Author Note: I've decided to re-write by Ace Lightning story. Still following the plot of my old story, just several changes made and also new characters, including Thunderfoot (my version) and Shockwave. Please enjoy this story.

Do right and fear not!

Prologue

The Sixth Dimension is home to the Lightning Knights: Sparx, Random Virus, Shockwave, Thunderfoot and Ace Lightning. These superheroes are guardians of the Sixth Dimension and the Amulet of Zoar, a triangular artefact that hides great and unbelievable powers. The evil Lord Fear wishes to use the Amulet of Zoar to conquer the Sixth Dimension and also all the other dimensions. Ace Lightning will not let this megalomaniac get away with his fiendish plan, so he destroys the amulet, splitting it into pieces. Lord Fear and his gang of villains fled to the Carnival of Doom, a weird world born of Lord Fear's twisted and so called imagination. Ace, along with his Lightning Knights, wandered into the carnival and split up to search for the amulet fragments. If Ace managed to fully remake the Amulet of Zoar, he would have enough power to defeat Lord Fear and trap him in prison of the Sixth Dimension, forever. Can Ace Lightning win the battle, or will Lord Fear be successful and rule the universe? Find out below in…

ACE LIGHTNING AND THE CARNIVAL OF DOOM

Chapter 1: Into the Carnival of Doom

Ace Lightning, foremost of the Lightning Knights, burst through the dark abyss of clouds and landed swiftly at the entrance of the Carnival of Doom; the headquarters of Lord Fear. Ace was a tall muscular man in his mid-30s. He had a mock of blonde hair and blue eyes. He wore dark clothes with blue water proof trousers and large black boots which he could use to jump high.

"Here I am, at the Carnival of Doom" said Ace, taking out his Lightning Lance, a hi-tech lance that could generate lightning bolts.

Ace slowly entered the carnival's spooky midway. Several carnival booths, made of red and white tents, contained different games, including Drown the Clown, Balloon Drop and Flaming Ring Toss.

"Something tells me Lord Fear's got a bad taste of style" said Ace.

"Late as usual…" said a voice, which made Ace jump 20 feet into the air with fright.

Standing behind Ace was a small yellow slug like creature. It had dinosaur like hands and feet, one foot was coated in metal. A strange computer contraption was attached to its right arm. In his left arm was some sort of purple and green pickaxe, the blade shaped as a lightning bolt. He had green spikes running down his back and a strange fish like tail poking out of his backside.

"Thunderfoot?" cried Ace "What are you doing here? I told you to stay at the Thunder Tower!".

Thunderfoot laughed at Ace. "Do you expect me to let you and the others have all the fun?" the Lightning Cadet laughed "Shockwave, Sparx and Random all went to different areas to look for amulet pieces, but none of them have responded to my communicator". Ace looked curious and worried.

"We have to find them and reassemble the amulet" said Ace determinedly "But then again, we don't have any amulet pieces".

"Don't we?" asked Thunderfoot. Ace cocked his head. Thunderfoot smiled and opened a slot in his computer contraption. Thunderfoot pulled out a piece of the Amulet!

"A piece of the amulet!" bellowed Ace with shock. "Yep! I found this in one of the ticket booths…talk about luck!" said Thunderfoot, handing the fragment over to Ace.

"Great! One piece down…who knows how many more to go!" said Ace triumphantly.

"Six" said Thunderfoot simply. "What?" asked Ace suddenly. Thunderfoot typed in some numbers on his computer and a holographic map of the carnival appeared. Six flashing lights were visible on the map.

"This indicates that four amulet pieces are in the surrounding attractions and two are hidden in Haunted House!" explained Thunderfoot.

"Super, let's go!" said Ace and the two superheroes pressed on.

High above the two Lightning Knights was a shadowed creature, flying in the sky watching their every footstep. With small bat wings, the creature hovered; its eyes catching sight of the amulet piece in Ace's hand. It then laughed evilly.

"Hehehehehe! Bingo!" cackled the creature.

The creature flew lower and swooped under a flickering lamppost, revealing his form. The creature turned out to be Dirty Rat, Lord Fear's sneaky flying spy.

He was a small fat brown rat with bat wings. He wore a clown costume: A spotted shirt, clown shoes, black tie, red clown nose and a green hat. He had sharp teeth sticking out of his mouth and filthy ears. Dirty Rat flew past the knights without notice and headed for the large towering structure at the back of the carnival, known as the Haunted House. Dirty Rat passed through several doors, down many hallways and entered pure darkness.

