A/N: So, I wrote a sequel to my previous Are You Afraid of the Dark? fic. I'm kind of proud of myself for writing it so quickly compared to my other stories, though that could be thanks for Nanowrimo.

So, yeah, since this is a sequel, I advise you to read the previous one since a major part of the story is connected to it.

(This story has been cross-posted over at ao3.)

Gavin was gone and Mr. Tophat was the one who took him.

Gavin was the only one who Rachel felt she could be safe with, that no matter what he would be there to help and protect her.

And Mr. Tophat took him.

Rachel felt nothing but anger.

She was fortunate that the others were still willing to help her even after everything that has occurred. It probably helped that she didn't tell them about her dream from the night before and what it could mean. It also might have helped that she showed them the video of Adam from the opening show that had been taken the night before, especially when it came to Akiko's brother.

And so, the group set off to hunt down the Carnival of Doom and put an end to Mr. Tophat's reign of terror.

Mr. Tophat took Hideo. It felt as though ice was running through her veins.

It was one thing if he took children, it was another if he took an adult, a police officer no less. Children were more vulnerable, not as big or stronger as adults were. And yet, Mr. Tophat had no trouble just snatching him away, only leaving a single golden coin in his place, the same coin that she saw so many times the day before. The coin with a skull on one side and a scorpion on the other. She knew what the coin meant as well, that he knew they were coming and that he may be even wanted them to do so as well.

Rachel wanted nothing more than cry. So, cry she did.

The tears began to fall down her face as she sat down on a nearby bench and wrapped her arms around herself in a hug. She listened as Akiko paced in front of her and ranted on how trusting her was a mistake and that this was all her fault. Rachel knew that Akiko wasn't truly mad at her, but was scared for both her brother's wellbeing along with the group's, but it made the sting of it all no less painful.

"I never meant for any of this to happened," she tried to defeat while the tears fell.

"Well, it did!" Akiko angrily threw back.

"You think I don't know that!" she shouted back, standing to face the others. "Do you think I wanted to make friends with all of you, only for a monster from literally my nightmares to come and start snatching everyone away! He has been haunting my dreams and even my waking minutes since I got here! Do you know what that's like? To begin to wonder what's real and what's not? So, trust me, Akiko. If I knew how to fix this I would!" She found herself feeling a bit dizzy after finishing, the evidence of it being written on her face since Louise quickly ran over to guide her back onto the bench before she could fall, wrapping an arm around her for comfort. Akiko continued to frown, though the anger in it had lessened significantly.

"Even so, what do we do now? We're all alone in the middle of nowhere, without the means to get to the carnival or even to get home. Got any plans?" she asked, waving her hands around them to emphasize the point. Thinking to herself, Rachel let out a defeated sigh as she came to only one solution.

"There is one option," she answered with a very deep frown.

"I can't believe your ride just up and abandoned you kids like that!" Hannah Carpenter said, keeping her eyes on the road.

"He didn't mean to. Things just happen sometimes, mom," Rachel replied from the passenger seat.

"Still, to not even have the decency to at-least leave you at a gas station. That brother of your's better have had a good reason!" Mrs. Carpenter looked into the rearview mirror to look at Akiko as she said the last part. Both Akiko and Rachel shared a look before looking back at her mother.

"Trust me, Mrs. Carpenter, he did," Akiko answered back. Rachel's fingers ran along the surface of the golden coin that was hidden in her pocket as she looked out the window to watch the scenery go by as she tried not to worry too much over the reason he was gone.

"You sure you don't want me to come with you?" Mrs. Carpenter asked as she looked at the group through the rolled-down window.

"Yeah, mom. We shouldn't be here for too long. We'll call you when we're done," Rachel answered with a nod. Her mother seemed to accept the answer as she began to roll up the window and waved goodbye. Just as the window was almost there, Rachel felt the sudden urge to say, "Love you, mom!" Her mother seemed as startled as she was by the statement, but quickly recovered and gave her a bright smile.

"Love you too, dear. Stay safe!" she called back before closing the window completely and pulling out of the parking lot to find something to occupy her time while waiting for their call. They all watched the car disappeared in the distance before turning to head for the entrance of the carnival. As they walked closer, a realization hit Rachel.

"They know who we are, how are we going to get inside without tipping them off?" she asked worriedly, looking at the others. All three gave worried looks of their own back before an idea popped into Graham's head.

"I know!" he said, before opening his bag and pulling out a handful of masks. Rachel recognized them as the masks that the midnight society wore when they were first recruiting her. Those nights feeling like a lifetime ago compared to what was happening now. "You asked when you would receive a mask of your own, right? Well, I think now is a better time than ever for it." He proudly handed her a mask that she hadn't seen any others wear before. She could tell it was newly made by how fresh the paint job was compared to the other masks. She gave him a wide smile as she took the mask.

