An original fanfic
by Gidget

TaleSpin and its characters are the property of Buena Vista Television/Walt Disney Co.  The rest of the non-TaleSpin characters are created by me, and may not be used without permission. 
A big thank you to Cody
and Will for reading the drafts I was unsure of.  (Rated PG for mild coarse language and occasional violence.)

Chapter 3

“…do another voice, Joanna, please!” Molly begged.  Humoring her, Joanna assumed a sultry tone and purred huskily, “When I’m good, I’m very good, but when I’m bad, I’m better.”

“What does that mean?”


Big Al put down his megaphone and started to leave for lunch when Joanna and Molly approached.

“Hey!” Joanna called. “Wait a minute.”

He stopped and started to smile --- he liked flashy women.  But then he noticed the little girl.  What kind of mother was she?

He scowled. “I’m on my break, sister.  Make it snappy.” 

“I just need you to put out a bulletin.  This kid’s lost.”

He handed her the megaphone. “I ain’t no babysitter.”  He started to walk away.

“Gee, thanks, Alphonse,” Joanna muttered.

He turned back to her. “What did you call me?”

”Alphonse.  That is your name, isn’t it?”  Joanna stared at him, unimpressed. Molly hid behind her skirt.

Nobody calls me that, lady.  It’s Big Al or Al, got it?” 

She gave him a mock salute.  “Yes, sir!”

“And how do you know my name?” He squinted at her, frowning.  There was something familiar about that smoky, almost rasping voice.  “Don’t I know you from somewhere?  Hard to tell under all that war paint.”


“I was wondering the same thing.  Hard to tell under all that blubber.”

His eyebrows drew together.  "Was that a fat joke?"

Sardonically, she said, "Gee, maybe I was wrong about you being quick, after all."

Before he could react, she raised the megaphone to her lips.

* * *

“Oh, Baloo, we’ve looked everywhere!” Rebecca wailed.  “What if she’s hurt?  What if she was kidnapped?”

“Now, honey,” Baloo tried to soothe her. “Molly knows better than to talk to strangers, ya know that.  We just gotta think this thing out rationally.”

“I am thinking rationally!”

“No, you’re thinkin’ loudly,” he corrected.  “Say, ya think maybe they got a lost-and-found around here?”

Suddenly, Kit came running up to them.  “You know where Molly is?”  He stopped, seeing their agitated expressions.  “I guess you don’t.”

“We can’t find her!” Rebecca said.

“I think I saw her a few minutes ago.” Kit said.

What!” they both shouted. “Where?”

“When I was riding the Ferris wheel, I could see everything below me,” Kit explained.  “I think I saw her walking with some lady in a red dress.  She was limping.”

“The gal in the red dress?” Baloo asked.   Was it her?  Was she too injured to meet him at four o’clock?

“No, it was Molly.” Kit said.  Rebecca moaned.

Then an amplified female voice interrupted them, carrying over the fairgrounds.

“We’ve got a little girl who’s looking for her mother.  Blonde bear cub, aged seven.  If she’s yours, come get her.  I have to get back to work.”

“Molly Elizabeth Cunningham!” Molly’s unmistakable voice broke in gleefully.  Apparently she had grabbed the megaphone in her excitement at being the object of the announcement. “I’m looking for Mom… um… Rebecca Cunningham!”

“No names!” they could hear the woman hissing.  “You don’t know who’s listening out there.”  Several people tittered.  She continued in a normal tone, “She’s here at the barker’s platform, near the main entrance.”

Rebecca was already running, pushing her way through the throngs of people.  “Excuse me, coming through, MEDIC!”  Baloo and Kit followed her.

Finally, Rebecca saw Molly waiting, sitting next to a strange woman in a flapper costume on the barker platform, their feet casually dangling over the edge.  Standing nearby, arms folded, was the heavyset bear they had seen earlier that day.  He and the woman were arguing.

“So, just how long are you gonna be parking yourself on my soapbox, sister?” he demanded.  He paid no attention to Molly, who just listened, wide-eyed. Like many adults, he seemed to dismiss children as noisy creatures who had not yet attained status as people; therefore, he had no interest in engaging in a conversation with one.

“As long as it takes,” Joanna answered mildly.  She gave Molly a conspiratorial smile.  “Right?”

Wordlessly, the child nodded.
There was something interesting going on here, and she didn’t want to speak and break the spell.  Adults were so boring to talk to most of the time --- except for Baloo and Wildcat.  Mom had her moments, but she was usually too busy to be much of a playmate. They were only fun to watch when they forgot her presence.  If Kit and Wildcat were too busy to play with her, sometimes Mom yelling at Baloo had to suffice as entertainment. 

Both Big Al and Joanna seemed to have forgotten her, which was just as well.

