Scootaloo's Fall
by StarryShadow
Characters: Apple Bloom, Original Character(s), Scootaloo
Canon: AU
Genre: Crossover, Dark, Sci-Fi
Pairing: None
POV: 3rd
Status: On Hiatus
Warnings: Death, Violence
• Almost Everypony •

after escaping the Rainbow Factory, Scootaloo discovers a power and a pony that changes her life drastically.

Series: The Forgotten Path Series
Chapters: 2
Word count: 3354 Read count: 1053
Published: 20 Jun 2017 Updated: 20 Jun 2017
Story Notes:

violence warning is for lightsaber fights.

1. Chapter 1 by StarryShadow

2. Chapter 2 by StarryShadow

Chapter 1 by StarryShadow

Scootaloo ran down the dark hallways of the Rainbow Factory, trying to escape the monster that her former idol, Rainbow Dash, had become. She turned a corner, skidding as she did so. She gasped just before slamming into a wall, face first. Rainbow Dash calmly walked up to her.

“Any last words, kid?” Rainbow asked. Scootaloo’s heart skipped a beat. She knew she was almost certainly done for. She tried to think of anything she could do, anything, in that moment. Then, an idea came to her head.

“Yeah! EAT MY DUST!” with that, Scootaloo kicked Rainbow as hard she could. Rainbow was so surprised she didn’t even struggle. Scootaloo took this opportunity to escape, and ran back down the hallway she came from, exiting through the door at the end of the hallway. Scootaloo ran even after she left, knowing Rainbow would soon be after her.

She ran for what seened like hours. Eventually, her body was screaming at her for running for so long. She pressed on, though, pushing her body to and beyond its limits.

Then, in the dark alleyways of Cloudsdale, she collapsed on the ground, falling unconscious.

“No… must get… away…” she whispered in a raspy voice. Just before she fell unconscious, though, she saw somepony’s legs.



Scootaloo woke up lying on a soft, warm bed, in what looked like a hotel room. She yawned.

“Ugh… what happened?” Scootaloo asked. Then, she remembered. The factory, Rainbow Dash, her escape.

“Where am i?” Scootaloo asked to no-one in particular. Then, a door opened. A mare walked into the room.

“Hello, Scootaloo. Hope you slept well.” the mare said.

“I slept fine, thank you. Where am i, though? How did i get here?” Scootaloo asked.

“I understand that you have questions, but those can wait for a while. What happened to you?” the mare asked.

“Well… i went to take my flight test, but i failed. So i was taken to this factory, where Rainbow dash seemed to be working, and discovered…” Scootaloo trailed off.

“The Rainbow Factory kills fillies?” the mare asked.

“How did you know?” Scootaloo asked.

“That’s a long story, but i once ran into some trouble with them.” the mare said.

“Oh. so… where am i?” Scootaloo asked.

“You’re in my castle. In one of the guest rooms. I found you in an alleyway in Cloudsdale, unconscious.” the mare said.

“Oh.” Scootaloo said.

“I had my servants make a meal for you. It’s in the dining hall. Do you want to come eat it?” the mare asked.

“Sure. i’m pretty hungry after all that running.” Scootaloo said.

“I imagine you are. Come on, but take it easy. After that much exertion, your body will need to recover for a while.” the mare said. Scootaloo walked next to the mare, down the grand hallways with ornate carvings and paintings. The hallways themselves were made of black obsidian, and carved with earth ponies, unicorns, and pegasi. At the end of the hallway was an alicorn, flying upwards regally.

“Thanks. I was wondering, though, what’s your name?” Scootaloo asked.

“You may call me Midnight.” the mare said.

“Okay, Midnight. So, where’s your dining hall?” Scootaloo asked.

“Just down the hall and to the left.” Midnight said. Scootaloo and Midnight walked to the Dining Hall. they both were served their meals, and left to talk.

“I can’t believe that Rainbow would just betray me like that. Just… killing me like that. She was my idol, honorary sister… she’s even the Element of loyalty for crying out loud. Why would she do that?” Scootaloo asked.

“Sometimes ponies do things because they think it’s the right thing to do, either for their family of for some other reason. With Rainbow, i would guess for her friends. If not because she thought it was the right thing to do, then because she wants a good record for the Wonderbolts.” Midnight said.

“Yeah.” Scootaloo said. She still couldn’t believe that Rainbow would do such a horrible thing, but now she understood why.

“Scootaloo, i would like to ask you something.” Midnight said.

“What?” Scootaloo asked.

“Do you hate Rainbow Dash?” Midnight asked.

“Well… i shouldn’t, because she might’ve been forced into this, but yes. Yes i do. I don’t want to, though.” Scootaloo said.

