Filly Magi Applebloom Magica

by Rouis

First published

Applebloom makes a deal with a mysterious cat being to achieve her destiny, but at what cost?

Applebloom is sick and tired of failing at trying to find her destiny, so when a cat being appears claiming to have the power to give her that which she desires most: She makes a contract with the being and becomes a Mahou Shojou. Applebloom will learn that there are two sides to any story, and that you should in fact be careful what you wish for as you just might get what you wanted.

A Puella Magi Madoka Magica x My Little Pony FIM crossover! I'm going to try to make this so that people who do not want to watch Madoka will understand this, and so without further ado: Go and Read it!


This is a ponyfic I'm working on in addition to my main work Coming Attractions. I will try to keep this one updated as frequently as I can, and as always please feel free to let me know what you think.

I: A Contract?

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Filly Magi Applebloom Magica
A Ponyfic by: Rouis
Edited by: GaintGamer

I: A Contract?

“A Fire? How was a fire supposed to make your dang cutie marks appear?” Applejack scolded the three fillies sitting in front of her. The orange coated mare sighed, and looked them in the eyes. She spoke in a gently southern drawl. “Now I’m not mad at you, but I’m not exactly fond of painting over scorch marks on old barn now either.”

A yellow coated filly stepped forward from the group and came to their defense, her red mane tied back with a pink bow. “But Sis, How else were we supposed to get our fire eatin’ cutie marks?”

The next of the group was a white coated filly, her multi-hued mane bobbed as she spoke. “Now Applebloom I’ve thought about it, and well fire eating was a little dangerous.”

“Yeah Sweetie Bell, but Rainbow Dash suggested it to us, and that makes it much more awesome.” Finally the last of the trio spoke, her adoration towards her idol evident in the way she said her name. This filly had a dark orange coat, and magenta mane.

Applebloom shot her friend a tiny glance of annoyance. “Scootaloo! You said you thought of the idea yourself. Do you do everything Rainbow Dash tells you to do?”

Applejack gave a heavy sigh again. It seemed these fillies would never be patient, but then again there was always hope that the regularly caused property damage of the cutie mark crusaders would cease. “Well I need to get going down into town to get some paint. So you three stay out of trouble now.” She then trotted out the barn they sat in, and off into town leaving the three to their own devices.

The cutie mark crusaders looked at each other for a few moments, no one was sure of what they were supposed to do now.

Scootaloo spoke up first. “Meet back at the clubhouse in an hour?” She suggested.

“Sounds good.” Sweetie Bell replied before turning her gaze to Applebloom. “Bloom are you okay?” She asked.

Applebloom snapped back into reality and looked at her friends. “Sorry about that I was just thinking that we have been doing this for a long time now, and we still don’t have out cutie marks!” The small filly stomped her hooves in frustration.

“Don’t worry Applebloom I’m sure we will find out our special talents in no time at all!” Sweetie Bell said before she and Scootaloo headed off both promising to meet back at the clubhouse in a little while.

Left alone in the barn Applebloom thought to herself wondering just what her special talent in life would be. The three fillies had formed the cutie mark crusaders almost a whole year ago yet after all this time the they were no closer than they were at the start.

“I just want to know I’m supposed to be good at in life.” Applebloom quietly said to herself while cantering around in a circle. “I wish I could find out what I’m supposed to be doing for once instead of just blindly running around all the time.”

“That could be arranged” A voice spoke out.

Applebloom turned to the source of the noise, it sounded like it was coming from the front of the barn. “Girls was that you? Don’t be playing no tricks on me now.” She said while slowly approaching where the noise came from. She saw a shape dart from the edge of the barn door, and out into the orchards. “Hey come back!” Applebloom shouted as she gave chase, galloping as fast as her small legs would let her.

The chase lead her through the orchards and into the woods the filly was falling behind the strange shape ahead of her until the chase seemed to come to a dead end. Apple Bloom lost sight of the quick figure and looked around her, she had made her way into the everfree forest. The trees, and dense growth surrounded the lost little filly. “Where the hay am I?” She asked herself. Applebloom trotted forward trying to regain some knowledge of where she was.


