Author's Note: Sparx is about to make a comeback and you shall find out more things about Shockwave. Plus: A new badguy (No, it is not Kilobyte or Rotgut!).

Chapter 4: New Arrivals and Lady Illusion's Lair

Black thunderclouds circled above the Haunted House and thunder rumbled in the distance. In the organ room, Lord Fear throttled the visible Dirty Rat. Dirty Rat had managed to re-animate his body and flew back to the Haunted House.
"You failed me you rotten rat!" shouted Lord Fear, strangling the rat.

"Don't blame me! Ace Lightning was to hard to defeat!" moaned Dirty Rat.

"You probably did not even try to defeat him!" snapped Staff Head.

Just then, Pigface came running into the room grinning.

"Lord Fear, Pigface find Amulet piecey!" squealed Pigface.

"What?" cried Lord Fear, dropping Dirty Rat.

Pigface waddled up to Lord Fear and handed him the amulet piece. It shone dimly, the candlelight visible on the surface of the purple jewel, built into the fragment. Lord Fear laughed evilly.

"Hahahaha! Now that we have two amulet pieces, we can now summon forth a new villain that will shut down Ace Lightning, once and for all time!" laughed Lord Fear and he connected the two amulet pieces he had. Purple sparks flew from the connected fragments and a large purple portal appeared in the centre of the room. Lord Fear and Staff Head looked on as a dark creature crawled out of the portal, which closed quickly.

The new creature that stood before Lord Fear, was a cross between a lion and a black dragon. The lion head was a large with glowing crimson eyes and a long golden mane, which looked like it was made of intense flames. His fur was pitch black and long fangs hung from his mouth. The back half of the beast was reptilian; a frill of green spikes poked out of the back and he had a long whip like tail. Giant hands and legs the size of tree trunks dug into the stone floor. Drool dripped from the monster's mouth. Fear could see that this beast was full of malice and hunger.

"Welcome to the Carnival of Doom" greeted Lord Fear to the beast.

"I am Thrasher, Beast of Malice!" growled the hybrid "I thank thee of freeing me from Dimension Three…there was no fresh meat to gnaw on!".

"Well, there is plenty of fresh meat to eat here" said Lord Fear.

Pigface flinched with horror. No way was this kitty cat going to eat him.

"Hmmhmmhmm!" laughed Thrasher "I smell the scent of superheroes in the air. I shall tare them to pieces!"

"Excellent, I shall accompany you" said Lord Fear.

"Fine" replied Thrasher.

Outside, Ace, Thunderfoot and Shockwave walked through the spooky carnival midway. Shockwave had blown his body up and was replaced with his true form. He was a tall muscular human with long blonde hair. He had a grim face with glowing sapphire eyes. He wore a long red and purple cloak which hid a large armoured chestplate. He had large legs that were covered with black trousers. He had metal boots. In his hand was an electric whip, made completely out of lightning, except for the steel handle.

"We have two amulet fragments, and five fragments left to find…" said Thunderfoot.

"What is your point?" questioned Shockwave.

"None of your concern, flat face!" shouted Thunderfoot.

"Knock it off you two! I suggest we find Sparx and then locate Random" said Ace.

"Yeah, after all, Random is my cousin!" replied Shockwave.

"So your eye is gonna suddenly turn red and you're gonna start calling everybody a weakling" joked Thunderfoot.

"Shut it Thunderfoot!" snarled Shockwave.

"Guys! I said shut up!" shouted Ace, turning around to face his comrades. Thunderfoot and Shockwave looked at Ace with surprise.

"Look, we need to find Sparx and Random, retrieve the Amulet pieces and capture Lord Fear!" said Ace angrily.

"Okay" said Thunderfoot sadly "I'm sorry!".

"Hey, look over there!" exclaimed Shockwave. Ace and Thunderfoot ran up to Shockwave, who was staring down a gap between two carnival booths.

Down a small passage was what looked like a dim shadowed water fountain. Ace, Shockwave and Thunderfoot exchanged looks and walked down the passage. They found themselves at some great wrought iron gates. Ace blasted the locked gates apart with a full powered lightning bolt and the three stepped into an actually harmless site. In front of them was a beautiful garden, the sky replaced with a pink glow and not a single black cloud in sight. A small white water fountain stood in the centre of the garden, water sprinkling from the top into the bottom pool. The thing that caught Ace's eye was a large crooked house on top of a hill. The house was striped pink and purple in colour, with its roof a deep purple, the chimney zigzagging upwards into the sky, green puffs of smoke rising from it. The windows were obviously glass and their frames were made of giant candy canes. The front door was blue, but was horizontal. The gates to the house were giant candy canes strapped together by giant sugar cubes.

