XxInsaneDreamerxX here!
This is a little something I dreamed up one night.

( Legal note: I own nothing! Don't sue me! Millie the Cat belongs to Vaporion79 - go read her stories! )

On with the show! Enjoy the story!


Night had fallen fast, as if either of the two hedgehogs noticed.

The stars twinkled high above in the sky. The grass, thanks to a brief mist of evening rain, had countless dew drops which softly reflected the colorful lights of the circus.

Oh, the circus. It was neither of their intentions to go. The circus, as the two of them decided over lunch earlier that day, was for weaning pups and their mothers. Not for grown hedgehogs like them. Nope. No sir.

And yet... Here they were.

"Alright! No holdin' back! You're goin' down this time!" Sonic cracked a grin. After popping his neck and shoulder, he threw a ball, aiming for a bullseye. Sonic didn't want to admit it, but that powder blue bear stuffed animal had been calling his name all day. Almost every single game booth had the stupidly cute thing! He just had to have it.

Whoosh!

The ball sailed harmlessly into the darkness, the bullseye safe and still standing proud. A few children passing by giggled at the blue hedgehog.

"I...missed?" Sonic gawked, his shoulders slumped. "Man..." He frantically fished around for more money, but he was broke. "No way..!" Disappointed, Sonic rested his hands on the back of his head and spun on his heels to face his companion. A sheepish grin replaced that radiant, confident one from earlier.

"Guess I lost- ..huh?" Sonic's eyes widened.

Shadow stood not too far from Sonic, one eye closed and with two ice cream cones held in one hand. And...there was a powder blue bear toy under the other arm!

Sonic was speechless. His emerald eyes must've given him away because Shadow was smirking devilishly.

"What, so you don't want ice cream, then? I thought this was your favorite flavor..." Shadow mocked playfully. Then, as a deliberate afterthought, he casually glanced down at the prized toy under his arm.

"Oh..This thing? I figured someone like you would appreciate it, so I won one while you were making a fool out of yourself." Shadow's eyes softened while he spoke.

"Catch." He said simply, tossing the toy into the air.

Sonic stumbled forward, nearly tripping as he caught the toy.

"Shadow, you...?"

"What, noticed you were ogling that silly toy all night?" A dark, smooth chuckle rolled out of Shadow and he shook his head slowly.

"-!" Shadow nearly lost his grip on the icecream when Sonic cheered at the top of his lungs, earning startled stares from the other circus goers.

Sonic zipped around the area, kicking up grass, litter, and leaving a trail of blue as he went. The blue hedgehog back flipped high into the air, grinning like a maniac, but lost his footing when he landed.

"Whooa-!" Sonic flailed his arms rapidly, sending the blue bear into the air as he fell over.

But, rather than falling flat on his back on the ground, he found himself in the arms of Shadow. The free falling stuffed animal was caught by the ebony hedgehog and was handed back to Sonic.

"I'm glad you like it, but you should be more careful." Shadow said and helped Sonic up on his feet.

"Here." Shadow placed the icecream cone in Sonic's hand.

...

The two passed by brightly colored game stands. The night was pleasantly chilly with an occasional gentle breeze blowing through the treetops. Mobians dressed as clowns were performing delightful tricks for children of all ages. The sounds of laughter and cheerful chatter were all around. Different colored lights bathed the scene in happy hues. Balloons of all colors gently sailed through the night sky. The two hedgehogs walked side by side.

"Heh, thanks Shads..." Sonic spoke very quietly, finally breaking the comfortable silence and stared up at the drifting balloons as they walked. "I... uh...really mean it. Th-thanks. It's just.. you didn't have to...I m-mean.. It's not like..." He stammered and stuttered, feeling a sudden rush of nervousness turn his mind to mush.

"Hm?" Shadow watched Sonic carefully, "That tone doesn't suit you.." Shadow dabbed Sonic's nose with his half eaten icecream, which caused the blue hedgehog to yelp. "Someone like you should always be happy." Shadow teased, smirking once again.

"H-hey! I'm happy! Ah forget it!" Sonic exclaimed, grinning. "Geeze, remind me to never thank ya for anything ever again!"

