Sam was getting tired of being tied up. She understood that being the friend of someone that regularly saved their town and had made every villainous ghost mad at him at one time or another would be dangerous, but seriously, couldn't they be a little more original?

Lydia had shown up out of nowhere and taken the trio back home, which maybe she should've been grateful about because the cross country trip had definitely lost its charm; but it had been down right miserable.

Little pinpricks of pain still shot through her every time she moved and blood that would never come out stained her clothes while jagged cuts decorated her skin in a disgusting fashion. Someone needed to train their ghostly tattoo bats better that was for sure.

Wriggling against her bindings lavender eyes flickered towards her parent's cage before darting away again, unwilling to meet their prying gaze.

How angry were they at her? Did they blame Danny for being captured? She had so many questions, but there wasn't really an ideal time to ask any of them.

"Let them go, Freakshow! I brought you the gems, we had a deal!" Danny yelled, pushing himself to his knees as Sam's back leaned against Tucker's.

How did he even have the energy to keep fighting? She was exhausted, completely drained. And yet Danny hadn't stopped struggling, he just wouldn't give up.

"The deal was 'bring me the gems if you want to see them alive again' and well, here they are, alive. For now." Freakshow sneered, getting in Danny's face as the boy tensed.

There was no warning when he threw himself towards the impish man, every ounce of energy sending the boy forwards only to be yanked back to the ground by Lydia's powers. Sam could feel his anger, unbridled rage building as Danny's eyes began to glow a terrifying green.

"Danny," Sam murmured, pushing herself closer to him until her shoulder pressed against his. "Calm down. I know you're angry but you don't want your parents to see you lose control."

Turning to look at him, Danny's rigid form began to relax until his whole body slumped back, a defeated expression crossing his face as the glow in his eyes faded. He wouldn't look at her, his head merely turning towards their parents as Sam bit her lip, sending a harsh glare towards Freakshow's back.

She wasn't sure how they were going to get out of things this time, but she couldn't wait to knock that Freak down a few pegs. He'd kidnapped their parents, he'd put them through hell, and his stupid gem had ruined Gothapalooza. He would regret what he'd done; they would make sure of that.

"Sam," Tucker hissed, his weight shoving into her as the girl glanced over her shoulder. "Can you reach my arm?"

"What?"

"My left arm, it itches like crazy and I can't.. I can't reach it.." He grumbled, straining against his bindings as Sam scoffed, jabbing him with her shoulder.

"Bigger problems here, Tucker!" Rolling her eyes, Sam scooted herself closer to the two boys and leaned her head near Danny's.

He still hadn't looked up and his body sagged weakly; two things that sent worry coursing through her. His head was still bleeding from his stint with the comic nerds and his eyes held a dazed look in them. Could he even still fight? If they found a way to break free, would he be able to take Freakshow down?

Fighting against her restraints, a dark chuckle erupted from the man standing over them as Sam's eyes lifted, staring directly at Freakshow's raised palm. A surge of power left his hand and she watched as their parents disappeared one at a time from their cages.

"What-" She started before his hand moved towards her and everything around them turned hazy. It felt like she was floating; lights and colors flying by though she remained in place.

Everything was just out of focus and she felt like she was moving a step behind everything else. It seemed like it lasted for an eternity, everything in her body rebelling against the strange motion she couldn't fight. Phasing through things with Danny suddenly seemed like a picnic to her.

With a sudden jolt everything snapped back into place, leaving the girl nauseas and her head spinning. Tucker groaned beside her as everything realigned into focus and she found they were sitting in the front car of a roller coaster.

"I think I'm gonna be sick." Tucker moaned, doubling over and clutching his stomach as Sam leaned forwards in her seat.

They were no longer tied up, but they were high in the air on the tracks of the strangest roller coaster she had ever seen.

Along its course she could see a clown swaying back and forth before a burst of flames erupted from its mouth, scorching the entire track for several seconds before returning to its gentle sway.

Further down were two swinging metal blocks that collided heavily into each other, the noise a grating pain in her head as each strike caused termers that shook through the framework.

Twisting in her seat and looking towards the end of the ride, a weight settled in her stomach as she fought to keep the panic at bay.

If they somehow survived the fire and the crushing weights, they would arrive at the cut off track that would send them falling straight into a pool of what had to be acid. Sam had never seen an acid pool before, but she wouldn't put it past Freakshow at this point.

Looking behind her, each set of their parents were in the last three cars, with the Manson's directly behind her.

"Mom, Dad, are you guys okay?" She asked, gripping the back of her seat as her parents looked away from their looming demise.

"Samantha, oh my sweet girl." Her mother cried, pushing herself forwards and wrapping her arms around her neck as Sam hissed in pain. Pulling back in concern, Sam's eyes darted away as heat crept up her face.

She knew how bad she looked, even by normal ghost fighter standards. And she knew they were about to meet their death head on if Danny didn't get them out soon, but she was relieved to see her parents all the same. They were both sunburnt and dirty but looked unharmed otherwise. At least the Freak hadn't hurt them.

"You're bleeding." Her mother's voice distracted her as she felt a hand brush against her face, Sam's eyes flickering back to her family.

"I'm okay." She promised, though her voice felt weak even to her own ears. Nothing about any of this was okay but she couldn't let herself lose it now. They had to get out and they had to help Danny. Oh God, Danny.

Turning back around and leaning over Tucker, the two looked down at the ground where Freakshow hovered over their friend, his arms still restrained at his sides as he looked up at them helplessly.