“This is a family fairground, Toots.” He added snidely, “It’s kinda early in the day for you to be working, if you know what I mean.”

“Are you trying to be clever?  Why don’t you just spit it out, Alphonse?”

The burly bear’s eyes narrowed, insolently looking her up and down.  “I mean, you look like you should be cooling your heels under a street lamp.”

You couldn’t afford me.”  Inwardly, she winced.  That didn’t come out right…

He gave a derisive laugh. “Well, someone’s got a pretty high opinion of herself.”

Fighting a blush, she stood up and stepped up to him.  Glancing at the little girl behind her, she murmured sweetly, “Why so grumpy, Samson?  Violet chase you away from the hot dog stand?”

“Hope you’re a fast runner, with a mouth like that.”

“What for? You don’t look that quick.”

The big bear was about to parry that one when they were interrupted by a very relieved Rebecca.  Her cheeks were flushed, but she brightened when she saw Molly.

“Molly!” she cried.  “Are you all right?  What happened?  Where on earth did you go?”

“Right here!” Molly jumped off the platform and rushed forward into her mother’s embrace. “Mom, I got hurt.  Wanna see?”  She broke free for a moment and raised her knee for inspection.  “I fell down.”

“Oh, sweetie!” Rebecca gasped.  “Does it hurt?”

“Yeah.  Joanna here took me to the nurse,” Molly said.  A roguish look crossed her face for a second, then she asked innocently, “Now can I ride the roller coaster?  It’ll make me feel better.”

“Nice try,” Rebecca answered, hugging her, not seeing her daughter’s scowl.  She picked her up and said to Big Al and Joanna, “How can I ever thank you?”

“All in a day’s work, ma’am,” Big Al said smoothly, grinning. “We look out for your br-er, kids in this park.”

I’ll say!” Rebecca gushed.  “I was so worried.”

“Yeah, you’re a real hero,” Joanna muttered.  She glanced past her, seeing the fresh throng of people filing past the Tunnel of Love to take their seats. “Well, time for my set.  See you later, kid.”  Pointedly ignoring Big Al, she turned to leave when the sight of the lug from the beach and a young cub running up made her stop short.  Then Baloo suddenly stopped too.  It’s her!  he thought, Quick!  Think of somethin’ clever, somethin’ deboner….

“Well, hi there, stranger,” Joanna said, smiling.  “Did you have a nice nap?”

“Um… yeah,” he said stupidly, mentally kicking himself.  “Uh, hi.  You look uh… different from the last time I saw ya.”

Joanna glanced down at her outfit and gave a short, embarrassed laugh. “Oh, yeah.  Happy Halloween, right?”

“Baloo, I found her! Molly’s here,” Rebecca called, turning from Big Al at last.  “She’s right he--!”  She stared at Baloo and the gaudily attired bear.  They already know each other… how did that happen?  Kit was also staring at them, frowning.

Molly wriggled out of her mother’s arms and joyously charged at Baloo, accidentally slamming into his big stomach, nearly knocking the breath out of him.

Woof!  Easy there!” Baloo gasped as he scooped her up. “Hi, Pumpkin!”

Joanna’s smile froze as her eyes darted from Baloo to Molly to Rebecca and back to Baloo again.  “Oh.  She’s yours.” She turned to leave again.  “Okay, I’ve had enough.”

“Hey, what’s the matter?” Baloo protested, setting the little girl down. “It’s me, from the beach, remember?”

Joanna wheeled on him furiously, making him take an involuntary step back. “You’ve got some nerve, trying to pick me up in front of your wife.  Shame on you!  I’m a lot of things, mister, but I am not a home wrecker!”  Absently, she couldn’t help casting a wandering glance behind Baloo, but Alphonse was nowhere to be found.

“W-wife?” Baloo stammered. “Ya got it all wrong, lady.  Becky ain’t my wife, she’s my bo--!”  Just in time, he saw Rebecca approaching them and finished lamely, “She’s my friend and Molly’s her kid.”

That’s better, Rebecca thought, although without much satisfaction.  Critically, she studied Joanna from the corner of her eye, noticing with some discomfort that the other woman was doing the same.

Hmmph.  Just who is this painted hussy? Doesn’t Baloo have any taste?  Silly question.  Always chasing the flashy ones… if he notices them at all...

“What about him?  Your son?”  Joanna nodded at Kit, who stood a few feet to the side.  He shrugged, wishing they’d hurry up.  He was ready for a corn dog and a soda… then back to the rides.  Baloo had mentioned that Wildcat was meeting them here.  Maybe Wildcat will come with me on the rides later…

“Uh, no, this is Kit Cloudkicker,” Baloo said, patting the cub’s shoulder.  Kit stood up a little straighter and tipped his cap to the lady. “My navigator... I’m a pilot.”


