A/n: Okay, so I recently re-watched the whole series of Ace Lightning, and I got the urge to give it a bit of closure. So I'm going to (attempt to) write a season 3/final season. It's probably not going to go where the series writers meant it to go (I seriously expect they had more than one more season in store, they were still going up the story arc at the end of season 2, I'm sure). I'm aiming for about six or seven 'episodes' but we'll see where that goes too.

Reviews, as always, would be appreciated. I'm trying a slightly different POV style for this than I usually use, so it sounds more like a TV show. So, hopefully that works. :)

It started out as just a game. The irony was that when everyone found this out, that was when it became the most real. Real danger. Real consequences. I suppose it's always been the case. I was just too blind to see it before now. We know there are two worlds now. And one wanted the other for its own. Two worlds could not co-exist. Not without irreparable damage being done to one or the other. But it was far too complex to break down into 'them or us'. Destroying one was not an option. At least, it never had been. They were intertwined, and I fear we're too far gone to stop them tearing each other apart.

Hey Pete, I know it's been a while. I've got a lot on my plate, and before you ask, no it's not to do with Ace Lightning. I've been catching up on my homework. Yes, I still remember what that is. My grades have improved, and I've even had the chance to re-take my driver's test. Which I passed. I figure I may as well catch up whilst I can; things are going good for now, but I suspect they won't stay that way for long.

Ace seems… okay. He's asked me a bit more about the game and I explained it to him, as well as about the Master Programmer. He seems to be handling it alright, though I'm not sure if he's told anyone else yet. But Chuck is busy working on getting Lady Illusion out of the game, so once she's back I'm sure that will cheer Ace up.

The Thunder Tower

"Mark, my man!" Chuck was seated at the desk in the Thunder Tower. Along with about every piece of computer equipment he owned. There were monitors and hard drives everywhere. The cables were the worse, wrapping around everything in a tangle and spreading out across the floor. The monitors cast a blue glow over the boy's face and, worryingly, some of the power cables hooked up to the transformer were sparking blue energy.

Mark took this in with a raised eyebrow. "Chuck, are you sure all this is safe?"

Chuck gave his friend what was supposed to be an encouraging grin. "Relax dude, it's just electricity. Anything happens then Ace and Sparx can take care of it."

"I don't think it works that way…"

"I need the power to run all this anyways," Chuck continued. He'd begun to tap away on the keyboard.

Mark dumped his school bag in the corner and then leaned on the back of Chuck's chair, craning over his shoulder to see the screen. "So you're finding Lady Illusion for Ace, yeah?"

Chuck nodded. "It's the least I can do for the guy. I mean…" he glanced up.

Ace and Sparx were across the other side of the Thunder Tower, playing with some clay pigeons. Sparx was tossing them into the air and Ace was blasting them. Or rather, trying to. His hit rate was usually pretty accurate, but today he was missing a fair number of the discs. Sparx frowned at him momentarily and then tossed another. She was showing an abnormally high amount of patience.

"I mean he's not exactly a wreck," Chuck continued. "But he did take it pretty hard. He deserves something good to happen to him, especially after… you know… what you told me 'bout learning he's just a game. That's gotta suck, man."

Mark looked at Ace as he spoke. "Yeah," he winced. "I get it. Has he told Sparx yet?"

"Don't think so…" Chuck was concentrating on the game again.

Mark glanced at Chuck's screens. One of these contained all code, which might as well have been in Japanese for all Mark understood. The other showed the game world. This the boy could at least somehow understand. It looked like Chuck was systematically searching the game to see where Lady Illusion had gone. "Maybe I should talk to him."

"He'll be happier once I get Lady Illusion out," Chuck said. "It won't take me long. "And then I can work on getting Rick out."

Mark let out a sigh. "Well, I'm glad you've got your priorities straight."

Chuck glanced up at him. "Wha?"

"Sorry. I can't say I'm too thrilled on helping that man get out of there. He basically ruined my life."

Chuck nodded. "I get it. That's why I'm leaving him until last. But Kilobyte's there too. He might try and use Rick, so…" He shrugged. "And, I mean, you wouldn't want all of this to have never happened, right?"

Ace had just missed another of the clay pigeons and instead sent a blast of lightning up into the ceiling. He let out a groan.

"No, of course not." Mark frowned and moved away from the desk. "Ace…"

The superhero turned at his voice. He smiled as he saw Mark. "Hey, kid, haven't seen you in a while."

"Sorry, I know I've been a bit busy…"

"Good timing," said Sparx. She winced and pointed to the roof. "Five more minutes and I think we would've had another… roof door…" she trailed off.