"Who lives here? The tooth fairy?" asked Ace.

"I'm guessing Lady Illusion" said Shockwave.

"Why would you say that?" cried Thunderfoot.

"Because it says on the gates: House of Illusion" said Shockwave, pointing at the gates.

"Oh, well let's go and pay Lady Illusion a visit!" said Ace and went and decided to do a limbo under the gates. Thunderfoot and Shockwave followed, but there was a loud crack from Shockwave's back.

Up at the House of Illusion, Lady Illusion stared at the approaching heroes. He stiff lips curved into a crafty smile.

"Hmmm…It appears Ace and his friends are coming to view my illusions…" she said.

She turned around to face some shadowed creatures, each with eight red eyes.

"Get the servants ready, Ace Lightning will soon be here, and then he shall finally be mine! Muhahahaha!" laughed Lady Illusion. The giant creatures scuttled away and Lady Illusion morphed out.

Ace approached the front door and knocked on it with the Lightning Lance. The door opened to a gap and an elderly man with grey hair and shadowed eyes appeared. He was dressed in a butler suit with a red bow tie. He looked awfully like a vampire.

"Yes?" asked the man.

"Er, hello, I am here to see Lady Illusion…" lied Ace, looking shifty.

"Ah! You must be Ace Lightning, my mistress is waiting for you! Please, come in!" said the man and opened the door fully.

Ace turned to Thunderfoot and Shockwave. "Come on!" said Ace.

"I'll stay out here and see if Sparx appears" said Shockwave.

"Fine" replied Ace and he followed the man inside the house, followed by Thunderfoot.

The house was full of giant fake lollypops and floating white and pink platforms. The butler led the two Lightning Knights through several doorways. Thunderfoot noticed a tall brown wardrobe in one room, and he was sure he had seen a tongue poking out of its doors…

"Excuse me, sir?" spoke Ace.

"Please Mr. Lightning, call me Ramsley" replied the butler, not looking back.

"Okay, Ramsley. Where exactly is Lady Illusion?" asked Ace.

"She is up in her chamber, feeding her…pets" chuckled Ramsley.

"Uh-huh…" said Thunderfoot suspiciously.

The three then entered a large room, with a giant pool of acid in the centre. A single plank of wood was placed across the pool.

"What in the world!" cried Thunderfoot.

A small black spider suddenly scuttled over the wooden floor. Ramsley shrieked as the spider crawled up his arm and jabbed him with it's two red fangs. Ramsley threw back his head and groaned with pain as the bite hit home. The spider fled and Ace and Thunderfoot backed off. Ramsley groaned and shrieked, he body thrusting about as if he was having a fit. He hands suddenly exploded and were replaced by long red and black spikes. Two similar spikes ripped out of his back and hung over his head. Ramsley stopped groaning and stood as still as a statue.

"Er, Ramsley…are you alright?" whimpered Thunderfoot.

Ramsley turned around, his eyes now glowing red, and two fangs poked out of his mouth.

"I am fine! Now I am ready to feast on your flesh and blood!" cackled Ramsley and sprang up into the air like a giant grasshopper. Ace gasped as Ramsley flew down and tackled him to the ground.

"Muhahaha! I want to suck your blood!" declared Ramsley.

"You're a pain in the neck!" snarled Ace and blasted the butler with a lightning bolt. Thunderfoot leapt forward and sliced his axe right through Ramsley's neck, the butler's head went flying across the room. A pool of blood spouted out of the butler's dead body.

"Phew, that was a horrible experience!" shouted Thunderfoot.

"Let's find Lady Illusion!" said Ace.

The two Lightning Knights managed to cross the acid pool using the plank of wood. They travelled across the twisted and wacky funhouse, blasting all things, either human, arachnid or mutant furniture, that came their way. After climbing a large flight of floors, Ace and Thunderfoot came to a large door.

"This must be Lady Illusion's room" said Ace "Be ready Thunderfoot".

Ace pushed open the door and a blast of light blinded their eyes. The light faded and Ace and Thunderfoot found them in a large white room. The floor was wooden and the ceiling was not visible. The white walls were flooded by swirling patterns and multicoloured splodges. There were eight white and pink platforms floating in midair. In the middle of the room of a leviathan of a crystal ball. Within the crystal ball was an Amulet fragment.

"There is an Amulet piece!" shouted Thunderfoot. Ace was more interested in the room.

"This room needs redecorating" sighed Ace.

"Thanks for the advise, Lightning" said a female voice.

Ace and Thunderfoot looked up to a platform in a corner of the room. There stood the beautiful Lady Illusion, a bomb in her palm.

"Lady Illusion!" cried Ace.