“Really.  See, here’s my license,” Baloo fished in his pocket and pulled out her note, a button, a piece of lint and finally, his pilot’s license, complete with a fuzzy identification photo.  He held it up for her inspection.  Joanna blinked.

Baloo Bear,” she read aloud and looked up at him. “That’s your name?  Baloo?”

“Scout’s honor,” Baloo held up his right paw, hoping it was the correct one.  He couldn’t remember.  “And what might yer name be?”


“Just ‘Joanna’?”

Her eyes darted for a split second. “Joanna… Midway,” she said finally. 

Both Kit and Rebecca glanced around at the gaily-colored tents, rides and game booths and exchanged a puzzled look. 

She smiled, which eased the sharpness of her features.  “Okay, you’re a pilot, he’s your navigator and she’s your friend.  I believe you,” she said.  “Look, I’m having a bad day, and I’m lousy company right now. You want to take a rain check?”

“Uh… no, do you?” Baloo asked, bracing himself for the worst.

“No, you seem okay.  I suppose we could grab a bite.  I have to do a show in fifteen minutes, so why don’t we meet here a few minutes afterward?  It’ll give me time to change.  I’d like real food, anything but this carnival slop.”

“I hear ya, sister.  Carny food don’t agree with me today.”

“You can say that again, fuzzy!” a rough voice chimed in.  “Ol’ Baloo was flashin’ his hash when I found him…”

“Hey, guys, a little space?” Baloo said irritably.  Rolling their eyes, Kit, Louie, Rebecca and Molly each took three paces backward.   Joanna looked puzzled at this behavior.

“See you after the show.  It’s free, you know.”

“Free?  Well, now, that’s pretty reasonable,” Baloo exclaimed.  “I’ll be there with bells on!”

“That’s okay.  What you’re wearing is just fine,” she replied, smiling.

“Now that’s somethin’ I don’t hear very often,” he said, glancing at Rebecca, who was impatiently waiting, arms folded across her chest.

Joanna gave them a little wave and turned to go.  “See you later.”

“See ya…” he repeated, gazing after her until she disappeared into the crowd.

“Bye, Joanna!” Molly shouted.  Rebecca shushed her, embarrassed.  Then she noticed that Baloo was still gazing at the spot where Joanna had gone.  His mouth hung open.  Gripping his jaw, she briskly closed it.

“Baloo, where did you meet this… person?” 

He did not answer.

Hellooo?  She waved her hand in front of his eyes.  Nothing.  She snapped her fingers.  At last he blinked.


“I said, where did you meet her?”

“Long story, boss lady.  I’ll tell ya later.  Right now, I got a show ta check out!  C’mon, let’s meet Wildcat an’ scoot!”

“Can’t you just answer the question?”

He wasn’t listening --- he was already hurrying ahead of them.

“Oooh!” Rebecca fumed, stamping her foot.  “That man…!”

“Forget it, Miz Cunningham,” Kit advised her.  “I haven’t seen him this far gone since we went to Star…” Seeing Rebecca stiffen, he clammed up. Apparently he hadn’t bitten his tongue soon enough.  Shut up, Cloudkicker.

The subject of Starrywood and Kitten Kaboodle was a sore one for both her and Baloo.  They never discussed Baloo's temporary insanity, as Rebecca privately called it. Despite him ignoring her warnings, Rebecca had endangered herself to save him from certain death.  He, in turn, had saved her.  And their prickly relationship had evolved from boss/employee to friend-who-works-for-friend.  It had settled into an uneasy friendship, reserved for after-office hours only, when they occasionally shared a meal or enjoyed a movie with the kids.  It was a strange alliance.   Now they could share a few laughs, like taking the kids to the carnival, and she could scold him, hold his plane hostage and fire him if she wanted to.

“It’s all right, Kit.” Rebecca forced a smile.  “As long as she doesn’t have him doing stunts.”

Louie shook his shaggy head.  “Baby, she’s got him turnin’ somersaults.”

“Mom, let’s go!  I’m hungry.”  Molly impatiently tugged at her hand.  “Come on.”

Rebecca shook her head.  “After the show.”

“But I’ve already seen it.  Can’t I go on the roller coaster instead?”

“No.  Molly, be good.  I know it’s been a long day, but I promise I’ll feed you.  I want to see the show again.”

I can’t wait to see that fat bear make a fool out of himself!

* * *

“Jo!  There you are!”

She turned to find Violet running up to her, panting.  “What?”

“Where’ve you been?  You’re late!”

“No, I’m not.  The stupid show hasn’t started yet.”

“It’s starting in a minute!”

What?” She grabbed Violet’s wrist and looked at her watch.  “Oh, boy.”

Violet snatched her arm back. “Why won’t you wear a watch?”

“I don’t like them.”

“Well, shake a leg.  Where were you, anyway?”

