The Avengers were at the state fair just enjoying the fact that no one had tried to take over the world that day. It was the first day of the fair and Tony had insisted on taking them, mostly because the tickets were only one dollar apiece. Just because he was a millionaire didn't mean he didn't appreciate a good deal when he heard one, besides neither Thor nor Steve had been to a state fair like this one before. The sun was shining but there was a nip in the wind that reminded everyone of autumn's swift approach.

They had ridden a roller coaster, the Fairs Wheel, and had eaten the food. Thor was enjoying himself, especially the smoked turkey leg Tony had bought him which he was gnawing on. They were now just taking in the sights and playing a few of the games when they saw the last person they would ever expect to see at a fair.

Tony did a double take at the tall slim black haired man wearing a green button down shirt and black slacks. He was also wearing a black cowboy hat with a green band around it but that wasn't what peaked his interest. Loki had with him a ten year old girl in a wheelchair with a large furry service dog at her side. They appeared to be waiting for a ride to be over and Loki had a camera out and was taking pictures. As the mini rollercoaster came to a stop and the riders were let out, two eight year old boys, both also with Loki's black hair and coloring, ran through the exit door. One of them was carrying a plush toy snake while the other held his brother's hand.

They headed straight for Loki and The Avengers were close enough to hear them laughing and saying that Hela should have joined them on the ride. The girl in the wheelchair just shook her head and looked the map over seriously.

"It's my turn to pick the next ride, right daddy," she asked looking up at Loki.

"Of course Hela." He ruffled her hair then turned to the boys. "Vali, Narvi, Jormungand, did you have a good time on that ride?"

"Yes we did." The boy with the snake handed it to Loki who allowed the 'plush toy' to wind its way around Loki's body hissing a little.

The other boy turned to Hela and sighed, "Hela you really should have come with us."

"Narvi, you know I hate going that fast," Hela replied. "Daddy let's go to the haunted house."

"Alright dear, come on Fenrir," Loki said.

Narvi shook his head, "You ride Sleipnir," he argued.

"That is different, besides I couldn't leave Fenrir out here all alone." She reached over and patted the service dog's head.

"Thor," Bruce asked, "Who are the kids?"

"Loki's children," Thor replied taking a bit of cotton candy. "So is the wolf and the snake."

"Loki has kids," Clint exclaimed softly. They followed the family at a safe distance watching as they headed for the ride Hela had chosen. The haunted house was a ride with odd looking mechanical monsters on the outside and fake cobwebs.

"Yes he has children," Thor responded. "He has six of them, Fenrir, Jormungand, Hela, Sleipnir, Narvi and Vali."

"You never said Loki had kids," Steve said. "And why is the girl in a wheelchair?"

Thor shrugged, "She's half dead, half alive, and I guess she has problems walking."

Tony choked on his drink. "How can someone be half dead?"

Thor shrugged and looked troubled. "I do not know, but his children are all that strange."

"So who's going to follow them into the hunted house," Clint asked.

"Are you volunteering," Tony asked.

"No!"

"Why not Clint," Tony ribbed. "Are you scared?"

"No," Clint replied.

"Prove it; follow Loki and his children into the Haunted House," Tony said folding his arms across this chest.

"All right I'll do it," Clint said heading for the line. He managed to get just behind Loki and his children and slipped into the same car as they did in the back as Hela used her arm canes to get out of her wheelchair and into the ride.

The dog jumped in as well and the kids piled in to the front row. Loki climbed into the back seat next to Clint and buckled in. The ride started and Clint griped the hand rail tightly as they entered the dark. When the first skeleton popped out he was alright, the same went for the headless butler and the vampire changing into a swarm of bats that the children shrieked at and Loki laughed. The ride jerked them around the building bringing them into a graveyard, the blood drained out of Clint's face when he say what a waited them.

He screamed and grabbed Loki's hand in a death grip. "Clinton Barton," Loki said trying to pry the assassin's hand loose. "Don't tell me you're scared of zombies." Clint didn't answer his breath heaved sharply and his fingers tightened. "Don't worry, the ride is almost over," Loki said pulling his hand free and rubbing it to bring the feeling back.

