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Charles is in the library late the night of the train’s arrival and sees Will and Jim run past. Charles also heard the train’s whistle and ghostly calliope, and he senses something out there. On his way home, Charles passes the empty shop and sees the sawhorses with only a puddle of water between them, suggesting the ice encasing the “most beautiful woman” has melted.
Charles arrives home, and Will overhears him mumbling about the importance of three in the morning. Charles muses that 3:00am is the “soul’s midnight” where men are closest to death. Will fears what will happen when his father and the rest of the town discover the carnival.
The next day, Will and Jim wonder if their experience last night was a dream. They go to the carnival and find that it looks old and not at all like the one they witnessed being set up the night before. They run into their teacher, Miss Foley, who is looking for her nephew, Robert. She goes into the Mirror Maze to search for him, despite Will’s warnings about it being sinister. After she goes in, the hair on boys’ necks stands up. Miss Foley appears suddenly, yelling and crying.
Jim and Will try to help her. When they pull her out of the maze, she is distressed, claiming she saw a younger version of herself reflected in the mirrors. After Miss Foley leaves for home, Will wants to leave as well, but Jim convinces him to stay and investigate what happened.
In the evening, Jim disappears inside the maze. Will pulls him out, but Jim is dazed and affected just like Miss Foley; he refuses to tell Will what he saw inside. They head home, and Jim begs Will to come back with him to the carnival later so that he won’t have to be alone. Suddenly they stumble upon the lightning rod salesman’s leather bag.
The boys wonder what could cause the lightning rod salesman to forget his bag. They decide to go back to the carnival right then to investigate further.
Will and Jim break into the merry-go-round ride, which has featured an “out of order” sign all day. A large red-headed man named Mr. Cooger catches them. Another man, tall and wearing a black suit, appears and introduces himself as Mr. Dark. Mr. Dark orders Mr. Cooger to let them go.
Mr. Dark shows them his business card which magically changes its appearance before their eyes. He lifts his sleeve to reveal tattoos decorating his skin, and Jim calls him “The Illustrated Man” (71). When Mr. Dark asks his name, Jim claims it is “Simon,” but Mr. Dark knows he is lying. Mr. Dark is suspiciously interested in only Jim and not Will.
He tells the boys that the carnival is closed for the evening, but offers them tickets and invites them to come back. Will and Jim pretend to leave and hide in a tree. Suddenly, Mr. Dark turns on the merry-go-round with Mr. Cooger aboard. The ride starts running backward, playing its music backward. When the ride stops, the boys are shocked to see that Mr. Cooger has become a 12-year-old boy. The now-young Mr. Cooger takes off running and the boys follow.
The boys follow Mr. Cooger to Miss Foley’s house, where he pretends to be her 12-year-old nephew, Robert. Will is afraid to confront him, but Jim is not. Will thinks of an excuse to be at Miss Foley’s house. He remembers a sign on the barbershop indicating that Mr. Crosetti is ill, and tells Miss Foley that Mr. Crosetti has died. Mr. Cooger/Robert invites Will and Jim back to the carnival for dessert. Jim wants to join him, but Will is terrified of Mr. Cooger/Robert’s evil gaze. The boys leave Miss Foley’s, and Will remembers that the backward music from the merry-go-round was Chopin’s “Funeral March.”
When Jim and Will arrive home, they are grounded immediately for being out all night. Charles approaches Will’s door and warns him to be careful, unsure of what else to say. Will tosses pebbles at Jim’s window across the way, but Jim does not respond. Will anxiously waits for any sign from Jim that night.
Will worries about why Jim is not responding. Behind their houses is an old boardwalk, with boards that they use to send musical messages to each other. Will expects to hear a message from Jim, but it never comes. He wonders if what Jim saw in the maze could be the reason for his silence, and worries about Jim’s suffocating home life. Eventually, Will thinks he hears the boards, but realizes it is his imagination. Instead, he sees Jim quietly sneak out his window and into the night. Will feels betrayed that Jim did not ask him to join. He decides to follow Jim.