"Yours truly" said Lady Illusion "Welcome to my house of illusions".

"Enough chat, hand over that piece of the amulet!" commanded Ace.

"I don't think so loverboy!" hissed Lady Illusion and tossed the bomb at Ace, sending him flying across the floor.

"You'll never get my piece of the Amulet, Ace…never…!" shouted Lady Illusion and laughed evilly.

Ace stood up, his face mixed with fury and confusion. He fired a lightning bolt from his wrist cannon and it just missed Lady Illusion. She smirked and threw another crystal ball at Ace. It him in the chest. She threw two more crystal balls at Ace; one hitting his chest again and the second getting him in the privates. Ace fell to his knees. Thunderfoot swung his axe with such force, he let go of it and spun across the room and it hacked into a wall. Ace fired another lightning bolt and Lady Illusion was hit and knocked to her knees. She then slowly stood up and looked as if she had not been damaged at all.

"So tough Ace, picking on such an innocent little girl!" shrieked Lady Illusion.

"Innocent girl? Ha, you call yourself innocent! I bet you…much to my regrets…wiped out Sparx and sent her back to the Sixth Dimension!" snapped Ace, now fully standing.

"You are half right Ace, Sparx is back where she belongs, but I didn't defeat her" said Lady Illusion.

"Who did then?" shouted Ace.

"My pets did. Come out my dainties" said Lady Illusion.

There was a loud scuttling noise from above and down from the black ceiling fell four giant spiders. Each one was identical; black in colour with red stripes and spot scattered around their bodies. They had fat heads, dotted with eight red eyes. Their faces also featured a large evil grin and a brown cowboy hat. Their legs were the length of six canoes.

"Feeding time!" laughed Lady Illusion and the giant spiders crawled forward toward Ace.

Ace reached for the Lightning Lance and slashed it at the spider. It shrieked with pain as the surging lightning ripped apart it's face. It fell over backwards and crushed another spider's head. More spiders appeared behind Ace, who ran to the over side of the room to avoid them. The spiders just scuttled towards him, each wanting to eat a limb of the Lightning Knight. Ace was not having any of it. He fired a lightning bolt and took out a spider. Several more spiders jumped down from the ceiling, heading for Ace. Ace ran around the room, but suddenly found himself surrounded by the spiders.

Thunderfoot was still trying to pull his axe out of the wall when he spotted Lady Illusion appear on top of the giant crystal ball and form a deadly looking orb in her hand; fearsome circles of energy flowing inside it. Thunderfoot gave up on his axe and grabbed the amulet pieces from a container on his computer and desperately looked over to Ace, who was just visible from the cluster of spiders around him. Thunderfoot saw Ace nod, knowing Thunderfoot was going to do gamble. Thunderfoot closed his eyes and clenched his teeth and connected the amulet fragments…

"Time to say goodbye, Ace…much to my regrets…but, I must do this!" shouted Lady Illusion and threw her crystal ball at Ace.

As the bomb flew towards Ace's face, a purple lightning bolt hit the bomb and destroyed it. Another lightning bolt flew down and struck Lady Illusion, who slipped and tumbled off the crystal ball and onto the ground, where she fell unconscious. Ace, Thunderfoot and the spiders looked up to the air and gasped.

The lightning bolts had come from a long silver blade, to long metal spikes creating the sword. A pinkish-red handle made up the rest of the sword, which was gripped by a young woman that looked sort of like a teenager. She had short red hair and blue eyes. Her face was covered in freckles. She wore a black jacket similar to Ace's, a blue jumper hidden underneath it. She wore light blue trousers and large black boots. She stood on a silver hovercraft, the front resembling a shark's head with a large yellow lightning bolt on the front. She leapt off her hovercraft, known as the Lightning Flash and took out all the spiders with one giant lightning blast from her sword. Ace stood up and smiled at her.

"It's been a long time, Ace. You never call or write!" greeted the girl.

"Good to see you too, Sparx" said Ace, approaching Sparx and shaking her hand.

"Whoa, Sparx…" moaned Thunderfoot, approaching the two Lightning Knights.

"What's wrong with you pipsqueak? Upset to see me?" asked Sparx, turning around.

"I am not a pipsqueak!" snarled Thunderfoot.

"Whatever" replied Sparx, stroking her blade as if it was a cat.

Thunderfoot shook his head and stomped off to the wall and wrenched his axe out of it, tumbling over in the process. Lady Illusion groaned and opened her eyes, eyeing Sparx. She stood up and screaming with anger. Sparx swung round and held the Sword of Jacob up defensively.

"Sparx!" shrieked Lady Illusion.

"Hello, Lady Delusion!" laughed Sparx.

