The ownerowner of the House of Fun watched from his booth hopefully. Dark fabrics rustled as he paced the creaky wooden stage, and he leaned against a wrought iron banister with a head in the land of nod. A slow swing song played from another ride through a low quality stereo of some sort. He didn't know where from, and didn't terribly mind. He enjoyed it all the same. A wind pushed the silken top hat into his eyes, and he chuckled to himself as he adjusted it with gloves of snow lace. The gold cufflinks he wore sparkled in the cackling moon.

Long flowing grass drifted in the brisk air, catching on a small door to the strength testing arena and clapping it against the frame with a loud smacking noise. The man who ran it ignored it as he read a novel languidly in a corner. Green eyes flicked up from the stool he sat upon to the owner of the carousal, who's long flowing hair rolled in the wind like a long, inky satin ribbon. A light blush dusted his cheeks and he turned back to the book slyly.

Her dark eyes looked up. Milky features accentuated black eyes of everlasting warmth and kindness. The daffodil yellow dress flowed around her hourglass body, caressing each and every individual fold before moving on. The carousel's bright colourful lights were out to allow the dark shadows of the night to slink around the vividly painted horses and climb up the beautifully carved poles of wood before drifting on into nothingness. The light on top was also out, despite t usually shining. The stripes that would flow from it in an eye-catching red were now ghosts of what they could be.

Over at the pendulum ride entitled 'The Viking's Ship', a lone figure stood shrouded in dark cloths. He sneered at the others with open hostility. Within amber orbs swam years of wisdom far beyond his age, though lacked a human compassion found elsewhere. High cheekbones were silhouetted by the pale lights of the night sky. The bone-white stripes in his ebony hair gleamed as he tilted his head to look out to the bumper car station.

There, a busty woman giggled as old swing time music played on an outdated radio. She quirked the wrench around a loose bolt gleefully and nodded. "All done!" she yelled happily and clapped her hands before placing it back in the giraffe-themed bumper cart. She walked over to one that looked oddly like a zebra. She leaned down carelessly, allowing her short blue skirt to ride up enough to make an outsider blush. The young lady tapped the cart with an oil-stained hand, "You're next!"

Over at the tunnel of love, a woman in her late twenties examined the heavens above her, allowing a smoky stub of a cigarette to hang on a ruby red bottom lip. She leaned against the side of the attraction lazily and rubbed an arm. She could hear the swing music slowly grow in volume as her sister cranked the volume to start dancing. As she stomped it out beneath the toe of one of her scarlet high-heels, she smiled a twisted smile. At least this place was better than Brooklyn.

At the haunted house, a willowy person stood under a hanging light. They brushed lilac hair out of chocolate eyes, before shivering violently. The rubbed the thin sleeves of the robe they had to wear viciously. They examined the creaky wooden door behind them, and they reminded themselves for the final time to go see the spooky caretaker to get it fixed. Well, when they got the nerve up. They were still creeped out by the scary lights and strange sounds of the ride. Never mind some of the strange things that would pop up and scare the living daylights out of them! As the individual turned away slowly, they let a hand wrap around the wooden pole holding up the badly tiled roof, they shivered. At least they didn't have to sleep in the attraction like the fun house owner. They didn't like him. He was too big and scary with all his white hair and red eyes and sharp teeth. The purple haired person walked inside, only to be spooked by a cardboard ghost. To be fair, it was glow in the dark.

The ferris wheel conductor growled as she pulled her short plaid skirt down to cover more of her legs, wrapped in dark fishnet stockings. Pigtails flew like golden banners in the wind as she bit her lip. The petit woman whirled around and stormed into the operator room beside the ride. She debated firing up the whole thing to get the stupid machine doctor or whatever to come over and fix it, but then it would probably break off and smash through the fun house (and really, she didn't want another screaming match with the guy) and through the viking swing (another symmetry rant, another day) and finally collapse on the carousal. That one she would have a problem with losing. She rather liked Tsubaki, thank you very much, and considered the woman her best friend.

But then, destroying that fun house really would make everyone happy. The owner could piss you off in more ways than you could imagine, and what he got away with… Maka clenched her teeth just thinking about it.

Just as she was thinking about it, she heard the mad cackling that could only mean the arrival of her least wanted person. And as shiny bowler shoes stalked along a muddy trail, and crisp slacks cut through long grass like destroyer ships in an ice valley, Maka sighed, allowing the thick trench coat she wore to weigh her down.

An unwanted smirk arose on the face of her biggest pain in the ass, "Why hello there dear Maka, how nice to see you on such a night!" Soul Evans twirled a cane as he slowed to a stop in front of her. It irked her how he could easily look her in the eye, even when she stood on the plank stand. It didn't help that she had never met someone shorter than her.

Maka looked into the cheery red tomatoes that made up his eyes, "What is it, Eater?" she snapped tiredly. It was getting late for these games.

Soul leaned on the bannister, forcing her to step away quickly. The small slippers she wore slid across the smoothly polished surface easily. As Maka watched him climb the single step to the way-too-small platform, she growled. The ten-foot by ten-foot square seemed more like a boxing ring than anything at the moment.

As Soul allowed his cane to rest against the rusting rails before grinning. He looked up at the ferris wheel and grinned an even wider grin. He tapped long fingers against the bar, and chuckled as he turned to face Maka, "This hunk of scrap needs fixing, and bad. How's it been up and running all this time?" He laughed when's Maka's cheeks puffed up to sizes blowfish could only dream of.