"This is amazing. Thanks, Graham," she said as she slipped it on along with the other girls, Graham beamed at her before putting on his. Slowly, they moved closer to the entrance as the line moved along. When it became their turn to give their tickets, they all held their breaths as the ticket-keeper clown looked up at them after taking the tickets. He flipped up his sunglass lens and leaned closer.

"Nice masks," he said with a slight smile. They all exhaled at once.

"Thanks, I made them by using the combination of-" Graham began to say before Louise and Akiko pulled him away. The ticket-keeper actually seemed interested as he watched them go. "I'll tell you later!" Graham called back as Rachel began to followed behind them. Soon, they were standing in the middle of the carnival, taking in the sight of it all.

"So what's the plan now?" Louise asked as they turned to face each other.

"I'm not sure. Let's split up and look around. Keep your phones with you in case anything happened, but hidden, we don't want the clowns to steal our phones like they did with Akiko's and Josie's. If you don't find anything, let's agree to meet at the big tent when the opening show is about to begin and we'll continue from there," Rachel explained. The other three all nodded in agreement before they all split off, heading in different directions to search for their missing friends.

Rachel stood nervously at the big tent as she watched the other patrons file inside, looking around to see if she could spot her friends. Soon, she caught a glance of Louise arriving to her right, followed by Graham, and then Akiko appeared in the distance in front of her. She waved at each one, trying to and successfully getting their attention. She waited until they were all next to her before speaking.

"Did you guys find anything?" she asked. Louise and Graham shook their heads with matching frowns. Akiko frowned but nodded hers.

"I saw Hideo, but he was in this weird clown costume and makeup. He didn't look like himself, and when I tried to call out to him, he didn't even look at me," she answered. Louise rubbed her arm in comforted at seeing her friend's distress.

"Mr. Tophat must have put him under some kind of spell, just like Adam was under yesterday," Rachel said. Seeing as this did nothing to help ease her friend's worry, she added. "We'll figure something out, I promise." Akiko nodded, but the frown remained. "Let's head inside before anything more bad happens." The others nodded and followed behind her as she entered. Everyone was mostly seated by the time they arrived inside, but fortunately, there was still some room in the back that they could sit at without having to sit too close to the center area. Quickly, they took their seats as the show began. They watched as Bartholomew went through the familiar intro and soon Mr. Tophat stood before them.

"Ladies and Gentlemen, ghouls and goblins, lovers of the dark and the scary, and haters of all things light and safe. Welcome, to the Carnival of Doom!" he greets just as the lights went out. Rachel felt the sense of déjà vu as she knew what to expect next. When the lights came on once more, Mr. Tophat was no longer in the center area. Turning to look for him, she saw Mr. Tophat was now sitting right beside her. She let out a scream at the sight of him, causing him to scream back. "Very good my dear, save that one for later in the show alright?" He smiled at her, turning away to look out over the audience. "Don't worry everyone, it's all part of the show. Tonight, you may see things that might shake you to the bone and make you want to run and hide. But, no matter how scary it may seem, It's all part of the …" He turned to Rachel once more and pointer at her.

"Show?" she whispered fearfully back. He tapped his finger on her nose and the lights went out once more. And when they came back on again, he was gone.

And so were her friends.

Fear clawed up her throat as she frantically tried to look around to see where they went, but to no avail, her friends were nowhere in sight. Her gaze trailed back to the center and met the eyesight of Mr. Tophat. He gave her another smile, this one more sinister than the one before. A chill went down her spine as she saw it, knowing he knew that she knew he took them and that there was nothing she could do about it. Rachel sat throughout the rest of the show, numb to everything that was going on around her as she got lost in her thoughts. So many thoughts and emotions swirled around in her head. The fear of being alone without her friends. The anger she felt towards him for what he's done. She had no idea where to start, especially now that she was utterly alone in this battle against him now. She needed to figure out how to stop Mr. Tophat, but how? Her fingers brushed against the golden coin that still remained inside her coat pocket. She knew that somehow, the coin was key to this whole thing, but what was it for. Mr. Tophat had said the night before that it would open up to a secret part of the carnival, but where?

Rachel was shaken out of her thoughts as she noticed that the show was now over and everyone was filing out. She quickly got up and began to follow the few people who still remained inside. As soon as she got to the bottom of the bleachers and moved to head for the exit, a hand grasped her shoulder and spun her around. Standing before her was Bartholomew.

