaloo gestured to their surroundings and said, "We're in your head, Applebloom. See if you can take us to your memories or something."

Applebloom just stared blankly at Scootaloo.

"Just concentrate!" Scootaloo said impatiently, "Maybe something will happen."

Applebloom blinked, and lowered her head in determination. "Okay. . .Ah'll give it a try." She then closed her eyes and clenched her teeth, her face scrunched up in concentration. Slowly but surely, the Cutie Mark Crusaders' surroundings began to shift and warp, as if they were standing within the flowing surface of a river. Sweetie Apple Acres faded from existence, and in its place was a endless expanse of space speckled with distant stars. There were also glowing balls of light with moving images within them, and these spheres were no different than what appeared to be distance stars, as distance was one of the only differences between them along with size and the content of the images.

Applebloom opened her eyes and joined her friends in staring at their surrounding in wonder.

"These must be your memories, Applebloom!" Sweetie Belle said in awe as she looked within a nearby sphere and saw herself and Scootaloo stand up for Applebloom at Diamond Tiara's Cutescenera.

Applebloom frowned as she saw herself stealing Zecora's Heart's Desire flowers in another sphere, and she said, "Yeah. Ah guess so. . .But what do we do now? We don't even know what we're looking fer."

Scootaloo put a hoof to her chin and said, "Maybe there's a clue in that nightmare you were having?"

Applebloom thought about this and said, "Well, mah family was mad at me for letting the secret recipe for Zap Apple Jam git out. . ."

Sweetie Belle looked at Applebloom in confusion and said, "But you showed us how Zap Apples grow and all the signs you need to wait for before you can pick them. What's so secret about that?"

Applebloom shook her head and said, "No, not that. Ah'm talking about actually makin' the Zap Apples into jam. You gotta add stuff to it and cook it a certain way, otherwise it don't turn out good. Granny Smith only just shared the secret with me not too long ago."

Scootaloo smiled victoriously and said, "Then that's gotta be the memory! It has to be!"

". . .Ah guess that makes sense," Applebloom said slowly, then she looked around at the endless expanse of glowing orbs and said, "But how are we gonna find it?"

In answer to Applebloom's question, all of the nearby orbs, or faraway stars, suddenly shifted around. One orb flew right before Applebloom, and all it took was one look for her to see that it was the one they were looking for.

The farm filly looked up at her two friends with a nervous look in her eyes. She took a deep breath and let it out, then she said seriously, "Okay. . .Before we do this, Ah need you girls to Pinkie Promise that you won't tell anycreature about any part of the secret recipe." She then seemed to fly in close to the other two's faces and prodded each of them in their chests as she said in emphasis, "Not. A single. Part."

After a tense moment, Sweetie Belle and Scootaloo immediately went through the appropriate motions and said, "Cross my heart and hope to fly. Stick a cupcake in my eye."

Applebloom smiled, fully satisfied, and then turned back to the floating memory. "Okay then. Are ya'll ready."

"Ready!" the two of them said.

The three fillies raised their right forehooves, and then touched them to the orb.

---

Applebloom followed Granny Smith into the kitchen, a giddy smile on her face and a spring in her step.

"Thank you so much, Granny! I can't believe Ah'm gonna learn one of the greatest Apple Family secrets!" the filly said excitedly.

Granny Smith was all smiled as well as she replied, "Well, what's not to believe, ya little whipper snapper! It's your right to learn it! Yer an Apple ain't ya?" Granny Smith let out a quick laugh, then but a forehoof on the filly's shoulder and said softly, "Just remember, this recipe ain't ever to be written down. Ya'll never forget it once its up here. . ." the elderly mare moved her forehoof to gently poke Applebloom on forehead, ". . .and nopony can ever take it from ya once it's locked in here."** She then gently placed her forehoof over Applebloom's heart.

Applebloom became just a bit misty eyes at this, her face was utterly adorable as she looked up at her grandmother with pride. "Ah understand, Granny. Ya can count on me!"

Neither of the two ponies were conscious of the glowing red eyes and smile that lurked within Applebloom's shadow. The malignant face remained quiet and silently observed the scene as it played out before it.

Granny nodded and said, "Alright now, and listen up closely, ya hear." She then turned to the kitchen counter, where a load of rainbow colored Zap Apples were sitting. "The Zap Apples are all washed and clean and sparkling for us. Before we even start cutting into 'em, we gotta get our ingredients set up. First off is-."