Shadow snickered and leaned in close, catching a blushing red Sonic off guard, and licked the dab of icecream off his nose. He lingered there for a moment too long, locking eye contact with the other. Sonic felt a sudden wave of heat travel from the tip of his quills to the bottom of his feet.

"You're welcome." Shadow stated bluntly and walked off at his own leisurely pace, leaving a stunned Sonic to realize that he was being left behind.

"Ehhh?! Hey! Wait up!" Sonic jogged after Shadow, smiling wide.


The sea of smiling faces were perfectly still, unmoving, unblinking, utterly silent. Eyes that once twinkled now were nothing more than a living portrait. All ages were present in the strange menagerie. Old and young.

Bright streamers, sparkling confetti, balloons, performers, airborne dust, everything was frozen, as if time had stopped.

A shadow weaved through the frozen audience. It moved slowly, casting a dark shadow over all it slithered past.

It paused.

Like a black shawl, the formless entity draped itself over the shoulders of a married couple.

"Curious, this 'love' thing is."

A soulless voice spoke aloud. A black tendril caressed the chin of the frozen wife, whose arm was around her grinning child.

"A terrible word. A sickening, crippling concept. I cannot fathom how a mortal's heart could endure such a thing...this... 'Love'."

The last word dripped with loathing.

"And yet, with it, one could find the strength to overcome any obstacle.

Any at all.

The world could be their enemy, but so long as love was in the equation, they would surely find a way to be triumphant.

However.."

The shadow began to slowly drift upward into the air, defying all physics.

"This little nuisance, this 'love', is not unlike any ordinary weed. All one has to do is nip it at its roots, and watch as the plant withers and dies.

...

It is a transcendent idea, to be loveless when you take your last breath."

The closer the shadow drifted toward the center of the magnificent red and white striped circus tent, the faster the shadow began to materialize into a solid figure.

Jagged crystalline quills, piercing green reptilian eyes...

The very air around the dark hedgehog rippled for a brief moment, as if reality itself quaked in fear of his presence. A chaos emerald manifested from thin air and dropped into the waiting palm of Mephiles.

Mephiles slowly looked over his unwilling audience, then raised his arms and cackled, "Consider this your formal invitation to your final performance, Oh 'Ultimate Lifeform'.." His cackling grew borderline hysterical, "Come now, Shadow. Let me see how beautiful you look when you suffer. Die alone. Die..." The air around him swirled in a flurry of dark, crackling energy. Mephiles extended the hand that held the emerald high above his head, and then bellowed, "... without love!"

A ball of pulsating energy gathered at incredible speeds in the palm of Mephiles' hand, then a wave of the black crackling energy rushed out, casting everything and everyone in a veil of darkness.


Brilliant explosions of color raced across the sky, momentarily staining both clouds and stars with bright colors before shimmering out of existence.

The onlookers down below gasped and clapped as the fireworks continued to dazzle everyone outside. It was the finale of the night, just before the circus closed. Two hedgehogs were sitting on a grassy hill a little ways from the rest of the crowd.

The stuffed animal Shadow had won earlier for Sonic was bathed in a light green as a firework above head exploded. Sonic slowly turned it in his hands, admiring the cute toy.

"You're missing it."

Sonic blinked and snapped out of his deep thoughts.

"Eh?" Sonic stared at Shadow, silently wondering how long he had been lost in his daydreams.

"The fireworks?" Shadow explained to his delirious friend, pointing up, "Remember? You wanted to watch them instead of seeing the final show at the big tent?" He shook his head slowly, "You really are impossible sometimes, you know that?" The ebony hedgehog gently teased.

Sonic rubbed the back of his head, "Yeah yeah, sorry. I won't space out again." The blue hedgehog laughed and fell back onto the cool grass. "Man, today sure was fun. Wouldn't it be wicked cool if we could do this every day!" He grinned wide.

"Hm." Shadow grunted quietly.

A particularly large barrage of vivid red fireworks went off above and everything turned red.

