Author's Note: The chapter about the final boss fight in the haunted house will be split into the 2 chapters.

Chapter 7: Ace In Trouble

The Haunted House was the centre of evil, lightning flashed above the roof of the carnival attraction. Inside the organ room, Lord Fear stood on a balcony with Staff Head, the Amulet of Zoar in his hand. On the ground floor stood Lady Illusion, Dirty Rat, Pigface, Anvil, Googler, Lancelot and Giant George Wayne, who was kneeling because of his large size.

"Behold! The Amulet of Zoar!" cried Lord Fear, holding the triangular object up into the air.

Fear's minions looked at the Amulet in awe, except Lady Illusion who had her arms folded.

"The source of all strength and the instrument of Ace Lightning's demise," said Lord Fear "Even as I speak his power withers, and soon we shall crush and grind him and his pitiful Lightning Knight's to dust! Then nothing will stop us from enslaving the creatures of each dimension and ruling the universe for all eternity. Now come… come my evil minions. Our moment of glory beckons!".

And with that all the minions and Lord Fear laughed, except for Lady Illusion who sadly walked out of the room.

Meanwhile, at the junkyard, Ace and Sparx landed beside Random's house.

"Random, where are you?" called Ace.

Random came out of his shack and headed for Ace, his evil side in control. Random swung his claw, but Ace ducked out of the way.

"Random, we need you!" cried Ace.

"You need me because you're weak!" said Random and swatted Ace away into a heap of junk.

Random moved in for the kill and Sparx flew in and knocked him over into a car.

"No offence roboguy, but you're losing power too!" stated Sparx and Random stared at his body which was flickering.

"Why is this happening to me? I'm not weak, I'm strong!" shouted Random.

"We're all losing power you dumb lugnut! As long as Lord Fear has the Amulet" said Sparx.

"NNNNNNOOOOOOOO!" shouted Random, but was suddenly blasted by a lightning bolt from Ace.

"Save your strength for Lord Fear. If we stick together, we may have a chance…" said Ace.

"Spare me your whimpering! I fight alone!" said Random and he got up and drove at Ace.

Ace quickly jumped out the way as Random swung his claw, but he fell over again. Ace and Sparx stood over Random as he tried desperately to stand up.

"You are the frightening weaklings, I am the strong one!" hissed Random "I'll crush you both in my claw, like rotten melons!".

"Whoa, get a life man!" said Sparx and turned to Ace.

"We could have used your help Random," said Ace to his friend "Once upon a time, you were a great Lightning Knight".

And with that Ace and Sparx flew off into the air, heading for the haunted house. Random watched them, his brain overrun with thoughts. His eye flickered from red to green.

"A Lightning Knight…" said Random.

At the haunted house, Lord Fear sat at his organ playing a spooky tune which he called "Tune of the Tormented Lightning Knights!". Staff Head stood by him and he was breathing deliberately in Lady Illusion's face.

"Do me a favour: stop breathing on me!" said Lady Illusion crossly.

"Oh why the long face my lady? After all, your loverboy is already as good as dead!" replied Staff Head, who obviously knew of Lady Illusion's love for Ace.

"Why your croaking cane!" shrieked Lady Illusion and seized Staff Head and started slamming him onto the ground constantly.

"Ow! You'll pay for this! After we get rid of Lightning…ouch…you'll be next!" shouted Staff Head.

"Boss, we've got company!" said Dirty Rat who flew into the room and right into Fear's face.

Lord Fear pushed Dirty Rat aside, stood up and snatched Staff Head from Lady Illusion's grip. He looked at her happily.

"Let's welcome our guests to their nightmare… Muhahahaha!" laughed Fear and with that he entered a door to the right and Dirty Rat followed.

Outside the haunted house, Ace and Sparx stood, clutching their weapons. They'd either live or die in this battle. Ace glared at the house and was about to march forward when he was stopped by Sparx.

"I don't know Ace, maybe we should just not fight…" said Sparx "I mean Thunderfoot is missing, Shockwave is dead and Random Virus is too afraid to help. It's just the two of us!".

"Correction…" said the voice of Random.

Ace and Sparx turned to face their team-mate as he met them.

"There's three Lightning Knights. You think I would miss the final battle? Why should you two have all the fun?" said Random.

"Never mind" said Sparx.

"Good, now that you're with us Random, we'll have a better chance at defeating Lord Fear" said Ace.

"Let's rock!" said Sparx.

The three Lightning Knights approached the haunted house, but Random had to be pulled up the entrance stairs. The outside of the haunted house didn't look very dangerous. It was purple in colour with who large animatronics of Lord Fear and Staff Head coming out of the roof. Large flickering lights spelt out the word "Haunted House".

Inside, it was pitch black and Ace, Sparx or Random couldn't see a thing. Then Ace managed to see the outline of a candelabra, floating around in the darkness. Ace approached it and the candelabra led him and his friends to a door.