"You should see your stupid fun house! That thing's on its last legs!" Maka huffed, leaning on the banister. Unfortunately, she allowed too much weight and was soon lying down in the grass, force-stargazing.

A loud guffaw alerted her attention, "Jeez, how many burgers do you eat? Hell, I bet you could out-weigh one of Pattie's bumper cars, eat Black Star under the table! Such a tiny thing like you probably weighs more than Topsy!"

Maka snarled as she propped herself up, "Do refrain from using that word."

Soul raised a questioning eyebrow, "What, weigh? At this rate sister," Soul ignored her sputtering, "That's all your gonna hear from here on in."

Maka clambered onto the platform and slapped him in the face, "No, Topsy!" Soul looked down at the pipsqueak in front of him.

"Oh, and so you get slapping rights now?" Soul rubbed his cheek forlornly as he said this.

"No!" Maka wrapped her hands in her pigtails and tugged furiously.

Soul looked at her as she growled furiously, "Oh wait, Topsy? The stupid elephant ghost or something?"

Maka nodded vigorously before halting, "Did you say stupid? Are you crazy?!" She reached out to shake him when Soul grabbed her hands.

"Ah, no. No shaking rights permitted. And no slapping rights. That was just downright sneaky how you got that one past me," Soul babbled as Maka rolled her eyes. The strongman reading a book looked up to watch them with interest.

"Just shut up about Topsy before the whole place burns down like Cony island!" Maka tried to kick Soul's shins before he grabbed her foot.

Soul clucked as he shook his head, "Try to remember this, never kick a tall man's shins. Or anyone's shins in general."

Maka wrenched her foot away and glared icy daggers at him. "Why are you so nonchalant about everything?"

Soul simply started twiddling with his cane, "Because I'm awesome. Maybe it's those dashing good looks that everyone talks about? Possibly my Topsy-isim."

"Shut up about Topsy! You're going to curse every carnival on the face of North America if you keep this up!"

"Really?" Soul leaned over with a mischievous glint in his eyes, "How about I go for the whole world?" Maka's indignant screech only made Black Star cry out in pain, "Maka your voice sounds like a dying goat when you scream!"

Maka rolled her eyes to the strongman, "Nobody cares Black Star," she called out before turning to Soul. He still had that stupid smirk on his face.

As soon as he opened his mouth, Maka felt like cracking his head in, "Aw, is someone a widdle bit upset?"

Green eyes flared, "Shut up!"

"Is that your favourite phrase or something?"

"Only when dealing with people like you."

"Oh goodie! Special reserves!"

Maka whirled around with a kick. Soul nimbly stepped out of the way, shit-eating grin spreading like butter across dimpled cheeks. He mocked her as she briefly lost her balance as her landing foot stepped on the head of a poorly hammered nail.

"Son of a!" Maka snarled as she held the injured foot. She hooped about madly as Soul nearly crippled over in tears. She gave his foot a good stomp just for it.

Unfortunately, it seemed he didn't feel it as he righted himself. A wistful look came into his eye as he looked at her. She felt a tad creeped out by his strange look."I just came here to invite you to the fun house for dinner or so, and where do I get? Arguing over Topsy," another hiss, "and getting hit. I just wanted to try and be a friend after you shut me out so long." Soul's eyes softened at this. He shook his head remorsefully before stepping down the platform.

Maka looked at the retreating man with blank eyes. He wanted to be her… friend? That pain in the ass? The guy who called her fat? The guy who on the first day she came ate her lunch above her as he read a book. Never before had she felt so short next to /

But as she saw the swinging cane he held gleam, and the moonlight catch the edge of his hat's auburn ribbon, she felt a small smile pull the edge of her lips.

He was such a socially awkward, freaky, sadistic weirdo. And yet, in some twisted kind of good way. If eating your own lunch in front of you could possibly count. Oh god, what if she was just as freaky as him? Well, at least she wasn't a stupid loser.

Maka sniffed at the thought, before remembering how he taught her as much (supposedly) as he could about the carnival. She remembered Kilik's amazing popcorn, and taking a tour on one of the many haphazard roller coasters. Maybe being introduced to some of the many carnival workers, or simply having a fun time all in all. Maybe he wasn't an asshole all the time.

Before Maka could realize it herself, she felt her feet pounding on muddy ground. She felt herself lift up her skirt to run faster and water seep into her slippers. Grinning as the wind tugged at her hair and laugh when she stumbled on a rock. Her mirth-soaked eyes soaked in the lights of the fun house. Grass whipped around her but only the dew that stuck to her legs made her smile widen. She felt like a child putting together a puzzle as she ran up the steps to Soul's home (people found it a bit unnerving to stay in the funhouse for ten minutes, never mind hours).

Black Star watched the scene from his stool. He put the book down in defeat as he laid a thick meaty fist under a broad chin. Eyes trailed Maka's path as she followed a disheartened Soul to the funhouse. A lazy grin slithered up his chin. He looked over to Tsubaki, who also watched the scene in interest. He made a small kissing gesture as he pointed towards the two, and Tsubaki giggled /

Black Star's eyes widened as Soul opened his door and ushered the small woman into the funhouse.