Mark raised an eyebrow. "Roof door?"

Sparx folded her arms. "Hey, I don't know what it's called; do you?"

"Er…"

"Yeah, that's what I thought." She smirked.

"It's good to see you, kid," said Ace.

"Yeah, how are you holding up?" Mark shuffled a foot across the floor. "I mean… after everything."

Ace gave a not so convincing shrug. "Chuck is taking care of things. He'll have Lady Illusion back in no time."

Behind Ace's shoulder, Sparx rolled her eyes.

"I know, but I mean… everything else… "

Sparx frowned. "Like…?"

Mark's mouth hung open. "Um… like…"

"Like human emotions, Sparx," Ace snapped. He winced and ran a hand through his hair. "Sorry…"

Sparx gave him a lopsided smile, which wasn't quite as forgiving as she was trying to make it. "It's okay. You two have your boy-talk about emotions, I'm good…" She wandered across to Chuck and started inspecting his power cables.

"Sorry, kid…" Ace muttered.

Mark sighed. "It's okay, Ace. But you haven't told her yet, have you?"

Ace glanced over his shoulder. He lowered his voice. "No, how can I? I know she doesn't have the full complement of your human emotions, but it's still going to hurt. I… I'm not sure if I can do that to her."

"You're going to have to tell her sometime, Ace. Just don't leave it too long. Girls don't… well, no one likes finding out something you should have told them ages ago. At least I've been lucky on that front…"

Ace nodded slowly. "Message received, Mark," he said with a small smile. "I'll… I just need to work out how."

"And look, if you need anyone to talk to in the meantime…"

"Thanks, kid."

"This better not suck all our power, Chuck!" Sparx voice interrupted them. "We do need it to power up…" At which point she kicked the transformer.

"Dude!" A shower of sparks erupted across the power cables. "I'm working here!"

"Sorry!"

Ace chuckled softly, shaking his head.

Mark glanced across at him, a slight smile tugging at his lips.

The sixth dimension

"Useless!" Tentacles smashed into the earth just inches away from the trembling man. Not that it was really earth. The dusty dirt floor was nothing more than code and pixels, just like everything else here. But that didn't mean what was here couldn't hurt you.

The Master Programmer cowered in front of a pixilated bank of computer screens. There was a chain linked to his ankle, and this was bolted into the ground.

Pacing in front of him was Kilobyte. The monster snarled, drawing his tentacles back in towards him. "Why do I keep you around if you're all but useless to me?!"

"I'm not useless, Kilobyte, I swear!" Rick stuttered. He was huddled on a computer chair, his knees tucked up to his chin. His arms were wrapped around the bundle he'd made of himself, as if this could somehow offer him some protection. "You need me to get out of this dimension, and you know it!"

"This game, you mean," Kilobyte snapped. "I'm losing my patience, programmer."

"Well, if you want to get out, you need patience! These computers aren't real either," Rick gestured over his shoulder. "It's going to be difficult with these, if not impossible…"

Kilobyte's tentacles extended again, upended the chair and tossed the man to the ground. "I'm sure you will think of a way, programmer. If I have to do this myself, well, what will happen to you does not bear thinking about."

"I'll find a way, Kilobyte! I promise!"

The Thunder Tower

Clay pigeons could only be entertaining for so long. Sparx blasted her last one and let out a loud, frustrated sigh. Apparently, no one had heard her. She looked across the Thunder Tower to Chuck's sprawling temporary computer setup. He and Ace were talking in low tones, intent on the screens. It was one of the days the kid had off school, so he'd been here since early in the morning.

"Can't see why this has to take up so much of everyone's time," she muttered. "Hey, Ace!" she called. "You ready for some action?"

"What?" Ace looked up. A disapproving frown was on his face.

"Look, I'm sure Chuck can do this stuff on his own, right Chuck?"

Chuck nodded enthusiastically. "Yeah, it's not hard. I mean… easier without someone breathing down my neck…" he muttered into his shirt, and then started typing madly again.

"This is important, Sparx."

"I know, I know!" Sparx said with a sigh. "But what about Fear? I'm not telling you this because I'm bored, Ace. But Fear is a threat. We didn't defeat him, remember? We defeated Kilobyte. So Fear's still got all his Evils, even if he hasn't got any pieces of the amulet yet. For all we know he could be collecting those pieces, and we haven't even visited the Carnival in ages, so how would we know?"

"I think she's right, dude," said Chuck. "Fear wasn't defeated…"

"The amulet's not important," Ace growled.

Chuck put his head down and went back to typing code furiously.

