Disclaimer: I do not own any characters or landmarks from Disney Pixar's Inside Out. Cover Image belongs to Creative-Dreamr on deviantART . com.
Thank you so much for reading. I appreciate all of the kind words and criticism! I hope this story resonates with anyone who can relate to June's experience and state of mind. Please enjoy! ~KQSimply

***Update July 25th 2015: I had an absolute blast writing this lil fic. Thanks again to everyone who was so kind and encouraging while I was working on it, and I really appreciate all of the excellent feedback and criticism.

A sequel of sorts may or not be in the works, but there is no telling whether or not I will publish it - I don't want to bore anyone or go overboard with this storyline, but by the time I'd written the ending I had too many ideas for a second story. I'd also be more than happy to read any suggestions people may have for me for a second project, relating to Inside Out or not. (I have an obsession right now :D And I'm turning into such a Fear fangirl. It's terrible.)

Anyway, please enjoy. I hope the story reaches anybody who may be able to relate to June's situation and mental state.
~KQSimply

June's five years old now, and I think she's wonderful. She's got lots of brown freckles on both of her cheeks and two loose teeth, and she can brush her hair and put it up into a ponytail now. Someday I know she'll be able to tie it exactly the way Mom or Dad does it. She'll be a grown-up in no-time. That's what she wants to be more than anything in the world: a grown-up. And a science teacher. Maybe a grown-up science teacher who's also a princess…but princesses, well…you have to start with a fairy or a unicorn to become a princess, and we don't have one yet.

It's sad…but the others try not to let her feel sad about it for too long. The console was built for me to share with the others here in headquarters, after all, who help her feel things other than sadness. I don't like to take over too much…I step up to drive only when I'm necessary. Joy says we'll be a Grown Up Princess Science Teacher in no time…I just tell her, "Okay," and I hope for a miracle so that no one else will be disappointed. Maybe I'm the only one who knows that unicorns and fairies are really hard to find. Disgust is convinced we will find one no matter what it takes, and Anger gets frustrated when we search but come home with nothing. Joy…she just stays positive it will happen some day. I guess you have to admire that.

To be honest, I really like Joy for a lot of reasons. She and I have something special in common, and it's that we can help June feel like herself the most when she's all alone. When the world is too much for June, when the sounds are too loud or when there are too many eyes or fingers or people, June prefers to hide, and sometimes I'm there with her. Just me. We stare at the carpet or the bed sheets, or maybe at nothing…maybe we just hug our Teddy Bear close, and we cry together. We connect. I don't like to make her cry, but I like connecting. I guess, if I had to describe it, it's kind of like being able to reach out and take hold of her hand. We feel each other while she lets all of her bad feelings go...and when she's done, and she's spent all of her tears, Joy can step up to the console and remind June that the noise and the staring and people are gone. That's when June can become June again.

I like to huddle back on the couch we have here in Headquarters sometimes and just watch what Joy is capable of helping her do. June likes to record her voice on a tape-recorder and then talk back to herself, or pretend she's a radio host with thousands of fans that listen to her. She likes to look at picture books and make up brand new stories every time she opens one. She can't wait until she can read books with bigger words and sentences. And she loves to dance. Joy has a big collection of Imagination Filters that she can call upon when she dances. We picture that we're in front of a big audience and everyone is quiet so that they can hear the music. Then, she takes a bow and everyone is cheering and clapping, and June is happy, because she remembered all of the steps perfectly, and she wasn't even a little bit nervous, even in front of all of those people. It's difficult to do these things in real life June gets scared…that's what makes them so fun to imagine.

Dancing is what powers one of June's brightest of Core Memories – those are the memories responsible for fueling each of her five Personality Islands. Oh, I'll never forget it – we – Joy and Disgust, and Anger and Fear, and myself, of course – we were watching Gene Kelly dancing on television once, and she joined in. No one was in the room at the time – not Justice, June's big brother, or Mom or Dad or even Ace, the old black dog…it was just June and Joy, dancing together. There was suddenly a big burst of light, and out tumbled a cheery, yellow memory onto the rails, where it traveled into the Core Memory Dock and powered up the beautiful Dancer Island.