"Mr. Tophat noticed you seemed a bit troubled during the show. He has requested for you to meet him at his cabin so that he can see if he can help with whatever seems to be troubling you, my dear," he said with a menacing smile. She looked around to see if there was anyone else who she could get to help her escape him, but she only saw a brief glance of the last patron disappearing through the tent's flap. With a sigh of defeat, she looked back at the man and gave a nod. His smile grew wider in response and he began to guide her towards their destination. They navigated through the carnival, pasting rides and booths until finally reaching the more restricted back area of the carnival, away from the crowd. Around them stood many trailers that seemed to belong to the group. They moved towards one in particular that stood out from the rest due to being the only one that seemed to be made of wood instead of the usual metal. Once they reached the door of the cabin, Bartholomew released his grip on her and stepped away. "This is where I take my leave, as he requested that you go inside alone. Having a lovely evening, Rachel." He gave her a bow before turning and walking away, heading back towards the rest of the carnival.

She watched him go for a moment before turning back to face the door. Taking a deep breath, Rachel knocked on the door. She stood there for a moment, but when no answer came, she knocked again. Still, no answer came. Finally, she tried the doorknob. It gave no resistance and she opened the door. Inside, there was a lounging couch and vanity. All along the walls were posters advertising the show and Mr. Tophat and other knick-knacks. Other than that, it was completely empty. There was no other person in sight. Unease settled in the pit of her stomach as Rachel stepped inside, closing the door behind her. She studied the posters, each one seeming to be from a different era of time. She gave the couch an uninterested glance as she knew it was nothing special, before looking at the vanity. There were different objects placed on it. Beauty products geared towards men, writing utensils of different kinds and other miscellaneous items. Nothing seemed to jump out as worth note-taking to her. Drawing her gaze to its left, she saw resting beside the vanity was Mr. Tophat's cane. Her eyes widened in surprise to see it without its master. Delicately, she picked it up, almost dropping it when she felt something akin to static run through her fingertips. She studied the cane, noticing that it seemed to have an electric current running through the amber top-piece, almost like a lightbulb would. In her gut, she knew this was key to Mr. Tophat's power. With a slight smile, she raised her gaze to look at the wall in front of her. There sat a single frame with a circular shape indented in the middle of it. She looked at the indentation for a moment before realizing it was a similar shape to the coin in her possession. Quickly, she pulled the coin from her pocket and placed it in the frame. She watched as it dropped into a space that was under the hole and made a sound similar to one a gum-ball machine would make when you put in a coin. The wall shook for a moment before it to shift away to reveal an entrance hidden behind it.

In the entrance stood a smiling Mr. Tophat.

"Boo," he whispered, causing her to jump. "Congratulations on finding the secret area. Now, let's play another game, shall we? It's called Tag. And since you were so smart to pick up my cane, I'll be it." He dropped his smile and leaned down to look at her at eye level. "Run." Not needing to be told twice, Rachel turned and bolt out the door as he laughed from behind her. She ran as fast as she could, weaving past everyone around her and trying to find somewhere she could go to escape the man. Soon, she slid to a stop and looked over her shoulder. Seeing no sight of the man, she turned a corner and moved down it, only to find Mr. Tophat standing at the end of it. Letting out a gasp, she turned around to run back in the direction she came from, only to find him standing in that direction as well.

Rachel stared over at Mr. Tophat, watching him for any sudden moments. She took in his appearance and expression, a lulling smile sitting on his lips. She wondered how long he looked like this, her thoughts trailing back to her dream. Was he always like this, or did he change his appearance over the years? Did he even age?

"What are you?" she asked with curious eyes. He laughed at the question, his smile growing bigger.

"Human, just like you," he answered. Seeing her frown at the statement, he continued. "I'm not a monster like the ones in your stories nor the movies. I'm just a man."

"A man who steals children to do who knows what to them, and a man who no one remembers when he leaves," she replied with a raised eyebrow.

"A man never the less. I'm just a man who had some bad luck in his life," he waved his hands in admission. Together, they began to walk in a circle, both keeping their distance from each other.

"What kind of luck of bad luck?" she tilted his head as her eyes flickered to the ground, trying to try and think of what might have happened to the ringleader.

"I made a bet against a man for something so meaning that I don't even remember what it was, and I lost. So he cursed me to be like this until someone special came along who could put a stop to all of this. Until you came along." Rachel's eyes flew back to the man at the explanation and saw him now smiling softly at her.

"Why me?" They both stopped their pacing, now standing in the spots the other had stood in. Mr. Tophat sighed.

"I like said," he looked at her with warmth in his eyes, just as they had in her dream. "you' re someone special." he finished with a whisper. She frowned even more, trying to understand it. Her thoughts focus on her dream, how the younger version of her called him her father.

"You're my father, aren't you," she looked up at him with a worried look, both hoping it to be true and to all be a lie at the same time. A shocked expression flickered on his face, not expecting such a question, before returning to the softened look. He nodded his head.

"Yes."

"How is that possible?"

"Your mother was, is a wonderful and sweet woman, Rachel. We fell in love fast, but it was love never the less," he looked away from her, his gaze trailing over the tents and attractions around them. "You weren't supposed to happen, but I don't regret it." He looked back at her with love now in his eyes. "You were the best thing that ever happened to me in all of my life."