"Um, excuse me? The amulet is not important? I know the emotions thing messed with you Ace, but are you sure you're thinking straight?"

"I'm thinking more clearly than I have in a while, Sparx," Ace sighed. "Look, if it's going to stop you interrupting us, go to the Carnival, alright? But I seriously doubt Lord Fear is going to be stupid enough to show his face."

Sparx folded her arms. "I thought you would be the first person to want to blast that bonehead back to the sixth dimension Ace, after what he did to your…"

"What good is blasting Fear going to do?!" Ace snapped.

Chuck sunk lower in his chair but kept typing.

"Just let me do this, alright, Sparx?" Ace wasn't quite looking at her, his tone subdued after the outburst. "Let me know if you find something."

Sparx shook her head. "Alright, Ace man. You just let me know when you're ready to work as a team." She gave a sharp whistle. "Lightning Flash!"

The vehicle zipped down from the top of the Thunder Tower with a whine and whisked Sparx away.

Mark's house

Mark's bedroom was a mess of paper and pens. His bed was covered in open school books. Crumpled paper and scribbled on loose leaf littered the floor. The boy himself was sprawled on the only spare space on the bed, leaning his chin on one hand, and frowning with a look of intense concentration at the text book in front of him.

"I really wish you'd explain your study techniques to me, son. I honestly cannot follow your logic."

Mark jerked up to see his father in the doorway. "Dad… I was… studying…"

"Well I can see that," Simon replied with a bemused smile. "Honestly, you spend half the school year running around madly, and I can't even tell when you find the time to study. Then you're spending half your Saturday on…"

"Maths," Mark said with a groan. He pushed himself to a sitting position. "I hate maths."

Simon came and picked up the textbook his son had been puzzling over. He knelt down next to the bed and studied it for a moment. "Ah, compound interest. The answer's two thousand and forty dollars by the way."

Mark pulled the textbook back. "It is not…" He flicked to the answer section at the back of the textbook and stopped, staring.

"And forty-three cents," Simon added with a smirk.

"I don't get how you do that," Mark smiled. He slammed the book closed with a thud.

"Well," said Simon, "I am an accountant. I suppose it's kind of like my superpower, or something."

Mark snorted.

"Go on. You've been up here for three or four hours at least. It's Saturday. Go outside, you're a teenager!"

Mark paused for the briefest of moments. "Thanks, Dad." He dumped the textbook and was gone in seconds.

The Carnival of Doom

"Mortals. They've got the shortest memory file I've ever come across…"

After parking the Lightning Flash behind one of the sideshow booths, Sparx had started to sneak around. But now was not the time to look for Lord Fear; even she could see that. The Carnival was full. Mortals were everywhere. Playing the games, eating all the food. They seemed to have forgotten that only weeks before this very same place had been swarming with aliens. Or swamp gas. Or something like that.

"Hmm… I can't do a full scale search with the place packed. I'll have to try and be… inconspicuous…"

"You're a pretty lady," said a small voice.

Sparx whirled and drew her sword.

Staring at that sword's very tip was a small girl of about four or five. She had a bunch of pink candy floss in her hands that was almost the size of her head, only this had been punctured and sat on the tip of Sparx sword.

"Oh…" Sparx winced and drew back the sword, shaking off the floss. "Sorry…"

"Wow! Can I have a sword like that? My mommy would get me one but I don't know where she's gone… And your outfit is cool."

"Um…" Sparx knelt down. "I'm kind of trying to stay out of sight here, kiddo. You want to go find your Mom?"

"I'm not sure where she is…"

Sparx sighed. "Alright, kid. Tell you what, you sneak around with me and look for your Mom. I'll look for my… buddies too, deal?"

The little girl grinned. "Deal!"

The Thunder Tower

"Maybe Sparx is right," Ace muttered. He paced in front of Chuck for the umpteenth time.

"Yeah, maybe," Chuck typed away.

"I mean, I can't just sit around here and do nothing. I should see if I can find Fear, or help Sparx, or…"

"Yeah, could be useful, dude."

"I have no idea what you're doing, I can't help…"

Chuck hit about thirteen keys at the same time. "Ace, you know what…"

Ace stopped pacing, and looked at Chuck. "What?"

"Er…" Chuck stared at him for a moment. "You know, you're right, you should do something useful. Might be helpful if you went to the Carnival and tried to find a piece of the amulet. It might… er… give me a bit more power and make it that much easier to bring Lady Illusion back."

Ace smiled faintly. "That would help?"

"Um… yeah, sure dude."

Ace broke into a grin. "Thanks, Chuck. That's a good idea. Much better than hanging around here." He shot up into the air. "Catch you later."