In addition to this, she's also acquired Story Island, since she loves picture books and making up fairy tales – especially ones where the Princess has to save the Prince – and Family Island with its new Big Brother expansion, since June only recently realized that even when he's being annoying, Justice can be okay sometimes, and there's Puppy Dog Island, which showed up the day she gave Ace his first big hug and knew that she loved dogs. Then there's Bashful Island as well…that one is powered by a purple Core Memory – one Fear helped design one day, at a family reuinion…Bashful starts up whenever someone new looks at us and tells June how cute she looks, or that she should introduce herself. None of us are really sure what we think of Bashful Island... But we can all agree that Dancer Island is our favourite, because we all enjoy when June is happy. Even I do.

In the end, I think that is all we ever really want. Sometimes Joy doesn't quite understand why June can't always be happy, but we all serve our purposes here in Headquarters to the best of our ability for June's benefit. She intuitively calls our attention to situations and we are all there to help her assess amd respond to them in whatever way we feel is most appropriate, and always with June in mind.

Anger doesn't like when people treat her unfairly, and he has a special connection with June that none of us really have. He's the only one who can make June take real action when his hands are at the console.

"Oh, sure, Dad. When Justice wants something of ours like the TV remote or the bathroom or the juice in the fridge, it's all 'Sharing is Caring' and all 'What's Yours Is Ours', BLAH, BLAH, BLAH, but when all we have to borrow is his stupid hand-made model airplane for Scientist Barbie to explore in, who cares about us? What about Sharing and Caring now, Dad?! I think Justice was a pretty ironic name if you ask me!"

Anger's actions, of course, often land us in the time-out chair. Mom doesn't tolerate scoffs or pouts or screaming, and Dad doesn't like when June stomps her foot. But one thing is for sure – sometimes, after June has thrown a tantrum or yelled a little, she always feels a little better. We just don't admit that to Mom or Dad.

Disgust pays careful attention to the things June interacts with and judges whether they should please her or make her sick. He is familiar with all of June's favourite and least favourite colours, flavours, textures and sounds and ensures she interacts primarily with the favourite things…not so much the least-favourite.

"Chili. Okay. Chili. Wise choice Allie – for someone with impossibly stupid taste in television (seriously, courtroom dramas? Seriously?!), you may have saved yourself from earning the Worst Babysitter Ever Award with chili, of all things. Oh, EXCEPT WAIT – is that a mushroom? Move. Get out of the way. That is NOT a mushroom. Zoom in. Zoom in on that mess. …OMG…it's legit a mushroom. That is disgusting. Congrats on your Worst Babysitter Ever award, Allie. Well done."

Maybe Disgust is a little dramatic, but June's satisfaction is his top-priority He loves when she gets to spend time with the things she likes most and knows that if she stays around the things she doesn't for too long, it can upset her. He is careful and choosy, and very observant for her.

No one, however, is more observant, nor cares more for June's well-being, than Fear.

Fear hovers over our shoulders at every opportunity, studying June's surroundings and suggesting ways in which each situation can be a little safer or easier to handle, usually by leaving it alone entirely. He has been known to panic and overreacts, sometimes, shoving us out of his way to take over the console completely. He isn't nasty or careless about it…It's plain to see that he considers it a way of protection. He loves June as much as we do...but it's true that he has a bad tendency to over-analyze situations and command too much control.

Sometimes, I'm fairly certain Fear runs this place.

It's been like this since the very beginning, according to Joy, who explained to me a few years ago that she had arrived in Headquarters just shortly behind him, meaning that he was the first to arrive, and perhaps the first to activate the console. I often wonder how that must have played out? How would June's earliest of memories looked, if they had been triggered by Fear? Only a few of June's earliest ones have stuck around after this long, like her fears of being alone in the dark, or meeting new people, or the sight of blood, like when Justice came home one time from skateboarding, with a horrible scrape on his knee.