“Nowhere.  Just talking to someone.”  Joanna walked faster, but refused to run.  She hated being rushed unless it was life-or-death.

Violet caught up. “Who?


“Just that guy I tripped over at the beach?  I told you about him, remember?”




“Well, we’ve got a date.  Don’t tell anyone.”


“Of course not. You know me."


“Good.”  She saw Strummer waving at her impatiently.  “Shoot!  I am late.”


“So go already!”


“Okay, okay!”  Joanna walked faster.  Suddenly, she remembered something.  She turned and called over her shoulder, "By the way, I told him my name was Joanna Midway, in case he comes around asking where I am.”


Violet looked around the midway and rolled her eyes.  “How original.”

* * *

The group finally found Wildcat and an attractive blonde cat disembarking from one of the boats floating out of the Tunnel of Love.   From their shy smiles at each other, it was easy to see that they had enjoyed the ride.

“Wildcat! Clementine!”  Kit waved at them. “Hey, over here!”  They strolled over, holding hands.

“Hi, guys,” said Wildcat.  “You just gotta try this ride!  It’s slow, but if they’d just put in a motor --- a real snazzy one --- it’d be a speedboat.  Or even a boat that goes reeeall fast.”

“He just has so many ideas!” Clementine beamed.  She had a strong southern drawl, warm and friendly.  “He was just tellin’ me about the time he and this smart little gal made an airplane out of ice to escape from Thembria.  Imagine that!”

“Remember that, Mollycat?  The real cool one?”

“Uh-huh,” said Molly.  “Are you a cowgirl?” she asked Clementine, pointing at her western-style denim skirt and cowboy hat.  Rebecca frowned and pushed the pointing finger down.

“When I was a little thing, around your age, honey.  Are you the Molly who invented that plane? Wildcat’s told me so much about you!”

“What’d he say?” asked Molly suspiciously.

Clementine laughed. “Oh, she’s such a pistol!   I’ve been wantin’ to meet you for a long time.   Wildcat says you’re a huge help when he’s repairin’ stuff.”

Baloo grinned at her. “Com’ere, little lady!  It’s been months since ol’ Baloo’s seen ya!”  Laughing, Clementine let go of Wildcat’s hand and he swung her in the air as they hugged.  Her arms, of course, could not span his girth.  Passersby gave them plenty of room, to avoid being kicked by Clementine’s flying heels.

“Why, Baloo, you’re jest a big ol’ sack of sugar,” gasped the woman, when he finally set her down.  “And Kit, you’re just gettin’ taller and handsomer every time I see you.”  Kit blushed as she hugged him too.

Rebecca watched them for a moment, then cleared her throat.  “Aren’t you going to introduce us, Baloo?”

“Oh… sorry.  This is Clementine, Wildcat’s uh, lady friend.  We met her in one of Khan’s minin’ towns durin’ a cargo run.  I’ll tell ya about it sometime, Beckers.  Clem, this is Rebecca Cunningham… a friend of mine.  She’s Molly’s mom.”

Clementine startled her by clasping her hand warmly.  “So you’re the boss lady Wildcat’s been tellin’ me so much about.”

“Well, yes… I suppose I am,” Rebecca answered, smiling back.  Then, suspiciously: “What’d he say?”

“I dunno. Was I there?” Wildcat asked.

“Uh, maybe we should grab a seat,” Kit suggested, changing the subject.  “Right, Papa Bear?”

Baloo slapped his forehead. “Right!  Come on, you guys.  I wanna good seat.”

“We’re seeing Joanna’s show,” Molly added.  Then she wrinkled her nose. “Ew!  What’s that smell?”  She pointed at a stooped, shabbily-dressed man whose back was turned as he slowly, resentfully shoveled horse manure, barely concealing his revulsion for the task. “It’s him!”

Lance stiffened, his heart beating fast.

“Not so loud, Molly!” her mother admonished her, glancing at Lance furtively.  Something about the him made her pause, then she dismissed the half-formed thought.  “That man’s doing an honest day’s work.” Then she waved a hand in front of her nose.  Ugh, we must be too close to the pony ring.”

“No, we’re not,” Kit disagreed. “It’s at the other end of the park.  I saw it from the Ferris wheel.  I wonder what he’s doing here.”

“I saw some ponies passin’ by with kids on them.  Seems they get around,” said Louie.

Baloo sniffed and grimaced. “Man, fertilizer’s fertilizer!  Let’s get outta here before people start thinkin’ it’s us.”

The group left, and Lance turned to watch them, eyes burning with hatred.

I’ll show you!  I’ll show you all!

“Lance!” He jumped, startled.  Bonnie’s nasal twang cut sharply into his churning thoughts. “I’ve been looking everywhere for you!  Helen doesn’t pay you to gawk at the customers.”