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Looking about on her quest she noticed a clearing ahead, and picked up speed. It was after she charged into the clearing that she was able to then take note of the sky. It was now early in the twilight hours, and Princess Luna’s moon was beginning to take its place amongst the stars above Equestria. The clearing itself was a small grassy grove, and in the center upon a small bed of flowers a glint of gold caught the filly’s eye.

Applebloom trotted forward cautiously until she could see the object in its entirety. There before her sat a small golden rod adorned with a large pink gem at the tip. “What kind of pony just leaves their stuff in the middle of the woods?” The filly asked herself while she hoofed up closer to the flowerbed containing the rod. “Sure is a strange looking gem too. I bet Spike would know what this is, that baby dragon loves gems.” Applebloom tried using excuses to dare herself to pick up the gem, and before she knew it her mouth was ready to pick up the rod that lay before her. “Steady Applebloom you don’t want to damage it.” She told herself as she bit down on the golden rod. The filly had time to reel back as the rod sent a piercing shock through her body. Applebloom’s eyes widened in surprise for a moment before her whole form went limp, and as the filly lay on her side her last sight before slipping into the darkness was the rod glinting in the moon’s glow along with a shadowy shape moving towards her.


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Applebloom awoke in complete darkness. “Hello?” She asked the empty space around her. “Is anypony there?” She asked once more this time with a hint of lonely desperation in her voice. Galloping forward into nowhere the filly shouted unto the darkness. “Applejack? Scootaloo! Sweetie Bell! Anypony!” A familiar orange shape grew amongst the blackness ahead, this caused her legs to move faster until the filly could recognize the form of her sister. “Applejack!” The small filly grabbed at her sister’s forelegs and sobbed. “I thought I was alone, I was lost.”

A voice reminiscent of the farmer pony’s spoke. “But Applebloom, you are alone.” The shape turned around to reveal it looked similar to her sister, but where the face of the element of honesty should be was a blank spot of orange.

Applebloom backed away from the faceless shape that pretended to be her sister. “Stay away! You’re not Applejack!” She was absolutely terrified, and had nowhere to go. The butterscotch colored filly ran for her life as more shapes similar to the false Applejack rose out of the shadows.

“You are alone, and you always will be so give in to your despair.” The dark conjurations chanted at the frightened filly as she ran.

“You’re lying!” Applebloom shrieked as the darkness around her shattered, and she came back to the mysterious grove with her little heart practically busting out of her chest. She glanced over to where she last saw the figure she had been chasing.

“You are awake.” A voice rang out, the figure before her however; did not speak. In front of her sat a cat, or what appeared to once be a cat as all similarities ended at the creature’s bizarre ears. The so called cat possessed an eerily white fur that seemed to glow in the moon’s pure light, and just below where it’s ears were located were two long flaps which culminated with three red dot’s on top of a three pronged section of pink fur. Even stranger about the cat were the two golden rings, one surrounding each ear flap floating with no support, and no magical aura to hint at a unicorn’s magic being the cause.

Applebloom stared in silence at the strange feline, who’s red beadey eyes seemed to stare into the very depth of her soul. “Y-You can talk?” She stammered at the cat.

Once again the cat’s mouth did not move however; sound echoed throughout the area causing Applebloom to shake for a moment before adjusting to the sensation. “Yes I can talk. Your hopes and desires have spoken to me, and so I have come to offer you a contract for it is in my people’s nature to do so. My designate name is Incubator, but you may call me Kyubey.”

“Kyubey?” Applebloom tested the strange name by saying it once. “What do you mean contract?” She asked.

Kyubey stepped forward towards the filly,and the feline paced around her while it gave an explanation. “I can use your latent powers to make your most cherished desire a reality, and in doing so you would form a contract with me and become a mahou shojou.”

As Applebloom listened to the creature talk, she also followed it carefully and noticed a peculiar red circle on Kyubey’s back. “What the hay is a mahou shojou?” Applebloom struggled to pronounce the term as well as her new associate pronounced it.

“A mahou shojou, or simply magical girl is one who possesses the power to fight witches. A witch is a malevolent creature that if left unchecked could kill hundreds.” The feline echoed as it stopped it’s casual stroll in front of the filly. “Do you accept the terms of our contract?” It’s voice asked.

Applebloom sat mesmerized by the choice presented unto her. She could have anything she possibly wanted. “Fine I’ll do it. I’ll make a contract with you. Do I need to tell you my wish?” She asked.