The scene was instantly shattered by three things happening at once. Sweetie Belle dived in through the window. Scootaloo crashed down through the ceiling, and a second Applebloom burst in through the door. What's more, all three of the intruders were shouting the same thing:

"STOP!"

---

After a burst of light, the Cutie Mark Crusaders found themselves back into the sparkling, endless expanse of Applebloom's mindscape, with the memory they had just entered and been ejected from floating before them.

Applebloom blinked her eyes and looked over at her two equally confused and disoriented friends.

"Did we do it?" she asked nervously.

"You really shouldn't be wasting your time like this."

All three fillies were greatly unnerved by the voice echoing around them.

"Who said that!?" Sweetie Belle asked anxiously as she frantically looked around.

Scootaloo's eyes suddenly widened, and she shouted, "Applebloom! Behind you!"

Applebloom quickly turned around to see a pitch black form slowly rising upward and forming into a familiar shape. It stood out starkly against the peaceful and beautiful surroundings of the young filly's mindscape. Once the dark figure reached its full size, the glowing red eyes and smile appeared and it spoke in a placating manner, "You can't hide anything from me, Applebloom. Not even with your friends help. It'll be better for you if you stop worrying about things you have no control over."

"OKAY!" Scootaloo shouted loudly, visibly terrified by what she was seeing, "I'd rather face ten headless horses that whatever that thing is!"

Applebloom glared at the shadow and demanded, "Why are ya doing this ta me? How are ya even still here? Aren't you just supposed to be a part of me?"

"I am," the shadow said simply, still smiling, "So you should really just let me take what I need instead of inconveniencing your friends like this."

"Not so fast, Shadowbloom!" Sweetie Belle said, pointing an accusing hoof at the shadow.

"Shadowbloom?" Applebloom echoed with a raised eyebrow.

Sweetie Belle shrugged and said, "We gotta call it something."

"Shadowbloom. . .How interesting," the shadow remarked.

"Anyway," Sweetie Belle said, and she put her hoof down and continued, "Applebloom is our friend, and we're here to help her. We're not inconvenienced, and we're not wasting our time! You're not touching any of Applebloom's memories as long as we're around!"

Scootaloo was emboldened by Sweetie Belle's courage, and she quickly stood closer to the unicorn filly and said, "Y-yeah! You want 'em? Then you gotta go through us first!"

Applebloom smiled and said, "You girls are the best."

"None of that will really make any difference," the shadow said in it's almost pleasant sing-song voice, "You can't stay in Applebloom's mindscape all the time. But I can. You can't protect that memory forever. As long as it remains here, it is only a matter of time before I claim it."

Applebloom scowled at the shadow, memories of the horrid nightmares she had endured because of it assaulting her very soul. "Fine then!" she shouted, "If that's the way it is, then Ah'm just gonna have to fix it so that ya'll never be able to get it!"

A flash of light enveloped Applebloom, and she was suddenly wearing her Twittermite catching gear from her first nightmare, and the chamber was already filled with the electrical insects. Applebloom slammed the end of the funnel-shaped nozzle on top of the memory orb.

Applebloom smirked at the shadow and said, "Ah wouldn't have ever though of this if it weren't fer you, ya know."

"This is a mistake, Applebloom. You know better than this," it replied.

Applebloom closed her eyes as she put her gear into reverse, blowing all of the volatile bugs out of the chamber on her back, through the hose and nozzle, and straight into the memory orb. A loud, high pitched buzzing filled the air, and the memory orb trembled and shook violently from all the bugs being forced into it. Then, with one final buzz, the orb exploded in a burst of lightning, blinding everyone present to witness it.

Scootaloo and Sweetie Belle rubbed their eyes as their sight slowly returned, and they immediately saw Applebloom on her knees, moaning as she rubbed her forehead. Both fillies immediately ran over to assist their friend.

"Applebloom! Are you okay!" Sweetie Belle exclaimed.

"What did you do!?" Scootaloo shouted.

Applebloom shook of her dizziness, then said with a nod, "It's gone. . .I got rid of the memory. The secret recipe ain't in mah head anymore."

Applebloom's friends both gasped.

"But-but. . ." Sweetie Belle stammered out, ". . .But isn't that a super special Apple Family thing?"

"Yeah! That's not right!" Scootaloo added, "So you'll never, ever be able to make Zap Apple Jam?"

Much to their surprise, Applebloom just smiled and chuckled, "Aw, it's not like that at all! Ah'll still be able to make it, cause Ah still know the recipe!"

Sweetie Belle tilted her head in confusion and asked, "But. . .didn't you just say it's not in your head anymore?"