“I-I wasn’t…” For once, his glib tongue seemed to falter.  “A little girl was lost and knocked down by the crowd… I only took her to see Pearl and then I reunited her with her family.”  He hung his head.  “I’m so sorry.  I should have been keeping the area safe from horse manure.  Was anyone hurt?”

The sarcasm went over her head. “Well, some kid’s balloon popped and scared poor Misty something dreadful.  I’ve seen my share of accidents but…” Bonnie shook her head, reliving her favorite pony’s ordeal.  She laid her hands upon his shoulders and said intensely, “I won’t sugarcoat it, Lance. This is a really bad one.”

He looked at her, dreading the next words.

Bonnie said solemnly, “You’re going to need the big shovel.”

“Oh no…” Like a blind man, he stumbled toward an empty bench and weakly sank down.

She patted his back.  “I know how you feel.  But we’ll help Misty get through this.  She has friends… she won’t face this alone.”

Later, as he struggled in the barn with the ‘big shovel’, Lance considered leaving a ‘present’ on Joanna’s doorstep, but vetoed it immediately. Too amateur for a criminal genius like himself; it had to be something that the nasty wench would remember, yet not be traceable to him.   Then his face lit up.

Someday, my sweet, you’ll pay for this indignity, he thought savagely.  I’ll find a way.

* * *

At the pavilion, just before the show began, they scrambled to find seats together in the seventh and eighth rows of the right aisle.  Wildcat, Clementine, and Louie sat behind Kit, Molly, Rebecca and Baloo.  Fortunately, there were two seats to accommodate the big bear.  He sat at the end, and tried to settle into a comfortable position.  There was very little room for his large feet, so he had to angle his body sideways.

Rebecca, who was sitting at his left, was jostled a couple of times.  She was the only one who didn’t want to be there; but of course, she’d already seen the show before she and Molly were separated.

“Baloo, will you please sit still before I nail you to the chair!” she hissed in his ear.

“Can’t help it, Beckers,” he protested. “Ol’ Baloo’s just tryin’ ta get comfy.”

“Get ‘comfy’ on your own two seats.  You’re sitting on half of mine.”

“Mom, I can’t see anything.”

“Here, sit on my lap,” she answered. “There.  Better?”


“So, cuz,” Louie said from behind them. “Where are you and this bodacious, babelicious girlfriend of yours gonna go after this little shindig?”

Rebecca stared moodily ahead, pretending not to listen.  Wherever it is, there will definitely be food.

“Dunno, pal.  Right now, all I gotta do is dazzle her by bein’ swave and deboner.”  Self-consciously, Baloo suddenly glanced down at his old flight shirt.  “Uh, do I look okay?”

Wildcat, who was sitting next to Louie, nodded approvingly at the back of Baloo’s head.  “You look fine from here, Baloo.  Did you wash your neck or something?  ‘Cause it’s kinda shiny… and furry.”

“You’ll do,” Rebecca said, not looking at him.  “Just don’t start any football games in the restaurant.  And treat her like a lady.”  Or treat her as if she were a lady.

“Now, don’t you be nervous, sugar,” Clementine assured him, leaning across Wildcat and patting his shoulder fondly.  “Just be your own sweet self and you’ll be fine.”

“Thanks, guys.” Baloo was truly touched. “That helps.”

“Shhh!  It’s starting,” Kit said.

The musicians came out at last.  They were all dressed in 1920’s garb – the men wore striped vests, large bow ties of different colors and cream Panama hats adorned with bright red bands; the three women backup singers were dressed in flapper dresses exactly like Joanna’s, except instead of red, theirs were blue, green and yellow.

Joanna was the last one to appear.  As she sat down at the piano, Molly shouted, “There she is, Mom!”

“Shhh!  I see her, sweetie.”

The bandleader gave Joanna a longing glance, then adjusted the microphone and haltingly spoke into it.

“H-hi, everybody…I’m, uh, Strummer Haley, and this is the Haley Band.  I’m called ‘Strummer’ because I ‘strum’ a guitar… get it? Ha ha.  Uh, today is Roaring Twenties Day.  L-lots of songs we play tonight should bring back m-memories to some of you…”

Thankfully, he stopped talking and signaled the band to begin.  For forty-five minutes, people relaxed and listened.  Baloo tapped his foot, not really listening.  It was a bit slow for his taste.   For him, the show was a way to mark time until he and Joanna could leave. Molly sighed and fidgeted.

“Mom, I’m hungry,” she complained.

“I’ll buy you dinner soon, sweetie,” Rebecca said absently.  The tunes weren’t that bad, actually.  Not classical, but certainly pleasant to hear and competently performed.

After a brief break, the band returned.  Strummer approached the lead microphone and said, “And now, I will sing that oldie-but-goodie… Sunset Serenade.”