Kyubey stepped forward towards her. “No I can see what you desire within your mind, and I shall make it so.” The appendages that stemmed from Kyubey’s ears went rigid and reached towards the young filly.

Applebloom grunted for a moment as she felt as though her very being was in the process of being torn apart. She closed her eyes to focus within and to withstand the pain of whatever Kyubey was doing. After what felt like a century of torture she noticed that the pain had stopped, and she opened her eyes.

“Look” Was all Kyubey said as he trotted to the filly’s side and motioned to her flank.

Applebloom looked to her side to see the image of a oval shaped pink gem on her formerly blank flank. “My cutie mark, I have my cutie mark!” She shouted as she began to jump and prance around the grove.

Kyubey watched as the filly celebrated her newly acquired Cutie Mark. “I am still familiarizing myself with the customs of your species, but from what I do know is that aquiring this symbol bestows a sense of purpose. This mark is a symbol of your status as a mahou shojou, and shall be instrumental in your fight against witches.”

A fearsome rumble went out through the glade, and it drew the attention of both present parties to the source of the disturbance. The rod which Applebloom had handled earlier had morphed, and was surrounded by a black aura. The rod itself appeared to be embedded in a tree outlying the grove, and the gem seemed to have changed into a black bundle that resembled a ball of thorns.

Applebloom took a few hoofsteps away from the sight as she looked to Kyubey, who simply sat there gazing upon the sight. “What’s going on? What is that thing?” She asked.

“Your first challenge.” Kyubey said as the rod itself began to crack and disintegrate leaving only the black twisted gem to remain. The gem’s sinister aura seemed to diminish for a moment before it returned in full force.

The black glow surrounded the glade for a moment as the world shifted and changed. Trees and grass were replaced by a surreal landscape that looked like a foal threw several cups of paint at a wall, and called it a day. For the second time that day Applebloom sat and watched as Equestria faded away from her world. The filly looked around at the new reality that had replaced her old one, and shook in fear of what was going on. “Where are we?” She asked Kyubey.

The odd cat sat down next to the frightened filly, and answered her question flatly. “We are in a witch’s labyrinth. A labyrinth is a self defense mechanism that a witch takes in order to protect itself, and by the looks of it a witch has recently formed this one. You must journey to the center, and defeat the witch to leave this place. I would recommend that you transform now.”

Applebloom tilted her head to the side in confusion before posing a question. “Transform? Into what?”

“Your mahou shojou form, simply will it, and you shall change to be able to combat that which lurks within the labyrinth we have entered. I would recommend you hurry too, as it would seem you have been noticed.” As if on cue bizarre entities emerged from the surrounding surreal landscape. The strange creatures had no discernible faces, and simply looked like large walking apples on stick thin legs too small to be able to support their size normally. On the surface of each apple monster various symbols and shapes danced across their surfaces.

Applebloom’s heart once again raced at the sight before her. “What I can’t do this? What if I fail at this like everything else I try!” She screamed as the shapes drew closer, and it did not seem like they meant her any wellness. You can do this Applebloom for everypony that’s ever believed in you! She thought to herself as she looked up at the monstrosities, and shouted. “Transform!”

A dazzling light shot out of the gem cutie mark on Applebloom’s flank which temporarily shut out the filly from the bizarre world around her. She felt herself being wrapped in a warm sensation as the light enveloped her form. A pink laced top formed on the filly’s body as a frilly white lace skirt formed below it. White boots materialized over each of her hooves as the ribbon in her mane grew to a length of twice the size it was before. Finally the gem pictured on her cutie mark materialized on the knot of the bow. Once her transformation had subsided the filly glanced at herself as best as she could. “No offence Kyubey, but I don’t see how playing dress up like Rarity forces Fluttershy to do all the time is going to give the power to do anything.”

“Look Closer.” Her feline companion notioned as he pointed to the other additions Applebloom had neglected to notice.

Applebloom’s eyes widened in shock as she noticed the other things different about herself. Two wings and a small horn had appeared on the filly’s body during her transformation. “I’m like the princesses!” She shouted in disbelief. “Just one more question Kyubey, How the hay am I supposed to use them?” She asked as they two were surrounded.