"This must be the organ room" said Ace and he slowly opened the door. Sparx and Random followed. The candelabra's flames were suddenly extinguished…

The organ room was large room, the walls grey and black. The floor was covered with a chequered carpet. There were two doors on the sidewalls and the corners of the room were covered in cobwebs and dead spiders. Some stocks stood in one corner of the room, a skeleton's skull and hands through the holes. A guillotine was in the opposite corner. At the back of the room was a small pipe organ. Around the walls were portraits of Lord Fear and his evils.

"Muhahahaha! Welcome foolish Lightning Knights to my haunted house!" greeted Lord Fear, who stood on the balcony.

Lady Illusion and Dirty Rat stood with Lord Fear. In Lord Fear's hand was the magical Amulet of Zoar.

"Fear!" said Ace angrily.

"Yes Ace Lightning, you should fear me," said Lord Fear "For I now have the ultimate power and you cannot stop me!".

"We'll see about that…" said Ace.

"Actually we will not!" shouted Lord Fear "Okay boys, they're all yours!".

The door on the right suddenly opened and out of it came Anvil and Pigface. Anvil was a large, dim-witted rhinoceros with a deadly iron anvil attached to his arm. Pigface was fat mutant pig with large wide arms.

"Destroy Ace Lightning!" ordered Lord Fear.

Pigface belched and suddenly ran at Ace. Ace stepped aside as Pigface dashed by. Pigface realised that he'd missed Ace and he ran at the spot Ace was in. Ace ran off to a different spot in the room and Pigface followed, as if it he was a magnet. Ace eventually blasted Pigface with some lightning bolts at the pig toppled over like a domino, his mouth agape.

Anvil then walked right up to Ace and tried to hit him with his anvil. Ace ducked as Anvil attacked. He stood up and fired several lightning bolts at Anvil. Anvil was smarter than he looked. He grabbed Ace by the leg and lifted the hero up into the air. Ace then kicked Anvil in the head and fired more bolts of electricity at Anvil, who eventually came crashing to the ground. Ace triumphantly looked up at Lord Fear who simply just laughed.

"You are a fool, Lightning!" cackled Lord Fear "I can easily resurrect my minions, with the power of the Amulet!".

Ace was astonished when he saw purple energy blast from the Amulet and spread over the bodies of Anvil and Pigface. The two villains slowly stood up and attacked Ace together. Ace ran backwards as he struck the two beasts with his lightning bolts. The two eventually fell down. Lord Fear instantly revived them. Anvil and Pigface began their assault again. Ace managed to have time to put his Lightning Lance to full power. He blasted a typhoon of electricity at the foe. Pigface went down first, but Anvil took some hard work to bring down. Lord Fear was getting tired of this, so he leapt over the balcony and landed behind Ace.

"Have a nice trip, Lightning!" snickered Lord Fear and blasted Ace in the back with Staff Head.

The beam sent Ace to the floor. Lord Fear made Anvil and Pigface rise again. The two approached Ace and started beating him to the ground.

"Oh, let's go kick their butts!" shouted Sparx who'd been hiding on the stairs with Random, and with a quick manoeuvre, she ran across the room and sent Pigface right into the datastream with a well aimed attack from the Sword of Jacob.

Sparx was suddenly sent flying by a bomb, courtesy of Lady Illusion. Lady Illusion created a shield around herself and she leapt down onto the ground level.

"You're in big trouble now, Sparxy!" laughed Lady Illusion "Ace is mine, and you are going to oblivion!".

"We'll see about that" said Sparx and she fired lightning bolts at Lady Illusion.

Random had gone for Anvil, who bopped him on the head several times with his iron anvil. Random then angrily grabbed Anvil by the scruff of the neck and threw him across the air and right through the guillotine, smashing it to pieces. Anvil arose from the rubble and ran at Random. The cyborg moved aside as Anvil ran by. A wall suddenly fell apart as Giant George ran into the room and clobbered Random with his fist. Random went spinning away, but he then charged at Giant George and knocked him down. Ace, who blasted Lord Fear, spotted Random fighting Giant George, so he rushed over to his friend and fired a full powered lightning blast at George. Giant George groaned as his body crumbled away and he faded out, returning to the Sixth Dimension.

Sparx and Lady Illusion continued their battle. Sparx deflected Lady Illusion's bombs using her sword. Lady Illusion then jumped up onto the balcony and threw another bomb. Sparx dodged the attack, at the bomb hit Lancelot, who was walking out of a door. The attack weakened Lancelot. Lancelot looked up at Sparx, who stood above him. Sparx powered up her sword and electrocuted Lancelot.

"The pain! The pain!" shrieked Lancelot and he faded out.

Staff Head turned to Lord Fear who had retreated to the balcony.

"My lord, Ace Lightning is destroying our forces!" cried Staff Head.

"Do not worry, my loyal staff," said Lord Fear "He will eventually fall".

Ace had to duck as he saw Googler bounce at him. Googler missed and bounced into a wall, and off it. Googler bounced about the room, knocking down Sparx several times. Sparx fired lightning bolts at Googler, who was hit in mid air. Googler whimpered as he was shocked.