"What happened?"

"Like you said, I am a man no one remembers, not even my own lover or daughter. Although, some memories don't completely go away. We were able to come together again and again, which in turn allowed you and your mother to remember me once more. But, one day I arrived in the town you two were living in, and well," he frowned, pain present in his eyes at the memory. "you were gone. I guess you two moved away during the year at some point. After that, I never saw you two again."

"Until now," she prompted. A smile flickering on his face.

"Until now."

"And so you decided that the best way to say hello to your long lost daughter was to haunt her dreams and steal her friends?" she raised an eyebrow with disbelief. He chuckled and tilted his head in agreement.

"One was to get your attention and the other I have no true control over," he answered. "I need to take the children in order to feed on them, it's what keeps me alive and in a way, I can't stop it."

"Can't stop it? How can you not not kidnap children?" Rachel felt herself grow anger with each word.

"It's part of the curse, it forces me to do whatever it takes to stay awake, even if I don't want to," he explained with a frown. "Trust me, Rachel. I wouldn't have done it otherwise. Though, I did take those two boys in hopes you would follow. It worked, didn't?" He gave her a smug look. The look caused her to grit her teeth in anger.

"Yes it did, but that was a big mistake," Rachel stated.

"Perhaps. We'll have to wait and see," he replied before lunging forward to try and snatch the cane away. Rachel quickly dodged and swung the cane up and hit him in the face. The swing hit home and stunned him for a moment, giving Rachel the chance she needed to run away. Her feet pounded at the ground as she headed back for the cabin and the entrance to the hidden area.

Rachel ran as fast as she could, clutching the cane in her hands tightly to her chest as she navigated the dizzy turns of what turned out to be a mirror maze. All around her, lights flashed off the mirrors and blinded her sight. Her breath came out faster and faster as she ran deeper and deeper into the ride. Behind her, she could hear Mr. Tophat's voice calling out for her.

Rounding another corner, she slowly came to a stop as she found herself in a dead-end. Panic squeezed at her heart as she tried and failed to find another pathway out.

"Rachel!" Mr. Tophat called from somewhere in the maze, sounding closer than he was before. She whipped her head back where she came from at the sound. Turning back, she felt her heart come to a stop as all around her in each mirror stood the reflection of different children, all calling out to her with fear in her eyes and in the reflection of the end mirror was that of her younger self. In the mirrors on the very left and right of it were all her friends. Graham, Gavin, Akiko, Louise, and even Adam were there. Her younger self was the only one who seemed to not be affected by the situation. The expression on her face was neutral as she raised her arm and pointed toward the cane in her arms. She then raised her arms and mimicked a swinging motion. Rachel frowned in confusion as the younger girl mouthed something to her. It took a second for her to understand what she was trying to say.

"You want me to smash it?" she asked. The child nodded with a smile in response. It was then that the lights flashed across the mirrors and as it then each mirror, the children disappeared from each mirror until finally, her young self's image vanished and her place was now Rachel's reflection and behind stood Mr. Tophat. She spun around as her heart leaped into her throat. He smiled sweetly to her and began stepping closer to her, making sure she stood no chance of running away once more. With each step he took, she stepped backward until finally, she felt her back meet the final mirror.

"Now that you had your fun, I think it's high time you give me back my cane," he said. A frown flickering on his face as she shook her head in defiance before smiling sweetly at her, a wider grin growing on his face. "Fun and games are over Rachel, give me back my cane." Once more she shook her head. His face twisted in anger as his frustration grew. "I won't ask you again young lady, Give me back my cane!" He began walking closer once more.

"No!" she cried. The man froze in his steps at the cry. "No! Why should I, so you can just go back to taking more children and causing them all fear and sadness? It's time for this nightmare to come to an end!" With that, she raised the cane into the air, grasping it with both hands just as her young reflection had shown her moments before.

"Rachel, wait!" Mr. Tophat raised his hands as fear flashed in his eyes. "Just wait!" They stood there for a moment and she waited for him to continue. "Just give me back my cane, and I can make everything better. You don't need to fear being alone anymore. You and I, we can be a family, just as we were once before. Just imagine the fun we can have!" As he looked at her with pleading eyes, she thought about the idea. The possibility of no longer having to try to make friends and time after time, finding herself alone once more. A smile returned to the man's face as she appeared to lower the cane. At the sight of the smile, she was reminded of all the terror and trouble he has caused for her and her friends. With anger settling into her heart, she raised the cane high above her and swung it down as hard as she could.

"Nooooo!" As the top of the cane shattered on the ground, all around her so did the mirror. In front of her, Tophat exploded into thousands of scorpions. They tumbled to the ground and scattered away into the darkness of the maze. All that was left of him was his tophat. Looking around, she found that behind each of the mirrors was a small chamber and in each chamber were all the captured children. A smile broke on her face at the sight of her friends now freed from their torture.

