A constant push of air cooled Lily’s back as Kazoo flew above her. Carrot was already digging into his sack of candy, going straight for the chocolates. The thestral above hummed a happy tune, the kazoo buzzing cheerful notes. Too bad Kazoo had to flap a little harder to stay airborne; her pillowcase was starting to weigh her down.

“We got quite the hall!” Carrot exclaimed to his friends. “I think I got, like, twenty pounds of candy during this year of trick-or-treating.”

Lily shrugged, “Really? I can hardly tell how heavy mine is.”

“Zen carry mine,” Kazoo said and placed her bulging pillowcase on Lily’s back in hopes it would give the earth pony some stress. The act did nothing to slow Lily.

As she easily carried two bags, Lily said, “I do agree we got a lot of candy.”

“Yes we did,” Carrot said. “However, we still have a fare to go to.” It did excite Lily that her evening was barely getting started. But part of her still worried about her strength.

Kazoo landed beside Lily and asked, “Are zoo okay? Zoo look vorried.” The comment made Carrot look Lily’s way and the troop came to a stop.

“I know we just had a musical number about us helping each other with my strength and your voice,” Lily began. “I just still have my doubts.” The pillowcase on her back somehow felt slightly heavy. “I’m sorry.”

The thestral’s kazoo shifted from one side of her mouth to the other. “I zon’t expect zoo to be pervect the first night ve became friendz. Bezides, I myzelf am a little vorried about my voice. But I know zoo and Carrot vill be here to help me. Keep zat in mind.”

Negativity slipped off of Lily’s heart and fell to the ground. The filly pawed at the earth and kicked up some dirt. Take that, bad emotions! “Thanks, Kazoo.” With caution, Lily gave the Kazoo a soft hug. Of course, Kazoo did not hold back and gave her friend a hard squeeze that didn’t affect Lily. Kazoo squealed and flapped her wings as she held the strong filly.

“Glad to see you’re finally taking friendly advice so easily now,” Carrot grinned with a toothy smile.

Lily stuck out a tongue, “Maybe it’s because she is a better friend.” Carrot’s jaw went slack and showed hurt in his eyes. “I’m kidding! I’m kidding!” She gave a gentle hug to Carrot. “I am grateful for our friendship.”

“Me too,” Carrot said. “Now let’s drop these off at your place and head to the fare.”

***

As Carrot and Lily walked through the fare and gave thought to everything they passed, little Kazoo started breathing heavily. Everything was so colorful, bright, and, when it came to concerning food, tasty-looking. “Kazoo?” Lily asked.

“YES!” the thestral cried, the plastic instrument slipping from her mouth. The entire town grew quiet for a moment before returning to the evening’s events. A few ponies looked Kazoo’s way but nopony made any commotion around her. She picked up her kazoo and said, “Zorry… I am so overwhelmed by everyzing.”

“I don’t blame you,” Carrot said. “It only happens once a year, so even I am enchanted by all the fun.”

“I just zon’t know vat to do!” Kazoo complained in the best way she could. “I zee the big blowup slide, the many gamez to be played, and lotz of food.” She looked at the moon with her black slits in her eyes. “Zere is nothing zat fun on zhe moon. Most of it iz just lotz of holez.”

“But I would love to go there if given the chance,” Lily beamed.

Kazoo only shook her head in protest. “There iz nothing interesting about it other zan Luna who raizes it every night. But let'z not talk about the moon. Vat shall ve do so ve can all have our fun?”

It took only a moment before Carrot had an idea. “How about we first do something we all want to do? Then, we go in an order to do things based on what each of us wants to do.” Carrot gestured his hoof at Kazoo and Lily. “Since you both are obviously in the mood for some fare food, we can all start with that.”

“I like your idea,” Lily nodded. “But how will we go about doing what I want to do, and what you want to do, and what Kazoo wants to do?”

“We will go in this order: Kazoo gets to choose first after we get our fill on food. Then Lily. And lastly me.”

The thestrals ears fell into her snow-white mane. “I zon’t have to go first just becauze I haven’t been to the fare before.”

Lily was the first to disagree. “But I don’t mind and because Carrot suggested that you go first, neither do I.”

“Okay zen.”

Carrot clapped his little hooves together. “Then it is settled.” He motioned his hoof to the various tents holding the plethora amount of treats for them. “Where shall we go first?”

At once, the three foals began to sniff the air in an attempt to find the strongest aroma. As Kazoo smelled for something greasy, her eyes caught something more interesting. It may not have a strong smell as the other booths, but it would definitely grab attention. “Letz go get some chocolate cricketz!” the thestral beamed. The look of shock Kazoo’s friends gave her tickled a funny bone. “What? They are just cricketz.”

“But… we don’t eat bugs…” Carrot said. “In fact, ponies don’t eat things that are… living or… have legs.” Lily only clamped her mouth shut in disgust.

Glad she was able to educate her friends, Kazoo gave her instrument a simple adjustment in order to speak more clearly. “Vell, I heard zat long ago, ven ponies vould graze in zee grass, they vouldn't care if they ate a few bugs.” Lily stuck out her tongue in protest to the nasty fact. “Crickets, ants, even worms-”

“That's enough! Please stop!” The pink filly shook her head so hard, Lily’s crown flung off her mane and flew off toward the chocolate cricket stall.

“Looks like we have to go that direction now,” Carrot said with a nervous grin.

Lily pushed her friend just enough to make him fall over. “Don't push it.”

Kazoo jumped on the bandwagon with Carrot and said, “Look whoz talking.”

“Come on, you two!” Lily wined. “Chocolate crickets are gross! I'm not going anywhere near that stall, thank you.” A cricket began to chirp from somewhere as if fate wanted to disgust the filly even further.

Carrot stepped forward and was the first to move to the stall. “I'll go get your crown right after I try one cricket.”

Kazoo reared and “zweed” for all to hear. “Glad to zee you have ztronger witz than Lily.” The pink earth pony gave Kazoo and Carrot the best pair of angry eyes before they walked toward their first tent. “Zoo vant to know about my favorite thing about cricketz?” Kazoo said, still within earshot of Lily.

“What?” Carrot asked.

“Ven they crunch in my mouth.” The cricket that was chirping beside Lily stopped its call.

In an attempt to save the hidden bug, Lily called to the cricket, “If I were you, Mr. Cricket, you’d better leave. My friend might eat you.” A noticeable spec hopped from the grass, away from the potential predator and festivities.

Author's Notes:

Even though it is no longer October, the story will go on :D