The memories Fear helps to create throughout the day are the least of our problems, however. I personally believe it is normal and healthy to be cautious and fearful…But Fear is capable of creating something else, something other than memories. I still don't really have a name for them. They look almost like memories, but they behave differently, and bear different physics and characteristics. They are empty, for one, and weightless. They float about Headquarters when Fear causes June to worry about things that aren't really happening.

"Wait," he said to us the other night, "you know, gang, I was thinking maybe we shouldn't close our eyes just yet."
"Why the hell not?" Anger says. "It's way past bedtime. June should have been asleep ages ago."
"I know, I know, but, hear me out - what if we have a nightmare like we did last night? What if it's really horrible? What if it's even worse?"

This is when a purple bubble – a Worry Orb, I guess I'll call them – first appeared out of thin air, in close vicinity to Fear's head.

"Fear," Joy had said, watching her reflection in the bubble as it floated passed her, "there's nothing to worry about. Dream Productions is sure to treat us to something better this time. We had a great day today! We got to colour, and we played fetch with Ace by the lake, and we saw Riley Anderson from school at the mall, and—"

"Oh!" said Fear, snapping his fingers, "A-and right after we almost fell down the escalator as we were leaving the mall, remember that? Jeeze, what if we had? It probably would have eaten us, you know, with those awful teeth at the bottom of the stairs? F-face first! What if – what if Riley was eaten up by the stairs? Do you think she knew about that? What if she didn't know that you're supposed to jump over the bottom – what if she's been chewed up?!"

"Ugh, Fear, enough, that's nasty." Disgust tilted his body away from an orb as it floated past his head, closing his eyes against the picture playing inside of it. "Quit worrying like this. You're going to fill the whole place up again with these…things…and I'll be stuck looking at those atrocious images that come with them."

Two, three, four little Worry Orbs arrived next, gathering in strength and number, with images inside each, re-enacting what Fear describes… they don't look as realistic as actual memories do. These ones look like cartoons. They look fake. Because they are. We all know Riley never got violently chewed up by the bottom of the escalator at the mall – we're pretty sure that's impossible, actually - but that doesn't make the image playing inside of the bubble any less disturbing.

Fear has the ability to create little short-lived memories that appear in June's head that never actually happened. And they worry June as much as they worry Fear.

I've been doing a lot of thinking about the orbs, recently. It seems the more Fear panics about "What If", the more of these orbs will come into Headquarters – the greater their numbers and strength. Some are quite fragile - the really farfetched ones, like worrying about Riley being eaten by escalator stairs or the house getting swallowed up by a sink hole…other, more practical things, like worrying about getting in trouble or becoming sick, take days to pop…some even survive the trip through our transfer tube to Long Term Memory. I don't know how long they remain on the shelves or if the Forgetters working down there can take care of them and send them to the Memory Dump. No Worry Orb has ever been recalled, to my knowledge.

They don't last long here anyway – Joy is usually able to take care of them quickly enough by carefully explaining to Fear that he is only working himself up, and that he shouldn't worry so much, and often with that, a lot of them will burst on their own. Sometimes, I'm able to talk a little sense into him too, to keep more from appearing. Anger and Disgust have a way of fueling more of the Worry Orbs, and they have gotten bad in the past, bad enough, almost, to flood Headquarters, shoving us up against the walls (once Disgust ended up pressed against the ceiling). But even the flooding isn't the worst part – after all, eventually, Worry Orbs – the ones that stay with us in the HQ, at least - pop.

The worst part is that sometimes, when there are enough Worry Orbs in Headquarters or when something truly awful occurs, an alarm in June's head will go off...and absolute chaos follows.

We don't have a name for this alarm yet – it's only gone off a few times in June's life so far – and we don't know where it came from. We certainly didn't ask for it to be installed. Anger believes Fear put it there himself, which Fear unrelentingly denies. I happen to believe him, because surely, Fear wouldn't have had the resources to build such a thing so early. Not to mention the fact that he dreads this alarm and does everything he can to prevent it from going off, because of what it does to June.