Applebloom nodded, "Yeah, it's not up there anymore. . .", she then placed her right forehoof over her heart and said, ". . .but it's still locked up right in here, where nopony can take it from me. Sure, Ah might not be able to list off all the ingredients and steps from memory; but as long as it's in mah heart, Ah can still make it without even thinkin' about it."

Applebloom saw the confused looks on her friends faces, and she chuckled a bit and said, "Aw, come on, ya'll know! It's like when you're riding your scooter and doing awesome tricks, Scootaloo. Or when you're singing from your heart, Sweetie Belle. Ya see?"

Realization suddenly came over the other two's faces, and they nodded in agreement.

"Oh yeah! So it's like that! Awesome!"

"I see. . . it's all about following your heart. I get it!"

"You should know that this doesn't change things all that much."

The Cutie Mark Crusaders all turned to see that the shadow was still there, and was still smiling at them.

Sweetie Belle glared at the shadow and said, "What do you know, Shadowbloom?!"

Eternally unfazed, the shadow said, "While acquiring that memory would have benefited me and my own desires, I do not truly need it to reach my ultimate goal. All it would have been was a shortcut to it."

Applebloom stared at the shadow and asked, "What in the hay are ya talkin' about?"

"Your teamwork and tenacity is impressive, although the fact that you are opposing me reveals your ignorance, as I pose a greater threat to you than you could ever imagine," it replied, still maintaining its smile as it's eyes grew slightly bigger and wider.

The fillies all suddenly felt a cold chill blow past them, and they instinctively huddled together in fear as the entity seemed to grow slightly bigger and taller.

"However," the entity said, "I should really repay you for what you have done for me. Not only did you show that it would be unwise to underestimate you, but you also provided me with a pleasing title to use in place of my True Name."

Sweetie Belle blinked owlishly and responded questioningly, "Shadowbloom?"

"I shall leave you to your own, more pleasant dreams now," Shadowbloom said, "But first, a warning, from me to you."

Shadowbloom suddenly increased in height exponentially, towering over the three fillies as it raised up a pair of forelegs and declared loudly, "When a shadow is devoured by an even darker shadow, the curtain will pull back and reveal. . .a world without light!"***

And then, everything went black.

---

There was the click of a lamp turning on, and the Cutie Mark Crusaders found themselves in the warm, safe, well lit interior of their own clubhouse.

The three fillies looked around, and Scootaloo managed to speak up and say, "Is it over? Is it gone?"

Applebloom peered around the familiar surroundings and said, "Yeah. . .fer now, Ah guess."

Noticing how uneasy Applebloom was, Sweetie Belle put a smile on and said, "Well, even if Shadowbloom does come back, she won't be no match for us!"

Scootaloo nodded and said confidently, "Yeah, that's right! As long as the Cutie Mark Crusaders stand together, she won't stand a chance against us. These are our dreams, and no freaky shadow pony can take them from us!"

Applebloom saw the confident looks on her friends' faces, and it turned out to be infectious as soon Applebloom was smiling as well. "Yeah. . . that's for sure!"

The three fillies then all jumped up and pulled off another one of their triple high-hooves. Applebloom then trotted over to the podium and declared authoritatively, "I now call the second dream meeting of the Cutie Mark Crusaders to order!"

---

Deep within Applebloom's mindscape, the dark shadow hovered through the near-endless expanse of memories. The red glowing eyes were fixated on a single memory that it was smoothly gliding towards.

"And now. . .to refresh my memory. . ." Shadowbloom said as she closed in on the floating sphere. It lowered its smiling face to the memory carefully watched the moving image within. The sphere showed an Applejack who looked to be extremely relieved to be back at home with her family, even as regaled Applebloom with the tale of one of her latest adventure.

". . .so there we were, in this creepy village of ponies that all had the same Cutie Mark! An equal sign! And the one in charge of the whole place was a mare by the name of Starlight Glimmer. . ."

Author's Note:

* Undertale reference. It sounded creeper and I'll probably be using it again later on in the story.
** I actually got this line from an episode of Disney's The Adventures of the Gummi Bears. They really need to reboot that show like they did DuckTales. They actually referenced it in an episodes of the DuckTales Reboot, so why not reboot the Gummi Bears proper? Make it a spin off or something.
*** This was the summoning chant for Dark Synchro Summoning from the Yu-Gi-Oh 5Ds Anime. Not only does it fit, it will also play a key role in the story and is, in fact, and important clue in the overall mystery of this story.