"Rachel!" they shouted at the sight of her.

"Did we do it? Is Mr. Tophat finally gone?" Graham asked, looking around at everyone. She let out a laugh and she nodded her head. He then punched his fist in the air as she let a cheer.

"Let get out of here! I'm done with this place," Akiko said as soon as she finished. They all nodded their heads in agreement before looking around. "Does anyone know how to get out of here?" They all frowned as they realized no one had a clue. Just then, Rachel felt a faint blow of wind brush against her back. Turning around she tilted her head in curiosity as she looked at the end chamber. There had been no child in it when the mirrors shattered. It instead stood empty. Stepping closer, she examined it for the source of the air. Looking at the ground, she noticed there was a sliver of light shining through a crack at the ground. Looking back up, she began to feel at the back of the chamber. With a gasp of shock, she felt the tell-tale signs of an edge of what she realized was a door.

"Guys, there's a door here!" she called back as she began to push it, mentally cheering as it began to slide outward. The door opened up to another room. It was similar to that of Mr. Tophat's trailer, except it had an actual bed in place of his couch and it was more pink than red. Rachel felt a feeling of familiarity as she stepped through the doorway.

"Woah," someone said behind her as her friends began to follow behind her.

"What is this place?" another asked, Louise most likely. Rachel trailed her hand along the walls, running them along the edges of the posters and drawings that looked drawn by a child that hung on them.

"It looks like a bedroom," Akiko stated.

"Yeah, but who's?" Graham asked. Rachel finally reached the vanity as he spoke.

Skewed along it was all sorts of drawing materials, crayons, markers, and colored pencils. Sitting in the middle of it all was another drawing. Tilting her head to look at it better, she saw that it was a drawing of three people. In the middle was the small figure of a little stick figure girl with yellow pigtailed hair. On the right of the girl was what was supposed to be a woman with orange hair and a triangle skirt. On the left was a man with a black top hat and holding what appeared to be a cane in his hand. They were all smiling and holding hands. Words were written above each figure. Daddy was above the man, Mommy above the woman, and Me above the girl. It was then that Rachel realized what she was seeing. It was a family drawing. Slowly, she took the figures in again, recognizing very familiar features in them all. It was only when she looked at the corner of the drawing that she knew what it was. There, sitting in the lower right corner, written in the quirky handwriting that only a child could write, was the name "Rachel". With a gasp, she looked up and around the room, taking it all in with a new light as the faint memories of a forgotten childhood began to trickle into her mind.

"It's mine," she whispered. The others all looked at her in confusion when she spoke, unsure they heard her correctly. "This was my room."

"What?" Akiko asked in shock.

"This was my room. He had it made for when I needed to get away from it all. If mom was a little late to come picking me up or if I just didn't want to deal with all the loud noises from the carnival, I could come here and just rest," Rachel explained. She lightly touched a drawing that hung near her, it was of a landscape with trees and flowers and even had a smiling sun in the upper corner. "I drew all these and would leave them behind for him whenever we had to part again so that he could look at them whenever he missed me."

"Who missed you? Rachel, what are you talking about?" Louise asked.

"Mr. Tophat," she replied, turning to face them all. They all looked at her with confused and worried expressions. "There's something you guys should know. There's a reason Mr. Tophat was so focused on me. Why I was the only person able to stop him. I swear, I didn't even know this until last night when I dreamt of a memory from one of the times I was here. I guess that I'm not completely immune to the whole forgetting him thing. But even now that I know who he was, that didn't stop me from wanting to put to an end of this. Never once did I ever want to join him or help him in any of this, I promise you guys. I-"

"Rachel!" Adam interjected, stopping her in her rambling. "What are you talking about?" Taking a breath, she looked around her one last time before admitting the truth.

"I'm Mr. Tophat's daughter," Rachel whispered.

"WHAT!" the group shouted all together in shock. They all looked at one another in attempts to confirm they all heard her correctly, all displeased at the fact that they did.

"How can that be?" Gavin asked finally. Rachel shrugged in response.

"I don't know, I just am," she explained, turning to wander over to her former bed and sitting on it. "Years ago, he met my mom and they felt in love apparently."

"Woah," Adam said. "To have someone like Mr. Tophat be your father must have been tough to find out." She snorted and nodded along.

"It was, especially when the moment I did in my dream, Mr. Tophat turned to me and told me it was time to wake up," Rachel explained. "Scared me so much, it woke me up."

"Wait, shouldn't you remember something as big as Mr. Tophat being your dad? I thought his power doesn't affect you or anything," Gavin asked next.

"I guess I can only remember for so long before I start forgetting like everyone else. He did say that the last time we saw each other was years ago," she shrugged.