The Alarm exists up on the ceiling, and for the most part, we forget about it. But when something really bad happens to make a problematic amount of Worry Orbs appear in the room, eventually, the Alarm will finally go off. It plays a loud, plunging THUD, accompanied by a shrill, high-itched ringing sound, and an ultraviolet light switches on, which has the unsettling effect of stealing all of the light in the room. The lights in the Islands of Personality go out too – they become dark and the attractions screech to a halt. Sounds from outside become louder and louder, and our View of June's World dims and blurs and begins to shake and pulsate.

The sound of June's heartbeat fills Headquarters, to the point where we can't hear ourselves think. We can hardly move. June's chest tightens, breathing becomes increasingly difficult, and she freezes in place.

It's terrifying. We can all agree on that. And there's nothing myself, Anger, Disgust, even Joy, can do about it. We huddle in place and hold our breaths, waiting for it to be over.

Fear does everything in his power to make it stop. He talks and shouts incessantly to June until his voice gives out, he pleads with the Alarm to make it stop, he tells himself over and over that things can't get any worse…

The last time it happened, he eventually pounded his fists on the console, and the room became pitch-black. We couldn't see anything but the View and Fear's silhouette as he began to sink to the floor in an unconscious heap.

Suddenly, we realized that June was in Mom's arms. She was stroking her hair, telling her that everything would be alright. The Alarm had turned off. We could hear Mom shushing us and telling us that Ace would be okay. None of us could even remember what the Alarm had gone off about in the first place. It was the next day that Fear reminded us, whispering so as not to accidentally recall the memory, that Ace had been hurt by another dog while we had been out for a walk. There had been blood, and Fear had panicked, wondering if Ace would be okay, if he would die or ever be the same again.

Fear is still apologizing for the last incident with the Alarm, and the incident before that, and even the incident before that. He feels awful about being responsible for setting it off. Sometimes – like tonight - I find Fear seated alone, while the others are rooted at the controls, and just like I do with June, I sit close to him, and I take his hand. We have become good friends over the years…sometimes, I find, a good friend is all he really needs.

"Sadness?" he says to me, and I look up to him. He stares ahead. Maybe he's afraid to look at me. "…What if Anger's right?"
"About what?"

He gestures with his head and then eyes the ground. "You know, the Alarm. I still feel awful about last month." He winces. "…With Ace." His voice is trying to give out. He swallows, to try and correct it, and I tighten my fingers around his. "... what if I am the cause of it? Do you think it really is here because of me, like Anger says?"
"Oh, I don't think that's possible. I don't think you could be the cause of something you never built."
"...Why do you suppose I'm the only one who can set it off?"

We both look up to the Alarm with our eyes and cringe. It's fairly simple-looking equipment, but it does such terrible things to June that it we think of it as more of a torture device.

"...This is the fourth time this has happened, now, and I don't like thinking about what it must be doing to her." His eyes dance at the invisible nothing in front of them. Maybe he is looking into some Worry Orb of his own, one I can't see, watching some awful event involving June take place. "…I…I really don't mean to cause any damage...The world just is such a big place, and we're so little, and anything can happen. Sure, once in a while something worth rejoicing does come along, and thank goodness Joy is on top of her game, and June can enjoy it while she can…But there's just so many bad things out there, just waiting to happen…"

He takes his hand out of mine and lowers his face to his palms for a moment. I put a gentle hand on his shoulder. For a moment, I begin to wonder if he's crying…but then, he straightens and takes a deep breath. He tries to smile at me, and I try to smile too. It's hard for the both of us, because we aren't like Joy...we just try.

"Thank you, Sadness, for hearing me out. Yet again." He chuckles half-heartedly, rolling his eyes at himself.
"It's okay. I know this means a lot to you."

He nods and straightens a little more. "You're right, of course. And mark my words, I am going to do everything I can to make sure that Alarm never goes off again. That's a promise."

He smiles with just a hint uncertainty in his great big eyes.