He struck up the band and they began to play, pasting on professional smiles.  Joanna did not smile, or even look up from the keys, but stared straight ahead at imaginary sheet music.   She was sick to death of this stupid song, and bored out of her mind doing this show three or four times a day, but she dutifully played on.

Surprisingly, Strummer’s reedy voice deepened as his confidence grew.  Whether impressed by his talent or amazed by the unlikely source of the beautiful voice, the audience was spellbound.  There was longing and heartbreak in his voice, and he somehow infused drama into the ballad and made it soar. The frog had the voice of an angel. When he was done, everyone applauded.

He did not take his eyes off Joanna the whole time.


Rebecca exclaimed, “Wasn’t he wonderful?”


“Wonder if he'd be interested in a little extra money,” Louie mused.  When the others gave him a strange look, he said, “Montgomery's got laryngitis and I need a singer for a couple of weeks.”


Baloo glanced at the stage.  “You think they're done?”


Baloo!” Rebecca frowned.

“What?  I was just askin'.”


Then Strummer announced, “And now, for our finale, a salute to Scott Joplane, which features our very own Joanna on the pianna… get it?”  He snorted a laugh at his own joke, and was greeted with half-hearted laughs, accompanied by a few good-natured boos.

“’Joanna on the pianna’!” Baloo laughed. “Man, that’s a hot one!”

The others, including Molly, rolled their eyes.

Joanna flashed a forced smile in their general direction, thinking, I wish he would give that stupid joke a decent burial.  The material of her dress began to itch, but she fought the urge to scratch.

I just want to get out of here!

She started to play a boogie-woogie tune.  Baloo’s eyes widened and a huge grin nearly split his face.  “Wow… could it be…?” he whispered.

Rebecca froze in her seat and clutched Molly tighter. “Oh no…” she mumbled, horrified.

Molly squirmed. “What, Mom?”

“It’s that… song…” she moaned, burying her face into Molly’s soft neck as though seeking shelter.

“Man!  I don’t believe this!”  Baloo shouted, standing up in the aisle.  “She’s playin’ ‘I Got Them Flat Broke Sticky Shoes No Banana Boogie Woogie Blues!’”

Louie high-fived him. “You know it, my man!”

“Hey, Pigtails!  Let’s cut a rug!”  Before Rebecca could react, Baloo had scooped up her daughter and was dancing in the aisle, holding her at eye level and occasionally tossing a shrieking, delighted Molly into the air.  His joy was infectious.  Everyone smiled at the sweet picture of an adoring daddy ‘dancing’ with his little girl and followed suit.

Louie grabbed Rebecca’s hands and pulled her to her feet.

“No, Louie, I don’t feel like…!”

“Unwind yourself, gorgeous!  Let ol’ Louie show you how it’s done!”

“Baloo… help!” she squeaked.  Baloo was too enraptured with his favorite song in the whole world to hear.  He just waved and Molly clung to his neck, shouting, “Look, Mom!  I’m dancing, I’m dancing!”  Rebecca glanced around frantically.  Wildcat spun Clementine around and she squealed with laughter.

“Oh, Wildcat, you dance like an angel!”

“How can angels dance?” he asked.  “Aren’t they, like, dead or something?”

“Just spin me around again, darlin’!”  He complied, and then dipped her backwards, nearly dropping her in the process.  She caught herself, grabbing his shoulders just in time.

Kit grinned, enjoying the scene.  He shook his head, amused.  Oh well, he’d show some mercy.

He stood up and tapped Louie on the shoulder.  “May I cut in?”  Relieved, Rebecca mouthed, thank you!

“Huh?  Oh, sure, man.  I’ll just go give some pretty little thing a break.”  As he passed, some of the women grabbed the nearest male, even strangers, hissing, “Dance with me --- quick!”


The others were bobbing their heads, tapping their feet.  The ground vibrated under the instrument’s power; some people were clapping in time to the music and grinning at each other. 

Hate this place! Lousy food, crummy trailer! All those nice, wholesome, stupid law-abiding idiots and their smells and boring, stupid little lives!  Stupid jokes, stupid love song, stupid Pearl, stupid Lance, stupid Alphonse! I don’t belong here!

Joanna was standing now, pounding away. With one arm she swept her sheet music aside, and it floated to the stage like paper leaves.  Eyes closed, her expression was one of complete concentration.

The crowd loved it --- they were too far away to see her expression, only the body language.  All they saw was joyful abandon.

Standing at the far back of the pavilion, some of the carnival employees stopped what they were doing and listened, but couldn’t see anything, except Big Al, who towered over everyone.  Pearl had stayed for a few minutes, and was about to turn and go to bed early.   Lance stood several feet away, trying to keep an eye on Molly.  Craning his neck, he thought he saw her being swung high above the crowd, once or twice, but then she disappeared again.  He refused to meet Pearl’s eyes, but could feel her hurt, pleading look.