"Wait, 'he did say' as in you talked to him about it? How do we know this isn't one more of his tricks?" Akiko questioned. Rachel sighed and thought about the question.

"We don't, but if it is, why would he do it? I mean sure, it would have been a scheme to trick me into not going through with stopping him, but how would you explain the memories I'm starting to remember now, even though he's been defeated?" Rachel reasoned, looking up to her friend for an answer. Akiko looked around the room before finally shrugging in defeat as she found no answer for it.

"So, if you have memories of being here, does that mean you know how to get us out of this place? Cause, I for one have had enough of all of this creepy carnival stuff for one night," Gavin jumped in, looking at the others for support. They all nodded and mumbled their agreements. Looking around, Rachel began to focus on her memories, trying to see if she could find the solution there. She slowly stood and walked over to the entrance of the room.

"The entrance to this place was in his cabin. We would go through the maze, and coming to one-way mirror chambers. The door was at the very end," she waved a pattern into the air as she remembered the path. "When I wanted to leave, I would either have to have him show me the path back, or I would use the..." She turned slowly behind her and pointed to the opposite wall. "use the other door here!" Quickly, Rachel moved over to the wall and gave it a push. With wide eyes, she watched the door opened to reveal a forest on the other side. Looking back at her companions, she smiled with delight at the sight. "Come on you guys, let's get out of here."

"You don't need to tell me twice!" Gavin exclaimed and he was the first to hurry over and through the doorway. One by One, the children ran through the doorway into the forest. Turning to look back, they saw that the door was part of the truck of a tree. "What the, how is that possible?"

"It's a magic door, just like the one in his cabin, Mr. Tophat made a pocket dimension and made the maze and everything," Rachel explained.

"Cool," Adam whispered in amazement. Rachel smiled at his reaction and then looked at the door once more. One by one, the other freed children began to step through the doorway as well. As each child stepped into the forest, they would look at Rachel and the others and say their thanks for freeing them from Mr. Tophat before transforming into balls of lights and floating up into the night sky about. In silent, the group watch as more and more children came through and flew off. Finally, two teen girls appeared in the doorway. Rachel's eyes widened in shock as she recognized them.

"It's them!" Rachel exclaimed. Seeing the confused faces of her friends, she continued. "They're the girls from my story. The ones who bullied the little girl and were taken by Mr. Tophat!"

Looking back at them, more memories popped into her head. "I knew them, they were my classmates from one of my old schools. Their names were Izzy and Sarah. He must have taken them at some point after I had moved. I remember one of my old friends telling me about them going missing!" At her exclamation, the girls looked over at the group.

"I guess you so bad after all, huh?" Izzy said.

"Thanks for saving us, Rachel. We're sorry for everything," Sarah then said. Together, the girls morphed into balls of light and flew off. In their place was another very familiar face.

"It's her, the girl from my story," Rachel whispered in even more shock. The girl in question smiled kindly at her and stepped through the doorway. A name floated to the front of Rachel's mind as she did. "Annie. Annie Johnson. She was my best friend in my old town. After I moved, Izzy and Sarah went missing, and a year later, so did she. Mr. Tophat took her. I must have forgotten all about her because of it." Tears began to form in her eyes as she began to remember all of the wonderful memories she had shared with the girl.

"I knew you could do it, Rachel," Annie said. "I knew you would help me in the end, I just knew it. Thank you." With that, she, just as all the other children did, transformed into a ball of light and flew up into the sky. Silently, the group watched the light becoming smaller and smaller until finally, it disappeared among the stars in the sky.

"You did it!" a voice shouted behind them, causing them all to jump in surprise. Turning to face the source, they all saw an elderly man standing some feet away from them with a wide grin on his face. "Congratulations, child! I just knew you could do it!" He began walking up with them, heading for Rachel in particular.

"What?" she asked in confusion as he took her hand and enthusiastically shook it up and down.

"You stopped Cochran, of course!" he clarified, though still not making as sense.

"Who?" Graham asked with a frown. The man turned to face him, still not letting go of her hand.

"I'm sorry, I'm talking about the man you knew as Mr. Tophat," he explained.

"Cochran?" Rachel questioned, curious about the name.

"Yes, Marcus Cochran. That was his real name before he was cursed," the man explained as he looked back at her, finally let go of her hand.

"Cursed?" Gavin asked. The man moved to stand in the middle of the group.

"Yes, cursed to have to feed on the fear of others for all of time, until a special child, that's you," the man pointed to Rachel, "would come along and help put an end to all of this." The man then waved his hands in the air.

"And how do, you know all of that?" Louise asked with a raised eyebrow. The man looked at her, his grin finally dropping.

"Why, because I'm the one who put the curse on him in the first place!" The man stated as he moved past them and headed for the door.

