The dance hall was packed with students in every costume imaginable! There were angels, devils, baseball players, football players, magicians, wizards, witches, space aliens, clowns, pirates, vampires and so many more. Maka spotted her father in a poncho and sombrero, Nygus, Azusa, and Lord Death (in their usual attires), Ox dressed as a doctor, Hiro dressed as a knight, and Kilik, Fire, and Thunder dressed as a ninjas (to Black Star's annoyance). As they mingled, Maka's costume got a lot of compliments and Liz and Patti's costumes made a few heads turn. Maka was surprised to see Mifune show up dressed as a daimyo with Angela dressed in her usual attire. Black star went over to clasp hands with Mifune, while Tsubaki gave Angela a great big hug.
"Hey, Maka." said Soul. "I'm gonna play now."
"Oh! Yes, please do!"
Soul strode over to the piano and began playing Toccata and Fugue in D Minor. As he played, Maka noticed Patti place a tarantula on Hiro's shoulder. When he finally noticed it, he gave a loud yelp and began dancing around trying to shake it off as dozens of onlookers laughed. Finally it fell off of him and he tried to stomp it, but it was much too quick and scurried out a window.
"So far, so good…" she thought as Black Star and Kilik began fighting over a tray of pumpkin cookies.
She looked for Marie and Crona, but there was no sign of either of them, nor of Kim and Jackie. Out of the corner of her eye, she noticed a dark shape in the sky. She turned and her heart gave a jolt when she saw what was approaching the city, it was a large dirigible. It had a purple balloon with an enormous grin painted on it and an orange and black car with a large skull at the front. Suddenly a high, clown-like voice boomed from it, alerting everyone.
"GREETINGS, DENIZENS OF DEATH CITY AND HAPPY HALLOWEEN! JOKER HERE, AND SCARECROW TOO! THERE IS NO CAUSE FOR ALARM! WE HAVE COME TO BRING LAUGHTER TO YOUR DISMAL CITY!"
"LAUGHTER…AND FEAR." another voice echoed; an oily and sophisticated voice. "YOU HAVE ALL BEEN CHOSEN TO PARTAKE IN THE GREATEST EXPERIMENT THAT THE WORLD HAS EVER SEEN AND SHOULD FEEL HONORED. PLEASE DON'T TRY TO RUN AWAY…THINGS COULD GET VERY MESSY IF YOU DO."
Thick streams of bright green gas began pouring from the dirigible and fell slowly upon the city like a plague. Slowly but surely, screams and hysterical laughter began erupting from all over the city streets. Lord Death gestured to an enormous mirror hanging on the wall and began monitoring the city. Men and women were scrambling about, trying desperately to get their children indoors as nebulous orange gas began rising from manholes and subway tunnels. Hundreds of pre-Kishins were also prowling the streets and outskirts. Some of them were invading people's homes and chasing them out, while others seemed to be making sure that no one could leave the city. Suddenly, a white, gaunt face appeared in the mirror.
"Hellooo, Lord Death!"
It was a clown in a tacky purple suit and standing next to him was a man in a brown cowl over a burlap jack-o-lantern-like mask, he must have been Crane…or "Scarecrow".
"I know you're watching. How do you like our Halloween surprise so far?" Joker taunted.
"By dawn, every last man, woman, and child outside your precious academy should be infected with either Joker's toxin or mine." Scarecrow declared chillingly. "Feel free to come out and join them."
The dance hall was filled with nervous murmuring and shouts of outrage.
"Or you may stay inside and watch as your once great city tears itself apart from mass madness." Scarecrow added with sinister glee.
"Oh! Oh! I bet some of them will want to fight back! Don't you, Scarecrow?" asked Joker.
"Yes, I have no doubt they will." Scarecrow sneered beneath his mask.
"Stein, ol' buddy! I hope you're watching this! If you are, then don't worry! We're not going anywhere…so get your ass on up here an' stop us! We double dare ya."
As the two madmen cackled, Lord Death deactivated the mirror.
"Everyone!" he announced. "I suggest that anyone who wishes to fight for the safety of our city take a madness suppressant immediately! Azusa, with me! Nygus, with Sid!"
Stein was already armed with Spirit and leaping over the balcony.
"Where are we heading, Stein?" Spirit asked as Stein sprinted away from the academy.
"My lab…" Stein replied through the handkerchief he kept over his nose and mouth. "Remember those rocket-powered shoes I was working on?"