Chuck watched him leave through the roof. "Thank Zoar…" he muttered. Then he let out a huff and put his head in his hands. "Oh, I'm a horrible, horrible, person…"

Ace roared through the atmosphere and was at the Carnival in no time. At which point some of his excitement faded. He had no idea where to start looking for pieces of the amulet. "Well, at least there's a point to finding at least one." He landed and rolled his shoulders. He drew in a sigh. "Here we go again…"

Behind one of the nearby booths, a snout poked out. "I thoughts I smelt vermin. Hehe." The Rat watched Ace head around one of the booths. With a flap of this wings the rodent darted into the Haunted House.

He was greeted by the sound of organ music. Lord Fear was absolutely pounding the keys.

"Game's on, boss!" Rat had to shout to be heard. He darted over the organ. It was the only way to be noticed.

"Watch it, mate!" Staff Head snapped.

Rat ignored him. "LF! Lightning's here!"

Lord Fear pounded the keyboard. If he had intended to produce a chord, it certainly didn't sound like one. "Well, it's about time!"

"My lord," Staff Head cut in, winding his way in front of the Rat. "If I might say, perhaps it is not the wisest idea to attack Lightning. You know he'll be angry. I know I advised you not to stay someplace safe, not, you know, your much prominent usual hideout?"

"And I told you I wanted Lightning to find me!" Lord Fear grasped his totem by the 'neck' and tossed him out of the way.

"Ow! Is that any way to treat a loyal servant… my lord…"

"Woah, woah, hang on a minute," said the Rat. "You want Lightning to destroy you?"

Lord Fear let out a sigh. "No, you imbecile. I want him to find me."

Staff Head righted himself. "You know, I say this as your most loyal servant: but if Lady Illusion wanted to destroy herself, she certainly went about it the right way. She's got no one to blame but herself."

"Maybe," Fear growled. "But as for me, I blame Lightning. No, I don't want Lightning to destroy me, Rat. What I want is a fight. Now show me where he is."

The attack was sudden and unexpected. Ace was scanning the area behind the Haunted House when something hit him in the back, knocking him to the dirt. His power only dropped by seven percent.

"Come on, Lightning. On your feet, you moron!"

Ace pushed himself up and turned around. "Fear…" he growled. "I thought you'd be hiding, you coward."

"Oh, I'm the coward am I? I've been right here, Ace Lightning. Waiting for you to have the guts to come and take responsibility for your actions."

"My actions?"

"Am I not speaking English? You must remember our dearly departed, Lady?"

"Come on," Rat was positively bouncing up and down in the air. "Let's get him, boss." He produced an energy sphere.

"Stay out of this!" Fear swung around Staff Head and knocked the Rat flying. The rodent smashed into the back of the Haunted House and the bomb exploded, sending him fizzling into ones and zeroes. "Where were we?"

"I think you were about to accuse me of something I didn't do," said Ace. His voice was cold.

"Ha! You know it was your fault. I would have never shot her if I didn't think she were you…"

"You sent her into the datastream! There wasn't even any reason for us… for us… grah!"

"Oh my, we are articulate today, aren't we Lightning? Yes, I think that argument will convince me to confess the error of my ways!"

"He's kidding, just in case you didn't catch on…" said Staff Head.

"Oh, shut up!" Fear hurled his staff into a nearby rubbish bin. "Idiots, all of you!"

Ace frowned, momentarily distracted by the muffled sounds of Staff Head trying to escape the bin. "Maybe I should've come earlier; your battle strategy is suffering…"

"Be quiet, you vapid nitwit! This is between me and you, and you know it! If I have to fight you without my loyal, if annoying, staff just so I can throttle you myself, so be it!"

"So what are you saying?" Ace's attention was now firmly back on Fear. He adjusted a wrist canon with a scowl. "Fists only?"

"What's wrong? Scared bone will beat muscle?" Fear's arms had already begun to extend from his sleeves, and he had moved into a crouch.

Ace watched him for a moment. And then his jaw and his muscles tensed. "No, Fear. This is for Lady Illusion!" He hurled himself forward, tackling Fear to the dirt. He managed to smash two fists into the skeleton's face before Fear's limbs curled about him.

The two became a tumbling ball of grunts and flying fists, though the power behind these were severely diminished simply by how close the two were to each other.

Staff Head, finally able to pull himself out of the rubbish bin, kicked a few times to dislodge a candy wrapper stuck to his foot. There was no way he'd be able to blast Ace Lightning without hitting his master as well. He let out a sigh and leaned back against the bin. "Blimey, this is going to take a while."