Inwardly, he cursed himself for his rash actions before --- he could not afford to have the silly fool upset with him --- she might have him fired, and then he would lose the Key forever. You never knew what an angry woman might do.  With chagrin, he realized that he would have to apologize to her.  Reluctantly, he started toward her. 

Pearl glanced up at Big Al, whom she suddenly noticed standing off to the side.  He had stood there with his arms crossed in a bored manner, not clapping.  Now his mouth hung slightly open as he watched the spectacle.  With a quick look at Lance, she saw him coming.  Her chins rose and she undid the top three buttons of her blouse, forced a smile and sidled up to the big bear.  Loudly, she cleared her throat.

He ignored her.

She cleared her throat again.  Again, he ignored her.

Frustrated, she nudged him.


She said loudly, “Thanks!  I’d love to dance!”

“Hey!” The startled bear found himself commandeered by the chubby, voluptuous dervish who grabbed his hands and clumsily tried to make him dance with her.

Glancing nervously at Helen, he gently detached himself. “Thanks, but I don’t dance that good.”

Then he turned and hurried away, mumbling something about “…getting back to work”.

“Please, just one song!” she called after him. Desperately, she saw Lance watching them, and could swear that she saw him smile.  Other people were watching too and her round cheeks flooded crimson.  Her lower lip began to tremble.

“Are ye all right?” Helen noticed and came over. “Aw, don’t take it te ‘eart, luv.  He ain’t very social.  That’s his way, I suppose---!”

“Leave me alone!” Pearl ran out of the pavilion crying.

“Pearl… oh, dear.” Helen said sadly.

Violet shrugged and continued to file her nails.

“I shall go find her,” Lance said kindly.

“That’s sweet o’ ye, but I think she wants te be alone.”

“But she looked so upset!  I’ll just make sure she’s alright.” He hurried after her.

“What a sweet man,” Helen said to Violet. “I do ‘ope she ain’t rude to him.”

* * *

When the song ended, Joanna stood up.  With a practiced smile, she banged the piano lid shut and bowed, then exited the stage without saying a word.

Strummer gave a weak chuckle.  “Wasn’t that, uh… something? Joanna on the pianna, folks!  Thank you, and come see us next week, you hear?”

Everyone slowly filed out of the pavilion, shuffling off to eat supper and play games. The remaining members of their group decided to tour the rest of the fair.  Kit was now in a better mood.  Wildcat and Clementine had agreed to accompany him on the rides. 

“There’s this one ride you guys gotta try,” he told them.  “Everyone drives these little cars and slam into each other... on purpose!”

“Uh, didn’t we do that on the way over here, man?”

“Lead the way, Kit!” Clementine said, grinning wickedly. “I’m game.  And I play for keeps!”

“Ha!” he chortled, “We’ll see about that, Clem.”

As they left, Baloo thought, Wonder if she’s still mad at me? Then someone tapped him on the shoulder.

Rebecca’s clear, crisp voice cut into his churning thoughts. “Baloo, I’m going to get Molly some dinner and take her home now. Have fun on your uh…” She cleared her throat. “… date.”

“Okay, Beckers,” he answered, sucking in his gut to allow her and Molly to pass him.  “See ya later.”

“Bye, Baloo!” Molly said.  Before walking away, she ran back, tugged his arm and he bent to listen to her loud whisper in his ear.  “Don’t worry, you’ll be okay.  Joanna’s fun. And she can do voices.”

“Um… thanks.” answered Baloo, confused.

Louie was the last to leave.  Feigning concern, he said, “You gonna be okay, Fuzzy?  ‘Cause I’d be more than happy to show the little lady a good time if you’re not feelin’ up to it.”

“Nice try, Louie,” Baloo said firmly, waving him off.  “But a bear’s gotta do what a bear’s gotta do.  No ape’s gonna do this bear’s job!”

“Afraid of a little competition, eh, cuz?”  The ape retorted, but his eyes twinkled. “Well, I’ll co-mingle with the poor things who didn’t get a chance to dance with ol’ Louie last time.”

“Well, good luck to ya.  You’re gonna need it.”

“Catch ya later.”

Baloo glanced at his pocket-watch; he had a few minutes to kill.  He remembered that they had agreed to meet near the barker’s podium, where they found Molly.  Slowly, he lumbered over, wishing to be alone with his thoughts before talking to anyone.

Rebecca, who was buying hot dogs from Violet, frowned as she watched him pass, oblivious to the vendor’s third request for payment.

“Sorry,” she said absently, handing over the money.  She forgot the change.

“Mom, do we hafta go yet?” whined Molly.  “I was having fun.”