Suddenly the ride stopped, Clint let out a small whimper. Loki wrapped an arm around his shoulders and rubbed calming circles into his back. "It appears the ride is experiencing some technical difficulties. Please remain in your seats until we get the ride working again. Thank you for your patience," a women's voice came over the loud speaker.

Clint let out a louder whimper and closed his eyes. "Clint we will be fine," Loki once again said. "They are just manikins. They can't hurt you."

"I know," Clint mumbled into Loki's shoulder.

"Then why are you scared," Hela asked turning around in the seat.

"They may be real," he said.

Hela scoffed, "There're no such things as zombies."

"How do you know," Clint shot back sitting up straight.

"I am the Goddess of Death; anything that is dead falls under my rule. If I say there are no zombies then there are no zombies," she declared. Her skull earrings flashed off one of the strobe lights. She smiled a bit. "I'm sure they will have the ride fixed." Clint nodded still refusing to let go of Loki.

Loki removed himself from Clint's grasp and chanted something. Suddenly the music changed and the zombies came to life. Clint squeaked then started laughing. There was a disco ball now hanging on the ceiling and the zombies were all wearing rainbow wigs and dancing. Loki's spell had also turned the graveyard into a ballroom with streamers hanging on the walls. In the corner two zombies were playing pin the head on the skeleton with odd results.

"Better," Loki asked leaning back in his seat.

Clint nodded, "Sorry for squeezing your hand."

"No problem," Loki replied. The ride jerked and started up again.

"Yes," Vali cried out bouncing a little in his seat. They were returned to the outside world leaving behind the still partying zombies.

Clint squirmed as Loki fixed him with a look, "If you don't like zombies then why did you follow us into the Haunted House?"

"Tony dared me to do it," Clint said.

Loki grinned, "I won't tell anyone you freaked out."

"Thank you." They got out of the ride together and Loki helped Hela back to her wheelchair.

Together they headed over to the Avengers. The Hulk had made an appearance and appeared to want a large purple teddy bear with a light soft green bow around its neck. Tony rolled his eyes but paid for three rings to try to ring a duck. Tony waited the ring in his hand then tossed it at one of the ducks. The ring fell on top of the duck's head then slipped down Tony scowled.

"What is the big idea here," he asked the man running the booth. Are you sure these rings fit over those duck's heads?"

"Are you implying I would cheat," the man asked raising a hand to his heart. "You still have two tries. Better luck next time."

Tony reached for the next ring but Loki took it from his hand and gently moved him to the side. He concentrated and tossed the ring. It glowed green briefly before falling over the duck's head. "If I get the next ring over the same duck's head will I get two prizes," Loki asked picking up the next one.

The man dumbly nodded and Loki tossed the third ring. Once again the ring glowed green before falling around the same duck's neck. "I'll take my prizes now," Loki said with a grin.

"But… but," the man stuttered.

"I'll take the purple teddy bear for the green guy and," he paused then turned to Hela. "Hela what do you want?"

"That one," she said exclaiming as she pointed to a large stuffed white tiger.

"And the white tiger for my daughter," Loki finished. Wordlessly the man handed over the prizes. "And next time," Loki said as he turned to leave, "I would suggest you use the rings that actually fit over the duck's heads. I don't like being lied to mortal." He tipped his hat to The Avengers and started to walk off.

"Wait brother," Thor called out. "Where are you going?"

"To get some caramel apples, with nuts for Sleipnir, Thor, you know how much he loves candied apples," Loki said turning around. Then Loki left The Avengers standing there watching as him and his family walked away.

Author's Notes: Sorry for not including Sleipnir in the story but an eight legged horse would stand out to much. Besides you can't fit a horse on a ride unlike a snake or a dog.

Second: No Hela is not exactly crippled; she is mostly in the wheelchair so they have an excuse for cutting ahead in lines and for bringing Fenrir along. Also she is still half dead and half alive but Loki uses his magic to hide that fact. Too many people would stare and while Loki is a bit of a diva, he rather his family be out of the limelight.

Third: In case you did not notice Jormungand is disguised as a toy so he can go on the rides with his brothers.