"Googler got googled gooooooooodddddddddd!" said Googler and he vanished in a flash of light, returning to White-Hot Oblivion.

Staff Head turned back to Lord Fear, looking more persistent than ever.

"My lord, I suggest we retreat!" whimpered Staff Head.

"Staff Head! Don't forget we have the Amulet, I can easily summon my minions back" cackled Lord Fear and used a bit of energy from the Amulet to bring Pigface back from the Sixth Dimension. Ace was amazed, but he shot a lightning bolt at Lord Fear. Fear tumbled to the floor of the balcony with Staff Head.

"Then again, my loyal staff" groaned Lord Fear "Your right".

Lord Fear was off like a shot and retreated out of the haunted house by taking a secret stairway behind a portrait. Ace blasted Pigface who leapt at him and the pig fell to the floor. Dirty Rat suddenly flew into Ace's face. Ace fell to the floor and looked up to see Anvil get ready to hit Ace. Anvil was suddenly attacked by Random, who lifted Anvil into the air and threw him across the air like a paper plan. The massive minion landed on the organ, crushing it instantly. He then fell over, unconscious. Quickly, Pigface went down and Sparx slashed Lady Illusion across the waste with her blade. Lady Illusion fell to the floor, clutching her waste.

Moments later, the Lightning Knights walked down the carnival midway. Pigface had a long chain wrapped around his neck and was being pulled along the ground by Sparx. Random had Dirty Rat locked in a birdcage and was pushing Anvil along the ground. Ace was helping the wounded Lady Illusion walk, her arm around his neck, which angered Sparx.

Just then, a mighty cackle came from the direction of the haunted house. Ace and the others turned around to see Lord Fear standing on the roof of the haunted house, the Amulet clutched in his hand.

"You've stood in my far too long, Lightning Knights!" shouted Fear "Now you shall see my true power!".

Lord Fear then raised the Amulet of Zoar in front of him and then slammed it into his chest. The Amulet somehow connected itself to Lord Fear and the old skeleton began absorbing large amounts of power from the small artefact. Fear's wounds were healed instantly. The power of the Amulet was like a drug; once you took the tiniest sample, you become addicted to it. And Lord Fear was absolutely crazy about feeding on the energy from the Amulet.

"Power!" laughed Fear, his and Staff Head's bodies outlined with a pulsated green glow "So much power! Must have more!".

Thunderclouds flew over the haunted house like giant vultures and lightning forked across the dark sky. Rain poured down by the bucket load. Ace had seen bad weather, but as deadly as this. Lord Fear could destroy himself and the entire universe if he absorbed all the power from the Amulet.

"Stop it, Fear! If you cannot harness that amount of power, you'll destroy the universe!" called Ace.

Lord Fear let his head roll back and laugh, as he continued to absorb the Amulet's energy.

"Your small minded Ace, with this new power, I will become invincible and every dimension shall bow before me!" cackled Lord Fear.

The audience watched in horror as the events occurring before them. Anvil and Pigface looked on in complete terror, Pigface's mouth open. Dirty Rat was trying to squeeze his way through the bars of the birdcage he was trapped in, trying to escape this nightmare. Random was looking up at Lord Fear with anger. Even his dark side thought it was a dangerous thing to do, even though he wished to destroy everything that was weak. Lady Illusion, Sparx and Ace were the only ones that looked like they had to do something, but couldn't. Lord Fear gripped onto Staff Head.

"Now, witness the birth of a god!" screamed Lord Fear and seizing Staff Head, he fired a massive blast of green energy up into the clouds above.

Ace and the other thought this would be a good time to flee, but they didn't get very far as the energy blast rocketed back down from the sky, glowing a deep black. It impacted the haunted house and ripped through Lord Fear's body and blew up the haunted house. The shockwave of the impact swept the Lightning Knights and Lord Fear's minions off their feet. The cage containing Dirty Rat fell apart, but the rodent was too afraid to fly away.

The remains of the haunted house laid quiet, but suddenly two giant arms, made from bones, smashed through the rubble of the house. Everyone looked up in sheer fright as a giant skeleton dragon rose up. It was at least fourteen foot tall. It was completely made of bones and also large muscles. Sharp teeth were visible in a large mouth of the beast, and two red eyes stared down at the Lightning Knights. A long segmented tail wriggled out of the back of the beast. Large purple bat wings lanced out of the back.

"Lord Fear?" cried Dirty Rat nervously.

The giant dragon let out a quick nod and then reared back it's head and fired a giant beam of white light from between it's jaws at the Lightning Knight. They scattered as the attack hit home and made a giant flaming hole in the middle of the midway.

"Um Ace, I have a confession to make…" said Sparx.

"Uh-huh" replied Ace, watching the new Lord Fear in shock.

"I'm not wearing dry underwear!" said Sparx.

Will Ace and the others be able to survive the new form of Lord Fear? Will Lord Fear destroy the Lightning Knights and rule the universe? Will Lady Illusion betray Lord Fear to help Ace? Find out in the final chapter of Ace Lightning and the Carnival of Doom 2005, Chapter 8, Fight the Fear!