"We have to get down there, we have to help him."

"How? We're kinda trapped, if you hadn't noticed." Tucker gestured around them as Sam scowled.

"We'll just have to climb down!"

"Samantha Manson, don't you dare! You leave that ghost boy and stay here where it's-"

"Safe?" Sam cut in, glaring her father's way as she folded her arms over her chest. "Yeah, fire and acid are so much safer. Danny needs our help!"

"Uh, Sam?" Tucker tapped on the girl's shoulder as she turned, peering down at where Danny was back on his knees.

"You lied to me!" His voice sounded so far away, but even from their distance Sam could hear his anger.

"Yes, yes I did, goody for me. But it wouldn't be drama if I didn't give you a sporting chance." With a wave of his staff, the bindings around Danny disappeared and the boy lurched forwards, his eyes flickering up to the Freak.

"He let him go." Tucker stared as Sam grabbed his arm, her fingers tightening around his shirt.

"He's not moving." She whispered hoarsely, watching as their friend struggled to push himself back upright.

"And an audience, a big audience!" Freakshow boomed, waving his staff through the air again as massive stands with bleachers materialized all around them.

"He needs to move, why isn't he moving." Shaking at Tucker's arm, she tried to lean closer as the boy's hands held her back.

Large screens televising Freakshow were placed around the new stadium as the picture shifted and Danny appeared in blinding detail. He'd half risen, though one knee and hand were placed firmly on the ground as if to keep him steady as blood continued to drip from his arm.

"That sick bastard." Sam cursed, her hand slamming into the car as pain shot through her wrist.

"You're right, we've gotta get to him." Tucker nodded as cheering suddenly erupted throughout the stands.

Every person who had appeared was dressed as some sort of clown, with makeup and wigs and frilly clothing that made Sam sick. She was never going to another circus ever again.

"Let's go." Sam grabbed Tucker's hand as she stood up, wind catching her hair as she gripped the safety bar tightly.

"Uh, Sam, I figured out why they're cheering." Tucker squeaked out, grabbing ahold of her wrist and pointing down below where Lydia stood by the coasters controls.

"Oh, fu-"

"Sit down!" Tugging her back into her seat, Tucker quickly pulled down their safety bar as Lydia pushed the lever down and the ride began to move.

"No, no, no! Danny!" Sam yelled, gripping the bar as the cars began to roll forwards, a steep drop leading to the first curve only seconds away.

"Danny!" His name was ripped from her mouth as the cars dropped, gathering speed as the ride shot down and shoved the girl's back against her seat.

As they neared the first curve Sam fought to keep her eyes open, the ride barreling down the track as she tried to see how close they were getting to the clown.

"Ladies and gentleman, freaks of all ages!" Freakshow's voice shouted over the speakers as Sam spotted Danny on one of the screens, the boy flying towards them as fast as he could. "May I direct your attention to the center ring where Danny Phantom, AKA Danny Fenton, will attempt to rescue his friends and family from a ghastly doom of my own construction!"

Cackling could be heard from all over as Sam grabbed ahold of Tucker's hand again and squeezed it tightly as their bodies leaned into each other with the curve, smoke from the clown's fire starting to waft towards them.

As the coaster began to straighten, Sam spotted Danny as he landed on the track ahead, readying himself to catch the cars and stop them. Relief flooded through her as he caught her eye and flashed her the smallest smile.

Bracing herself for the impact, Sam glanced down at where Freakshow stood watching, a sadistic smile in place as the diamond on the top of his staff glowed and Danny let out a yelp.

"Hey what did you- oh man!" He yelled, fear clouding his features as Sam fought back a scream. He was still on the tracks, but his body had begun to change color, shifting into a dull orange as he stared at the oncoming cars in motionless horror.

"Danny!" Sam was screaming his name as they collided, the front of the car slamming into her best friend as he broke apart, pieces of orange goo flying off the tracks and landing on the ground below while leaving a morbid trail behind.

"D-Danny!" Tears were streaming down her face as she screamed herself hoarse, lunging across the small space to stare down at the gruesome scene as Tucker choked beside her.

"It-It can't be." He murmured, his body rigid as Sam sobbed, her hands covering her face as his parents voices rose up behind her.

"No!"

"Danny! No!" Maddie Fenton's screams were the worst thing Sam had ever heard, horrible gut wrenching sobs echoing behind her as she dropped her head in her hands, warmth streaming past her fingers as her chest constricted painfully.

Freakshow had killed him. Freakshow had murdered him. Oh God. Oh God he was dead.

"No, n-no he can't.. he can't be.." Her words were meaningless, every breath painful and every broken sob destroying her all over again.

She never got to tell him how she felt. She never got to tell him thank you. After everything they'd been through and he was gone.

The ride shot down another incline and the clown's fire grew closer but Sam didn't care. What did it matter? Her best friend was gone. The one person who meant everything to her was just.. gone. Danny Fenton was dead; and nothing else mattered to her.


A/N

Do you ever cry over your own stuff? Like maybe I'm over emotional tonight while writing this but I legit teared up writing Sam like this. Oof. They need happy endings all around after this.

Three chapters left, I just hope I am doing this last fight justice! Chapters are a bit shorter, but what can I say, I couldn't pass up a cliffhanger like this.

Let me know what you guys think! Any thoughts comments or concerns are cool, I just want to hear from you! Feedback is the best gift you can give for my stories 3