"Ace is mine, and you know it!" said Lady Illusion.

"Not this again!" groaned Sparx, looking around the room in boredom.

"Grrr…My big pets couldn't defeat you, but my little pets surely can!" said Lady Illusion and created another crystal ball and threw it at a wall. The wall collapsed and a flurry of spiders crawled out of the whole and started flooding the room.

"Oh heck!" cried Thunderfoot, racing towards Ace and Sparx as the spiders headed for him. He wasn't fast enough, as a spider tackled him to the ground and sunk its fangs into Thunderfoot's back. Ace blasted the spider and it was sent flying. Thunderfoot groaned with pain, a dark pain flowing throughout his body. Thunderfoot got up to his knees and his black eyes turned red. His back ripped apart as six long spider legs grew out, making Thunderfoot look like he had quills. Thunderfoot through back his head and let out a spider like screech. Ace gasped and slammed the Lightning Lance onto the ocean of spiders, killing at least seventy spiders. He waded his way through the dead spiders and approached the shrieking Thunderfoot.

As for Sparx and Lady Illusion, they were already at eachother's throats; Lady Illusion throwing bombs and Sparx destroying them with a blast from her sword. Lady Illusion jumped from wall to wall like a giant grasshopper, dodging Sparx's lightning blasts. Lady Illusion formed another orb in her palm and tossed it at Sparx, who backflipped to avoid and had to quickly fend off some spiders with her sword. This gave Lady Illusion the opportunity to strike. She crept down from her perch on the wall, sneaked up behind Sparx and placed a bomb behind her. Lady Illusion dived out of the way and the bomb exploded and sent Sparx soaring across the room. Lady Illusion laughed and then gasped as Sparx appeared out no where, sitting on the Lightning Flash. The Lightning Flash rammed into Lady Illusion and sent her flying right through the wall. Lady Illusion went through the wall with such force that she left the funhouse and tumbled into the small water fountain outside. Shockwave appeared in the garden, a large scratch imprinted on his right cheek. He looked astonished when he saw Lady Illusion being catapulted through a wall and landed head first in the water fountain. Lady Illusion surfaced and looked up at the Lightning Knight.

"Slipped off the hook, Lady Illusion?" asked Shockwave and laughed.

Lady Illusion angrily developed another crystal ball in her hand, but it suddenly blew up in her face when Sparx fired an outburst of lightning at it. Lady Illusion vanished into the water again. Shockwave smiled at his comrade.

"Sparx! I found you!" said Shockwave happily.

An explosion erupted from the House of Illusion and Ace and Thunderfoot flew out of a second hole in the house's wall. As they landed, the House of Illusion was covered with cracks that spread like wildfire. The house then crumbled away, and a veil of smoke rose up into the air. Shockwave grimaced as Thunderfoot was placed on the ground by Ace. Thunderfoot now was some sort of humanoid slug-spider hybrid.

"Whoa, Thunderfoot! What happened to you?" asked Shockwave.

"Let's just say, I have arachnophobia…and what happened to you?" said Thunderfoot, noticing the scratch on Shockwave.

"Urm…I fell over…" said Shockwave, looking shifty.

"Hmmm…" replied Thunderfoot and looked at his spider bite, and his new "back legs".

"This bite looks like it came from a mutant spider!" he said, looking alarmed.

"Meaning?" asked Sparx stubbornly.

"It means I will slowly transform into a spider myself…" said Thunderfoot.

Ace looked wide-eyed and terrified. He couldn't let his friend become an eight-legged, eight-eyed insect! No way! His thoughts became fogged when he noticed Lady Illusion clambering her way out the fountain. The other Lightning Knights spotted her defended themselves with their weapons. Lady Illusion slowly, yet badly stood up and wobbled over to Ace and fell into his arms. She looked up at him and got lost in his brown eyes. She then spoke up.

"You win Ace. Take my piece of the amulet" said Lady Illusion and threw her fragment to Ace. He looked at it and then at stared at Lady Illusion, and then smiled. Lady Illusion smiled and then turned back to Sparx and her face turned nasty.

"I'll see you…again!" threatened Lady Illusion and she span around and vanished in a flash of light.

"Sure, morph in any time!" called Sparx as her enemy disappeared.

Ace laughed and looked at his new amulet fragment, an image of Lady Illusion in his mind…

Will Ace and the gang be able to find the rest of the Amulet of Zoar and defeat Lord Fear? Will Lady Illusion betray Fear and join up with the Lightning Knights? What will happen to Thunderfoot with this mysterious mutation and why has Shockwave got that scratch? Find out next time on Ace Lightning and the Carnival of Doom 2005, Chapter 5, The Greatest Show in the Sixth Dimension.