“Well, after the ordeal you’ve been through, discovering Rainbow’s darker side, it’s only natural. You’ve been shown what Rainbow is truly like. Trust me, when somepony’s lied to you for years on end, and then they just betray your trust, you should have every reason to hate them.” Midnight said.

“You know, you’re right. I do have every reason to hate Rainbow. I have every reason to get revenge on her. But that’s not what my friends would want…” Scootaloo said.

“Who says your friends have to know?” Midnight asked.

“You’re right. I could get her back, and they’d never know. But… what if they do find out?” Scootaloo asked.

“Look at it this way. There’s two doors in front of you. One leads back to the Rainbow Factory with you being killed brutally. One leads to avenging Aurora, the filly you tried to help escape. You can choose the first one, and die, or the second one, and avenge Aurora’s death. It’s your choice.” Midnight said.

“I… i want to avenge Aurora, but… actually, i will avenge her. Aurora deserves it. Dash needs to be punished. She deserves it for what she’s done.” Scootaloo said.

“Then i will help you. I know of a power that will give you the ability to avenge Aurora and claim your revenge on dash. Come with me.” Midnight said. Scootaloo only nodded, and followed Midnight out of the Dining Hall. the trip to wherever Midnight was going went on in silence, with Scootaloo studying the black marble floor.

Midnight stopped when they reached a grand double door. She turned right, and walked into the wall. Scootaloo gasped. This shouldn’t have been possible. It shouldn’t.

“Come on! The wall here is an illusion.” Midnight said, her head popping back through the wall for a minute. Scootaloo followed midnight through the wall -- it still shocked her -- and down black marble stairs. Midnight stopped Scootaloo when they reached a door.

“Beyond this door is the start of your path to the Darkside. you may turn back, and live freely, or continue on. But if you continue, you cannot go back.” Midnight said. Scootaloo’s mind was already made though.

“I want to continue. For Aurora, my friends, and anypony else who will suffer the wrath of the machine from the start of my training to the end of it. I’m going to continue.” Scootaloo said.

“Wait here for a moment.” Midnight said. Scootaloo nodded. Midnight went through the door. Scootaloo waited for several minutes.

“Come in!” came the voice of Midnight. Scootaloo walked in through the door. Midnight was standing in the middle of what looked like a training room, clothed in black. She had a black shaggy jacket, a belt with a cylindrical metal thing on it, and a black cloak.

“Welcome to the Darkside Training Room. here you will start and complete your training.” Midnight said.

“What is the Darkside anyways?” Scootaloo asked.

“The darkside is one side of the force, a power that surrounds us and goes in and out us continually. The force…” with that, Midnight explained the entirety of the Force, the Darkside, and Light side.

“And that’s what it is.” Midnight said.

“Wait a minute, if the Light side is light, aren’t they the good side?” Scootaloo asked.

“They were for a time, yes. But that was before Celestia, a wielder of the light side, banished her sister to the moon. That point was when the roles switched. When Celestia banished Luna to the moon, it was then that Light side became the evil, and the Darkside became the good.” Midnight said.

“Oh. so, what’s the Darkside called?” Scootaloo asked.

“Any wielder of the Darkside is called a Sith. A wielder of the Light side is called a Jedi.” Midnight explained.

“Oh. so when do i start my training?” Scootaloo asked.

“Right now.” Midnight said, and with that, they started.



Seven long and hard years passed. Scootaloo got older, became very strong in the Darkside, and became filled with hatred for Rainbow Dash, who she used to call her sister. More than that, her training was almost complete. After Midnight’s next mission for her, she would a SIth Lord.

She pointed her lightsaber towards the picture of Rainbow Dash she’d found in an alley one day. She swung at the picture, tearing it in half with the searing plasma. Scootaloo deactivated her saber, and pocketed it on her belt.

She sat down, remembering. Rainbow Dash, her idol, her honorary sister, had betrayed her. The pegasus had tried to kill her. Her blood boiled. She would deserve what she got when Scootaloo came for her. And Scootaloo would enjoy every moment of Rainbow’s screams. Scootaloo’s eyes glowed an angry yellow, betraying her hate for the cyan pegasus.

Just then, one of Midnight’s servants came in the room.

“Milady, Queen Midnight wishes to see you in the training room.” the servant said. Scootaloo nodded, and walked to the training room. Midnight was there, waiting.

“Ah, Scootaloo come in, Apprentice.” Midnight said.

“What did you wish to see me for, Master?” Scootaloo asked.

“I have a mission for you, Scootaloo. One i’m sure you will like.” Midnight said.

“What is it?” Scootaloo asked.

“Go to the Rainbow Factory. Infiltrate it, and destroy everyone. Shut down that infernal filly killer once and for all. Oh, and say hello to Rainbow Dash for me.” Midnight said.

“YES! Finally! I can give that betrayer what she deserves!” Scootaloo said. Midnight gave Scootaloo an expression of calm anger.