"What!" the group cried out in unison. The man paid them no mind and as step through the doorway and began heading for the door on the other end.

"You're the one who caused all of this?" Rachel shouted, following behind him and stepped into the room as well. The others watched from the doorway, hesitate to step inside as well, and stood in the way of the door as though they feared the door might close and disappear with her inside.

"Yes, I just said, didn't I?" The man replied, now stepping through the other door and walking down the now abandoned hall of the mirror maze. It seemed even more eerie now that the only thing that remained was the shards of glass scattered across the floor along with the destroyed cane and lone top hat.

"Why? Why would you do such a thing?" Rachel felt herself grow angry as she thought about how the man in front caused so much pain and suffering and seemed to not be affected at all by it.

"Because back then, and even now, I suppose, I was a scientist always looking for new things to experiment with," he explained as he came to a stop where the top hat sat. He bent down and plucked the hat up. Carefully, he examined the hat, brushing it off here and there and before nodding to himself in satisfaction. "One day, I came across this carnival and an idea hit me as I watched the opening show. How long could a man live if he had to feed off the fear of others? Brilliant idea, is it not?" The man looked at Rachel with a smile, but seeing her angered look, it dropped.

"He told me that he had no real control over it, that his body would actually force him to steal children to feed his hunger," Rachel stated with an accusatory glare. The man sighed and began walked back down the hall.

"Well, I couldn't just leave him to his own devices, he probably would have chosen to die rather than feed. I had to make sure the experiment continued until the very end," he explained further as he stepped past her into the room. He paused in the middle and turned to face her. "I know now it was wrong what I had done. In fact, it was inhuman and horrible to have to force anyone to do such things." He admitted, looking to the ground with guilt in his eyes.

"Then why not undo it all, free him from it all?" Rachel asked, her anger lessening as she saw that he truly regretted what was done. With a sigh, the man looked up again.

"By the time I realized my mistake, it was too late. I had no idea how to break the curse without you," he explained. He then turned and headed back out the door into the forest once more. He turned to face the group again with an apologetic expression on his face. "If I could go back and prevent this all from happening, I would. Mr. Cochran was a good man who unfairly got the short end of the stick in the end. He didn't deserve any of this."

"Did you know then?" Rachel asked as she stood once more alongside her friends. At his confused expression, she continued. "Did you know I would be?"

"Why you are the special child, no I have no idea why it was you who was different from the rest," he answered.

"Would you like to?" she asked. The man gave a surprised expression before nodded his head. "It's because apparently, I'm his daughter." The man froze at the answer before a softened look flickered across his eyes.

"You're his daughter. The one he had with that lovely red-haired young woman. I always wondered what happened to you two," he said with a soft smile. He looked down at the hat in his hands and then walked over to her. He down at the hat once more before holding it out towards her. "That does explain a lot doesn't it?" He looked at her with an amused look. Rachel looked into his eyes for a moment before finally taking the hat from him. He clapped his together with a sigh. "Well, as much as I would love to stay and talk more, I really must be going. It was wonderful to see you again, my dear. I do hope you have an easier time now that this is all over. Now, if you head in that direction." He pointed his finger to their left. They all looked in that direction to see lights in the distance that obviously belonged to the carnival. "Before I go, there's one thing I must state to you all." A sudden serious expression crossed his face. "I am NOT a nutbag, understand?" He pointed his finger at each child with each word. They all nodded with wide eyes. He then smiled cheerfully at them and waved his fingers. "Toodle loo!" At that, he turned and walked off into the forest in the same direction he came from. They all watched in stunned silence as he went until finally, he disappeared into the darkness. Even then, they waited a few more moments before Adam finally broke the silence.

"What a nutbag," he said with certainty. The others looked at him in surprise and then each other before bursting out in laughter.

"Let's get out of here before more weirdos come along," Akiko then said. They all nodded in agreement before setting off in the direction the man had pointed them in. As they walked away, the door in the tree swung itself shut before disappearing completely, leaving no traces of it ever being there in the first place.

It did not take long for the group to arrive at the entrance of the carnival. While the parking area in front was no longer full of cars, there was a group of people standing at the entrance. As the children got closer, they realized that the other group was, in fact, the carnival's employees. The employees watched as the children approach, their faces void of any malice that the children expected to be there seeing as their boss had been destroyed. Standing at the front of the group was Bartholomew and beside him was Hideo, still in his clown makeup.

"Hideo!" Akiko cried out, breaking into a run towards him. At her reaction, Hideo moved towards her. The sibling meeting in a hug, Akiko appearing close to crying in delight over her brother being alright. After what seemed like forever, they finally pulled away, though keeping their arms linked as they turned to face both groups.

"What happened? The last thing I remember was being attacked by scorpions in the rest stop bathroom and then I woke up here in this clown makeup and costume and surrounded by these guys," Hideo said, pointing with his thumb towards the carnival employees.