"Yeah, but I thought you said you hadn't properly tested them!"
"You know another way we'll get on that aircraft in time?"
"Not really, no."
Maka had just taken her madness suppressant and was about to head into the streets of Death City to join the others in the fight while Soul was searching for Kid. She spotted Marie pacing nearby. She was in tears and clearly trying to compose herself. Maka was by Marie's side in a heartbeat.
"What's wrong?" she asked.
"I can't…find him…anywhere…" Marie sobbed.
"C'mon." Maka said, taking Marie's hand. "We'll look for him together."
"Thank you, Maka." Marie breathed.
Sid made his way toward a subway station with Nygus (in dagger form) safely sheathed. He was hoping that by following the trails of fear gas, he could find the source and prevent any more from being released. He had some grenades tucked into his pockets for when he found the source.
"Wait, Sid!"
Kim and Jacqueline were rushing to catch up with him.
"What are you two doing?"
"Please let us come with you!" Kim implored. "We took our suppressants!"
"Not a chance." Sid replied coldly.
"Sid, we may need all the help we can get." Nygus insisted.
Sid contemplated for a moment.
"Okay, go find one more meister to help and then catch up to us." he ordered.
The girls nodded and dashed toward the center of the city, where most of the action was. As they ran, they passed dozens of half-crazed citizens who were clawing and trampling each other, scared out of their minds while dozens more were dancing around, tipping buses, throwing things, and laughing like maniacs the whole time. They found Kilik engaging two pre-Kishins, one with a large sword and moldy gauze covering its head and one clad in black leather and dangling chins. Jackie transformed and Kim shot a thick stream of flame, roasting the leather-clad one, while Kilik crushed the sword-wielding one's head, producing a spout of dark green goo.
"Kilik, c'mon!" Kim called. "Sid needs our help."
They raced down the subway tunnels and into Death City's lower levels where Sid had just finished offing four pre-Kishins.
"We're going deep beneath the city," said Sid. "That seems to be where this damned gas is coming from. I don't know what's waiting for us down there, so you two had better be ready."
The two young meisters nodded and followed Sid through an opening in the wall. One by one, they descended into some long forgotten catacombs underneath the city.
Stein rocketed up buildings and across rooftops, laughing in delight.
"I should have come up with this years ago!" He cried.
"You're nuts, Stein!" Spirit raved. "You'll always be nuts! But that's just fine!"
"Heh! You're too kind!"
As he was approaching the dirigible, he made one last rocket-powered leap and crashed right through one of the side windows.
"You made it, buddy!" Joker squealed. "I'm so thrilled." he rasped, his voice instantly turning more menacing.
"We'll see how you feel after I've dissected you." Stein growled. "You too, Crane. This ends tonight."
The two madmen only laughed.
"Something you find amusing?" Stein asked.
"Oh, we just love it when the good guys think they can be badasses." Joker taunted.
"Bad…or good…I'm still gonna eviscerate you!"
"Will you really? Well, we'll see…" Joker sneered.
At that instant, Scarecrow transformed into an orange and black scythe with a slightly serrated blade and Joker caught him.
"Let's go! Soul Resonance!" They shouted in unison.
Every window in the car shattered as black-red energy bolts began dancing around Joker.
"WITCH-HUNTER!" Stein roared, sending an azure wave of energy from Spirit's blade.
"JESTER-HUNTER!" Joker shrieked, sending a wave of neon-green energy from Scarecrow's blade.
The two energy waves clashed in the center of the car, creating a deep crack in the floor. Slowly, the car was splitting apart. Stein activated the rocket shoes and took flight through the opening he made.
"Oh no, ya don't!"
Joker grabbed a hold of Stein's ankle with his free hand. Stein twisted and thrashed, trying to shake him off and the two of them landed on the balloon. Stein slipped of the heavy rocket-shoes and sprung to his feet to parry a series of quick slashes from Joker. He attempted a few slashes of his own, but Joker bended, flexed, and flipped away from them. He then jabbed the bottom of Crane's hilt into Stein's kidney. Joker's fighting style was highly unorthodox, and therefore unpredictable. Joker dashed forward and made a few spinning-strikes, which Stein countered and parried, scoring a few deep cuts in Joker's chest. Then Joker did something Stein wasn't expecting; he slammed his palm into Stein's face and discharged his wavelength into him. Stein fell back, groaning in agony. His glasses were shattered and his head felt like it could split open at any moment.