Sonic watched his companion with a growing mixture of concern and curiosity. "Hey Shads, did I say somethin' wrong? You've been quiet since we sat down."

Shadow was completely still as he spoke, "I agree."

A puzzled Sonic sat up. "..?"

"I wish we could do this every day." Shadow continued, his voice made it difficult to detect any real emotion. "-To be with you every day, Sonic." Shadow slowly looked to the blue hedgehog sitting beside him.

By now the vivid, red bouquet of fireworks above them were fading away. Since everything was bathed in red, no one, not even Shadow, could notice the red blush on Sonic's muzzle.

"R-really...?" Sonic hardly noticed that he was clutching the toy blue bear rather hard. Was that really his heartbeat thudding against his chest? It was so loud... Sonic managed a smile, rather than sitting there staring at the ebony hog with his mouth hanging open in surprise. "Heh, I dunno what to say, Shads-"

"Then don't." Shadow insisted, having a subtle kindness in his tone.

The two watched each other for a blissful moment, but something was nagging at Sonic.. Something wasn't right.

Silence...

Why was it so...silent?

Sonic looked past Shadow, his eyes focused on the sky.

"Wha..?!" Sonic yelped and jumped to his feet. "The fireworks?"

Shadow looked all around and sure enough, he too realized something was off. Everything was at a standstill, as if time had froze. All of the brilliant fireworks were completely still, the leaves that had been caught in a gentle breeze were now paused in mid-air. It appeared like everything was holding its breath.

"Damnit..." Shadow cursed quietly. If only he hadn't allowed himself to get distracted, he would have noticed the strange occurrence sooner.

He too hopped to his feet and analyzed the situation.

"Chaos Energy?" Shadow muttered, plucking a dead leaf from midair and examined it.

A scream caused both hedgehogs to clench their fists and whirl around to face the direction of the scream.

"Someone's in trouble!" Sonic shouted and sped off, leaving a trail of blue behind.

The circus blurred by Sonic as he rapidly approached the area where the scream had come from. He stopped on a dime and grit his teeth at what he saw. A young female cat with pale blue fur was on the ground, her bright crystal blue eyes wide with shock. Her long lilac hair was splayed out underneath her and her lilac tipped tail was loosely curled around her leg. Surrounding her were four lanky, taller than average, black as night hedgehogs with various buckles and leather straps all over their inky bodies. The creatures were like shadows. Sonic could see through their murky torsos and limbs.

"Stay back! Or you'll be sorry!" The cat threatened, trying her best not to be afraid. Her dark blue pleated skirt, white button-up blouse, and pale grey leg warmers were stained with dirt and grass.

"Up here, creeps!" Sonic's voice suddenly called out from above head. All of the lanky shadowhogs, as well as the cat girl, looked up to see Sonic sailing through the air towards them.

"Get ready for one major headache!" Sonic grinned, curled up, and crashed into each and every one of the creatures with Spin Attack. The creatures writhed and disappeared into wisps of black smoke.

Sonic landed effortlessly next to the girl and kneeled down beside her.

"It's alright, I won't let anyone hurt you. Are you ok? What's your name?" Sonic asked with concern, quickly looking over her body for any major injuries.

The cat shook her head and with the help of Sonic, stood up.

"My name is Millie.. Those..those things..caught me off guard! The nerve!" Millie's eyes widened, "Oh! More of them!"

"Whoa!" Sonic spun around and gasped. One of the ink black hedgehogs was nearly nose to nose with Sonic, its lanky, clawed arm high in the air ready to strike. It had no eyes, no mouth, just a blank slate.

"Chaos Spear!"

A bright flash of light caused both Sonic and Millie to flinch and cover their eyes. When the light faded, Shadow slowly approached the two with his hand still outstretched.

"Hmph. Leave a few for me, at least." Shadow eyed Sonic, then turned to Millie and nodded. "You can walk, right? Sonic and I will make sure you get out of here safely. Now go." He gestured with his head to the nearby hill, "The exit is that way. Don't hesitate, just run. We will be fine."

Millie frowned. "But-"

Sonic shook his head and gave Millie a thumbs up. "Don't worry, Millie! You can trust me an' Shadow! We got this!"