"Now which way was it to the basement?" said Dirty Rat, glancing around.

He then saw a strange light floating in the darkness, and the outline of a floating candelabra appeared. The candelabra led the rodent through the darkness to a door, where some eerie music was playing. Dirty Rat pushed open the door.

The room beyond was large; the walls and ceiling made of black stones all crammed up together. The floor was chequered in black and yellow and many torches with blue flames flickering. At the back of the room was a small organ, and sitting at it was a skeletal man, dressed in blue clothes, playing a spooky tune. This was Lord Fear. Beside him was a bizarre staff. It resembled a fat toad with large purple bat wings, red eyes and a orb on top of it's head. It had small arms and legs and a long stick poking out of it's backside. This was Staff Head.

"Boss! Boss! We've got company!" shouted the rat, but Lord Fear couldn't hear over the loud organ. Staff Head hopped over to Dirty Rat.

"My lordship does not wish to be disturbed…and you disturbing!" said Staff Head.

"Save it stick! I've got to talk to Lord Fear, Ace Lightning is here!" snapped Dirty Rat.

Lord Fear immediately stopped playing the organ and swung round to stare at his flying rodent minion.

"Ace Lightning has arrived! Perfect!" said Fear, standing up and grabbing Staff Head "Let's get this party started!". Lord Fear walked out of the room, cackling evilly.

Back outside, Ace and Thunderfoot were drawing near the Haunted House. They were suddenly surprised by a loud snorting noise. Ace and Thunderfoot looked up onto a booth to see a humanoid pig looking back down at them. The pig had a large fat head with red eyes and tusks. It wore a red and yellow striped shirt and blue stitched trousers.

"Pigface hungry! This time, Pigface eat you!" said the pig.

"Just you try it porky!" challenged Ace. Pigface squealed with anger.

"No more jokes! This will be your last course!" shouted Pigface and got ready to lunge at Ace.

"That's funny, I was thinking the same thing about you" laughed Ace and raised his arms. Pigface jumped. Ace's wrists were suddenly engulfed by a flash of blue light and blue lightning bolts streaked across the sky and hit Pigface; lightning surging throughout the pig. Within seconds Pigface vanished in a flash of light.

"Ha!" said Ace triumphantly.

"Ace Lightning. I must say, this is an unexpected pleasure!" said Lord Fear, as he came from the Haunted House. Ace turned to face his enemy.

"I told you this wasn't over Lord Fear! Now cough up the rest of the Amulet!" shouted Ace.

"Fool! The amulet pieces are scattered across this dangerous world which I call the Carnival of Doom. You couldn't find one piece even if you tried" laughed Fear.

"Yuck it up gruesome! Do you want me to do the same to you, as I just did to Pigface!" snarled Ace.

"Pigface is one of my weakest minions, but I have thousands more, waiting in the wings for my command!" said Fear.

"You asked for it!" said Ace and launch a volley of lightning bolts at Fear, who blocked them all with his staff. Ace then charged at Fear and headbutted him to the ground. He was about the punch Fear when he was sent flying by an explosion. Ace fell to the dead grass and looked up. Standing over him was a woman, dressed in a weird costume with spider-like hair. In her hand was a floating ball that resembled a crystal ball. "Lady Illusion…" whispered Ace. "Hello Ace" said Lady Illusion, looking beautiful with the way her smile was. She dropped the crystal ball on Ace, causing another explosion. Lord Fear slowly rose and walked up to Lady Illusion.

"Good work Snookums…that should keep asleep for a while" said Lord Fear.

"Indeed my lord" agreed Lady Illusion, staring down at the fallen hero.

"Hey you can't do that!" said Thunderfoot and ran at Fear screaming. Fear rolled his eyes and fired a green plasma blast at Thunderfoot. It hit Thunderfoot in the head, knocking him out cold.

"Nice shot my loyal staff!" said Lord Fear. "Thankyou my lord. Hehehehe!" giggled Staff Head.

"Rat! Tell Anvil to dispose of these knights…" said Fear and he and Lady Illusion left. Anvil, a muscular humanoid rhino, with an iron anvil attached to his arm appeared and picked up Ace and Thunderfoot. He simply took them to a dumpster and tossed them inside, slamming the lid down.

Not a very good start for the Lightning Knights…

Please, please, please, please, please, please, please…PLEASE REVIEW! I'M DESPERATE! I just want as least ten reviews on one lousy fanfiction! Please…I beg of you!