“Oh, um… sorry. It won’t happen again.” Scootaloo said.

“It’s okay. I knew you’d like it. Now, go prepare. You set off in two hours.” Midnight said. Scootaloo calmed down, nodded, and left. She packed her lightsaber, blaster, and any essentials she would need for the trip. Scootaloo then sat down, and meditated. Two hours passed, and Scootaloo walked to the front entrance of Midnight’s castle. Midnight was there, waiting.

“Good luck, my faithful Apprentice. I hope you give Rainbow the fate she deserves.” Midnight said.


“Thank you, Master. I’ll do my best.” Scootaloo said. Midnight nodded. Scootaloo left the castle, and headed to the Rainbow Factory.

Chapter 2 by StarryShadow

Scootaloo snuck inside the Rainbow Factory, making sure nopony saw her entering. She worked her way deeper into the factory. When Scootaloo reached the Pegasus device room, she stopped. She put her hood up, and walked in the room. Everypony in the room gasped.


“Who are you!? How did you get in here?” one worker asked. Scootaloo said nothing. She got her lightsaber out, and prepared to fight.


“Prepare to die.” Scootaloo said. She killed everypony mercilessly, only stopping when everypony was dead. Their screams echoed in her ears. While they were loud and annoying, they satisfied Scootaloo’s need for revenge, until she got to Rainbow Dash. just then, Rainbow Dash entered the room. As soon as she entered, she stopped, shocked.


“What happened here? Who are you?” Rainbow asked.


“I am your doom, Rainbow Dash, Betrayer of Loyalty.” Scootaloo let her hood fall down off her head.


“Scootaloo!? What are you doing here!? How did you survive!?” Rainbow asked.


“After i escaped, a pony found me, and took me to her home. She helped me realize that you deserve what i’m going to give you. She gave me the ability to crush you, and i’m going to do so now!” Scootaloo said. She swung her lightsaber at Rainbow dash, who dodged, but just barely.


“What!? Why!? Why do you want to kill me!?” Rainbow asked.


“You betrayed me, Rainbow. You tried to kill me, and you killed Aurora! You even said i was worthless! Now, you will pay.” Scootaloo said. She swung again, and again, with Rainbow dodging every time.


“Everything i said was in the heat of the moment, Scoots! I wanted to tell you that you would live, really i did! Why can’t you just forgive me?” Rainbow said, still dodging.


“In the heat of the moment!? What do you call chasing me!? Is that in the heat of the moment, Rainbow Dash!? Is IT!? IS IT, RAINBOW DASH?!” Scootaloo’s swings became all the more wild and angry, brushing Rainbow’s chest. The saber burned Rainbow, causing her to scream out in pain. The scream was music to Scootaloo’s ears. Rainbow kneeled down, breathing heavily.


“I SURRENDER!! PLEASE! I DON’T WANT TO DIE! PLEASE!” Rainbow pleaded. Scootaloo stopped, putting her saber to Rainbow’s neck.


“Why should i let you live? You’ve killed hundreds of fillies mercilessly for years. You killed Aurora, you might have killed my friends, and you’ve laughed every time. I should get rid of you right now.” Scootaloo said.


“Please, Scootaloo, don’t… what will happen to your conscience? Your deeds will come back to get you. Please, Scootaloo, don’t do this. I don’t want to die, but i don’t want to lose you.” Rainbow said.


“I’ve already killed over 50 ponies. I don’t care what my conscience will tell me.” Scootaloo said.


“Fine. If you want to down that path, fine. Get it over with.” Rainbow said.


“Gladly.” with that, Scootaloo swung her saber through Rainbow Dash. her final scream echoed throughout the blood covered factory. Scootaloo walked out of the factory, preparing to return to Midnight’s castle. Then, just she prepared to leave, she realized her deeds. Her eyes shrunk to pinpricks, her teeth clenched.


“RAINBOW DASH!!” Scootaloo kneeled on the ground for support.  She breathed heavily. Despite her pain at having done what she did, she got up. The police would be here in the morning. She left, heading to the old castle in the Everfree Forest. That day, the remainder of who Scootaloo used to be had died.



Scootaloo collapsed on the floor of the ancient castle. She would go back to Midnight tomorrow.



Scootaloo stopped when she reached Midnight’s castle. She knocked on the door. A servant came to the door.


“Ah, Scootaloo. Midnight has been waiting for your return. Come with me.” the servant said. Scootaloo followed the servant to Midnight’s personal quarters. Scootaloo knocked on the door, and waited.


“Come in!” Midnight singsonged. Scootaloo walked in the door, dismissing the servant who had led her here. Midnight looked up.


“Scootaloo. Welcome back. How was your trip?” Midnight asked.


“I killed everypony, even Rainbow Dash.” Scootaloo said.