Will follows Jim to Miss Foley’s where Jim is covertly trying to coax Mr. Cooger/Robert out of the house. Jim warns Will to go home, and Will realizes that Jim plans to use the merry-go-round to grow older. The boys get into a fistfight in the bushes. Mr. Cooger/Robert sees them fighting and runs outside to toss some of Miss Foley’s jewelry on them. He yells for the police, which alerts Miss Foley. Will and Jim realize her “nephew” has staged a burglary and framed them for it. Mr. Cooger/Robert runs and Jim chases after him, and Will follows.
The boys follow Mr. Cooger/Robert back to the carnival where he runs the merry-go-round again, this time forward. Will and Jim fight by the ride’s control board. Jim wants to hop on the ride, and Will wants to stop the machine and Jim. As they wrestle, they accidentally push the ride to full speed and wreck the controls. The ride eventually stops. The boys warily approach it, and find that Mr. Cooger has become a decrepit old man. Will and Jim worry that they have killed him. After Will vomits out of fear and disgust, the boys flee.
The boys call the police from a payphone. When the police and paramedics arrive, the boys lead them to the merry-go-round. Mr. Cooger is gone. They all wander into the “Freak Tent” to search for him and are captivated by the strange carnival workers. Mr. Dark is among them, and is in the process of giving himself a new tattoo. Mr. Cooger is behind him, motionless and strapped to an electric chair. Will realizes that the carnival “member” known as “The Dwarf” was formerly the lightning rod salesman.
Mr. Dark welcomes them. He says that he and the carnival “members” are rehearsing a new act. As he speaks, the tattooed figures on his body move. The “new act” is “Mr. Electrico.” Despite Will’s protests, Mr. Dark starts the electric chair, and Jim encourages him. The volts of electricity bring old Mr. Cooger back to life. The policemen laugh, believing this to be mere entertainment, and Will screams in fear.
Mr. Cooger speaks slowly. He explains that he pretended to be dead on the merry-go-round as an act to scare Will and Jim. Mr. Dark places a sword in Mr. Cooger’s hand. He offers the boys free carnival ride tickets and asks their names. Again, Jim says his name is Simon Smith, and Will says his name is Oliver Brown. Knowing their names are fake, Mr. Electrico renames them Mr. Sickly and Mr. Pale. He “knights” the boys before they run out to the police car.
This section illustrates Will and Jim’s bond, as well as the dark side of such a close friendship. Jim is easily able to persuade Will to join him on his dangerous adventures, and Will quickly goes along with Jim, as he cannot bear to be without him. They almost behave as one person. Still, they are clearly very different; Mr. Dark senses Jim’s potential for evil and temptation, but not Will. Will sees this, too. In chasing after Jim and Cooger/Robert, Will describes himself as a rabbit: “And so they ran, three animals in the starlight. A black otter. A tomcat. A rabbit […] And he was white, and much afraid” (93). This is a metaphor, where Will compares himself to a rabbit without the use of “like” or “as.” Calling himself a white rabbit indicates how different he sees himself from the darker Jim.
This section illustrates the significance of names. When Will mistakenly calls Mr. Dark the “Tattooed Man,” Jim immediately corrects him: “No […] The Illustrated Man. There’s a difference” (71). Mr. Cooger must operate under the name of “Robert” to trick Miss Foley. The “Autumn People” all have fearful names that describe their talents: The “Dust Witch,” the “Skeleton Man,” the “Crusher,” “Mr. Electrico.” The lightning rod salesman has lost his identity and autonomy; he is no longer Tom Fury but the “Dwarf.” Cooger’s transformation into Mr. Electrico gives him the power to name. The scene in which he “knights” Will and Jim echoes something similar that Bradbury witnessed with the real Mr. Electrico.
Mr. Electrico reclaims the power of naming which the boys have denied him. It’s unclear who is “Sickly” and “Pale,” as Mr. Electrico does not specify to which boy each name refers. Based on their physical descriptions, Jim could be called morally “sick,” and Will’s blond hair could make him “pale.”
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By Ray Bradbury