"It's a long story, we can tell you on the way home," Akiko laughed, smiling up at her brother. Her group soon joined them and stood to face the employees.

"So, with Mr. Tophat gone, are you guys going to come after or anything?" Graham asked, looking warily at the workers. Bartholomew gave out a sigh and shook his head.

"No, there would be no point anyway. We only did so because Marcus wanted us to," he explained. The other workers all nodded in agreement, to which the children and Hideo nodded as well, though Hideo seemed still confused about everything and who this "Marcus" was.

"Then, I should give my mom a call to tell her we're ready to go," Rachel said before a thought popped into her head. "Wait, There's seven of us and only room for four of us in my mom's car, what are we going to do to get home?" Her friends all looked at each other with worried looks at the realization.

"Ah, I think I might have a suggestion," Bartholomew said with a raised finger. The group looked at him in curiosity. "I'm sure Constable Yamato could drive the other two home in his vehicle." He then pointed the finger behind them. Turning together to see where he was pointing to, the group was looked on in shock to see Hideo's police car now sitting in a parking space that it was certainly not had been moments ago. They all looked back to face him again, Bartholomew now smiling amusingly at their amazed faces. "You didn't think he was the only one who had a bit of magic in them, did you?" Rachel gave out a laugh at the statement, causing his smile to widen even more. She then pulled out her phone and stepped away to give her mom a call. As she did, the ticket-taker clown appeared to Bartholomew's right, causing the group to jump in fright a little. He was no longer wearing his signature sunglasses, looking at the group with his curious eyes.

"Perhaps while your friend is calling her mom, you could continue your explanation from early, about how you made those masks of yours," he said with a raised eyebrow, looking directly at Graham. Graham in response looked uneasily at his friends, and at their equally unsure faces, he looked back at the clown and gulped.

"Sure!" he said with an unsure smile, to which the clown gave a smile back.

The two groups watched as Rachel's mother's car pulling into the lot. The driver's side window rolling down to reveal her smiling mother who waved at the group. Rachel waved back and looked back at the gathered workers.

"Guess this is it. Bye, it was nice seeing you all," she said with a hesitant smile.

"Yeah, let's do this again some time, without the whole trying to murder us thing," Graham agreed. The workers all waved in response before waving the group goodbye. Hideo, Akiko, and Adam all headed for Hideo's car while Rachel, Gavin, Graham, and Louise headed for Rachel's mother's, just as they agreed upon moments before.

"Hey mom," Rachel greeted as soon as they got close even. "Akiko's brother was able to come back, so he's gonna give Akiko and our friend Adam a ride home since your car wouldn't be able to fit us all." Her mother furrowed her brows as she said it as well as she noticed Gavin among the group.

"Gavin? Adam? What are you two doing all the way in Idaho?" she asked. The friends all looked at each other, trying to come up with a reasonable explanation.

"It's a long story. Mind if we tell you later? We're all kind of tired from the carnival," Gavin finally said. Her mother gave him a quizzing look before seeming to decide his answer was acceptable.

"Alright, hop in kids, it's a long ride back, you can rest on the way," she nodded. Rachel walked over to the passenger's side and slid in, carefully placing the top hat on her lap as she buckled her seatbelt. Her mom gave her a confused look. "Is that a top hat?" Rachel only nodded in confirmation. "Where did you get that from?"

"The owner," Rachel responded, partially in truth as that was where the hat came from. The answer did nothing to alleviate her mother's confusion.

"The owner gave you a top hat, it's a bit big for you, don't you think?" she asked. Rachel looked down at the hat and picked it up once more. The three other kids in the back all leaned forward to watch as she placed it on her head. The hat immediately fell, covering her eyes. She turned her head as though to looked at the others. After a moment of silence, the whole car began to laugh at her appearance. "That's a good look for you, dear." Rachel only laughed more, taking off the hat and placing it on her lap once more. "I like it, I don't know why, but for some reason it makes me think of someone I met a long time ago before you were even born. Though, I can't remember anything else."

"Well, I'm sure whoever they are, they were a wonderful person," Rachel smiled at her mom.

"I'm sure they were," her mom agreed. With that, she shifted the car out of the parking area and began navigating out of the parking area, Hideo's car following along behind her. The carnival workers watched as the cars began to leave for a second before all turning to return to the carnival behind, getting ready to pack everything up to leave the next day. As the workers disappeared through the entrance, a single scorpion could be seen crawling along the ground. It paused in its travels to watch the cars as they drove off. As soon as the cars disappeared behind a grouping of trees, the scorpion turned and continued its crawl, heading in the same direction as the cars were going. In distance, though no one could hear it, a laugh rang out, with the promise of more come.

A/N: The story has finally come to an end, for now. If you enjoy reading this story, please feel free to leave a review leaving me so.