“I know. And i heard your scream of pain from here. I can tell you that what you did was right, both because you stopped years of terror, and because you avenged Aurora.” Midnight said.


“Thank you. If you’ll allow it, i shall take my leave now.” Scootaloo said.


“Of course. Go rest. You deserve it after that journey.” Midnight said. Scootaloo nodded and left. She headed to her room to meditate.



Applebloom sat her room, looking out the window. She wondered where Scootaloo had gone to. She and Sweetie Belle had escaped Cloudsdale together, but Scootaloo hadn’t. Scootaloo could be dead for all Applebloom knew. It had been 7 years, after all. But still, she felt something. It felt like Scootaloo, but it was so very distant… it couldn’t be. And it felt dark… almost evil.


But Applebloom still had a glimmer of hope that whatever she was feeling… it belonged to Scootaloo. And Scootaloo would be the pony it led her to.


Then, Applebloom decided something. She was going to find Scootaloo, wherever she was. She would search everywhere; the forest, the ocean, even the frozen north if she had to. She was old enough to, anyways. But she wouldn’t do it without Sweetie Belle. Applebloom stood up, got her sister’s hat from her bedpost and put it on, and left to go see Sweetie Belle.



Sweetie Belle sat in Rarity’s old work room, looking at Rarity’s many dresses. She heard a knock on the door. She went down to the door, and opened it. It was Applebloom. Applebloom had a determined expression on her face.


“Hey, Applebloom! What do you need?” Sweetie Belle asked.


“Ah need tah tell y‘all somethin’.” Applebloom said. Sweetie Belle motioned for Applebloom to come in.


“What?” Sweetie Belle asked.


“Ah’m goin’ tah find Scootaloo. Ah want y’all tah come with me, but ya don’t have tah if ya don’t want to.” Applebloom said.


“Applebloom, are you sure? I mean, she’s been gone for 7 years. She could be dead by now.” Sweetie Belle said.


“Ah know, Sweetie Belle. I just… ah feel somethin’... like she’s still out there, somewhere. Ah feel it whenever i’m alone. It feels like she’s still out there, alive. If ah follow it, ah think it’ll lead me to her.” Applebloom said.


“Wow, Applebloom. You’re… you’re really sure, huh? Then i’ll help the best i can. We both should look for her. Let’s get packed and go tomorrow. If Scootaloo really is out there, and you feel her, then let’s go.” Sweetie Belle said.


“Thanks, Sweetie Belle. Ah’ll go pack mah things, and tell Applejack ah’m leavin’ tomorrow.” Applebloom said.


“I’ll do the same, except with Rarity.” Sweetie Belle said.


“Let’s find Scootaloo and bring her back.” Applebloom said.


“Yeah. things haven’t the same without her.” Sweetie Belle said. She escorted Applebloom out, and went to pack her things and tell Rarity what she was doing.



Two months passed. As Applebloom journeyed to find Scootaloo, the farther east she went, the stronger the feeling inside her got. And the darker it got. Sweetie Belle was there to help her on her journey, and soon they had reached the ocean. Applebloom felt the feeling pointing her across the ocean. So she crossed it, with Sweetie Belle at her side. The unicorn comforted her whenever needed, and helped keep her strength up with her magic.


As Applebloom journeyed, her hope of Scootaloo being alive grew. This feeling was, without a doubt, Scootaloo. She knew she’d find Scootaloo, now. She just knew it. It was wonderful, knowing she’d find Scootaloo. It was just wonderful.



Scootaloo sat in her bedroom, meditating. She let her dark powers flow through her, empowering her all the while. She let her anger fuel her, making her eyes glow ever brighter with Yellow.


Then, as she meditated, she felt something. It was a presence. A presence of somepony she hadn’t seen in years. Applebloom. And she was getting closer. She knew the earth pony was searching for her, trying to bring her back home. But Ponyville no longer meant anything to her. Midnight’s castle was her home now. Applebloom didn’t even mean anything to her anymore. She was just a pony, who was coming to Midnight’s castle, she reasoned. Applebloom wasn’t important to her.


Just then, somepony knocked on her door.


“Come in.” Scootaloo said. Midnight entered.


“Oh, Midnight. Come in. what did you need?” Scootaloo said.


“You felt Applebloom.” Midnight said.


“Yes. she’s not important to me. After these years away from her, i don’t even care about her.” Scootaloo said.


“Good. i feel something in her though, that i haven’t felt in a long time…” Midnight trailed off.


“What?” Scootaloo asked.


“The light side. The power of the Jedi. i feel her strength in the force, as i did with you. She may try to turn you to the light side, if she comes here searching. Be careful. Never fall into her trap. Isolate yourself from both her, and Sweetie Belle. And stay that way.” Midnight said.


“Yes, my master.” Scootaloo said.


“Good.” Midnight said, and left. Scootaloo prepared for her meeting with Applebloom.

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