The girl nodded, "Alright, but be careful..I mean it!" She ran up the hill, glancing over her shoulder one last time at the two before she disappeared over the hill toward the exit.

"Seems like the entire circus is overrun with those creatures.. This should be fun." Shadow crossed his arms and smirked. The two hedgehogs exchanged glances and nodded, speeding off in separate directions toward the monsters.

Black and blue weaved past game booths, food stalls, and rides, fighting the overwhelming amount of the attacking lanky creatures.

"Where'd everyone go? I don't see anyone else but those tall creeps." Sonic said after finishing off a group of the leather bound creatures. He leapt high into the air and raced up the length of a wooden roller coaster.

It was hard to see anything from the top. All the lights of the circus were off, enveloping the entire place in an unsettling darkness and silence.

"Wonder what's causin' all this.. Better see how ol' Shads is holdin'-agh!" Sonic's entire field of vision turned into bright white as a searing pain burned through his body. He sucked in a sharp breath of air, and in his daze he tried to spin around to defend himself against whatever had attacked him. As the ground rushed up to him, Sonic realized that he was now falling fast.

"Ugh..!" He managed to grab onto one of the roller coaster's wooden support beams. The frantic scraping of claws caught Sonic's attention and he looked up in time to see dozens of the lanky hedgehog creatures rushing at him, claws gleaming.

"Sorry guys, no time for autographs!" Sonic released his grip and freefalled, bouncing and springing off of the support beams gracefully as he raced down toward the ground. He winced and clutched his wounded side. Wounded or not, this was no time for the Blue Blur to slow down. That just wasn't his style.

Meanwhile, Shadow carefully maneuvered around his enemies, tactfully attacking the creatures with his Chaos powers and hand to hand combat.

"They just keep coming, don't they?" Shadow grumbled to himself, sliding to a stop. Movement in the near distance caught Shadow's attention. As he dived and spun around his enemies, his eyes widened when he realized that Sonic was being overwhelmed.

"He's being careless.." Shadow growled. This was no time to let his concern cloud his better judgment. He timed his next attack perfectly so he could bounce off his enemy and get a decent head start towards his companion. The creatures lashed out their arms, which extended and turned into a flurry of black inky tendrils. They wrapped snugly around Shadow's arms, legs and neck and slammed him harshly to the ground.

Shadow grunted and watched the creatures with one eye closed.

"Tsk, is that the best you can do?" He taunted and struggled against the tendrils, testing their strength.

Sonic yelped in surprise when a few of the creatures phased right through the wooden beams nearest to him. That same blinding white engulfed him as a pain more intense than before wracked his body. A small whine escaped Sonic's mouth. With eyes shut tight, Sonic crashed into one wooden beam after another before he finally fell a small distance and landed with a dull thud against the ground.

"..Ngh..." Sonic groaned, half of his face pressed against the dew kissed grass. His vision blurred. Slowly the blue hedgehog's body began to sink into his own shadow. Too hurt to move and too dazed to truly understand what was going on, Sonic closed his eyes and slipped into blissful unconsciousness.

"Sonic!" Shadow yelled, then baring his fangs he growled, "Chaos Control!" and teleported out of the tendrils' grip. Shadow closed the gap between he and Sonic at a rapid pace. The ebony hedgehog reached out to pull Sonic out of the rippling shadow, but a sudden blast of chaotic energy exploded outward. It sent Shadow flying back a great distance. He crashed through a game stand and eventually tumbled to a rough stop. Crackling energy coursed up and down his body, paralyzing his muscles.

Such strength. He had never encountered such strength before.

Shadow's mind screamed at himself to move, to twitch, to do anything. Sonic was in trouble, and it was all up to him to save him. He couldn't fail.

Shadow struggled to keep his eyes open, but his eyelids grew too heavy to keep open.

As darkness overcame him, Shadow could have sworn that he could hear nearly-whisper quiet, out of tune circus music playing all around him.


*To be continued in the next chapter...
(Please review! I greatly appreciate any comments!)