Midnight Memory
Season 9, Episode 28
Vital statistics
Air date July 11, 2014
Written by Doug Cordell
P. Kevin Strader (Co-Producer)
Andy Yerkes (Co-Producer)
Directed by Dean Gordon
Lisa Simon
Episode guide
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Pearls Not Included Prom Night in Woodland Valley
Midnight Memory is the 28th episode of Season 9, 338th episode overall.


It's Midnight in The Big Blue House. Bear has just in time to take out the trash which can breathe again. Bear comes to find Tutter missing. He said Tutter is out square dancing with Sutter. Bear goes to read the local newspaper of the Woodland Valley Gazette which says that it is 12:00 AM. Then Bear instead explains the word theme, the song and the "What Do You Think?" segment. Bear finds Tutter sleepwalking from the back door, Tutter feels woozy and numb, then falls down. Bear grabs Tutter on his way to the bathroom and places him on a toy boat. Pip and Pop found out they need their teeth brushed soon, but Bear needs their toothbrushes first. They told Bear to do so, so he gets the toothpaste. Everyone gathers round to do their musical number and Bear goes downstairs. While Bear is on the couch looking at the view, he hears something. Then it's Bear's turn to find Shadow (with a special song) and Shadow responses that "we shadows impress their Midnight for the little ones" when Bear gave Pip and Pop a toothbrush. Then she lets it out to sing their special song where nothing can disturb shadows watching over the house. Bear is telling Shadow that Ray is going to rise over the mountains of Woodland Valley, but Shadow said Ray doesn't believe in gray clouds because of a storm. At daytime, Bear wakes up with a start. Bear makes some morning coffee (with cold tea) and shares it to Pip and Pop. Except for Tutter who woke up on a toy boat while he was asleep in the bathtub. Bear apologizes to everyone that he didn't mean to prank Tutter and shares him a piece of cheese. Everyone cheered, and back at night; Bear has some time to go tell Luna all about her night.


Living Room Ceiling

Shadow's AppearancesEdit


Pip and Pop sing Shadow's Lullaby.

Bear's Sense of SmellEdit


Other LanguagesEdit




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