Rebecca watched Baloo, remembering snatches of his conversation with Joanna after they found Molly.  Something about meeting ‘here’ at six… where was ‘here’?  Oh, yes, near the barker’s stand or something.

“I suppose we can stay just awhile longer,” she agreed. “Why don’t we eat our hot dogs where that nice man brought you?”

“I told you, Joanna was the one who found me.”

“Joanna?  Well, maybe I should thank her…”

* * *

Pearl’s side of the trailer she and Joanna shared was very lived-in.  Her clothes lay sprawled on either her cot or a chair.  A rainbow of colorful lipstick tubes and nail polish dotted her little dressing table.  An old teddy bear with one eye missing sat slumped over at the foot of the cot and a porcelain doll in a satin bridal gown and lace veil lay propped up on her pillow.

Unless it was being washed or worn, everything Joanna owned remained folded and packed in two bags sitting on her cot.  Her side of the cramped little space was spartan, showing hardly any sign that anyone lived there.

Which was exactly the way she wanted it.

She took two blouses out of her duffel bag, and took a moment to consider each.  Finally, she put one back, zipping up the opening.  Nearly everything she owned was of some shade of blue or green, so she never wasted time deciding what to wear.  Or just plain basic black.  It all went together, and then she could concentrate on more important things, like her hair and make-up.  Life was just so much simpler that way. 

A quick look at the cheap wall clock that hung between their beds told her that she had five minutes to go.  She grabbed her sweater off a chair and slung it over her arm.

From behind another trailer, Lance watched as she closed the door behind her and strode toward the midway, ponytail swinging.

Lance tapped softly on the door, glancing furtively behind him.  No answer.  He waited a few seconds.  Then he removed a small, bi-pronged object from his pocket:  One of Pearl’s hairpins.  He had pulled it out during their innocent little ‘scuffle’ before that cursed Joanna and the Cunningham brat barged into the nurse’s tent, nearly spoiling everything.  Imagine if the child had seen him!  He raised his hand, about to pick the lock he was suddenly tackled from behind!  He dropped the hairpin with a little ping.

“Lancie!” Pearl sobbed, nearly knocking the wind out of him as she barreled into his arms.  “I’m sorry!  Tell me what I did wrong!”

Frantically, his eyes darted on the ground as he looked over her shoulder.  Blast!  The hairpin was lost.

“Oh, you poor darling!  You know, my precious Pearl, that you can always count on me in a crisis.”  He tried to look concerned.  A couple walked by, giggling at the sight of their tangled arms and legs.  What rotten luck!  If anyone sees me with this creature I’ll be destroyed!  He cleared his throat.  “Why don’t we go inside and talk, hmmm?”

For a second, Pearl forgot her tears and gave him a doubtful look. “Oh, I don’t know... we’re not supposed to have men in our trailers.”

“Please, meet me at the Tunnel of Love tonight at one o’clock.”  When she continued to look unconvinced, he urged, “Pearl, I was an absolute beast.  Let me make it up to you, my darling.”

“No one ever listens to me.   Nobody loves meeeee…” She started to cry again.

“Yes, yes, I know, dear,” he said, patting her shoulder.   He spied another hairpin sticking out at a comical angle; carefully, he eased it out from behind her ear.

Ooh, that tickles,” she scolded, forgetting her misery for a moment.  “What were you doing, you naughty boy?”

He dropped the pin into his pocket and gazed at her tenderly.  “Nothing, dearest.  I just… uh… just wanted to touch your hair… forgive me, but it looked so soft that I couldn’t help myself.  Now I know what an angel’s wings feel like.”

Ooh,” she sighed, leaning against him.  “You say such wonderful things!”

You have no idea, he thought.

* * *

When he got there, Baloo saw the barker sitting on the platform, glumly munching on a sandwich.  Hidden by the large podium and his considerable bulk, Rebecca and Molly sat on the other side of the platform and ate their hot dogs, unobserved.  Rebecca cautioned Molly to be quiet, so they wouldn’t disturb the barker’s supper.

“Hey, pal,” Rebecca heard Baloo say.  “Thanks again for finding Molly.”

“Who? Oh yeah, the kid.  No problem, buddy.  It was nothing.”

Sure was, Molly thought with disdain.  He’ s telling fibs! She decided that she did not like this man.

When Baloo continued to stand there, he asked pointedly, “Anything else?  I’m on my dinner break.”

“Um, no… I’m just meetin’ somebody here.”  Baloo removed his cap and started to twist it nervously.

“A skirt, huh?”

Baloo coughed, embarrassed without knowing why. “How’d ja know?”

“You look terrified.  Must be a first date.” In a somewhat less hostile, if not friendlier manner, the large brown bear slid sideways, making room.  “Here, might as well sit down while you wait. These women are always late puttin’ on their war paint.  Conserve your energy.  You’re gonna need it.”

“Yep, I hear ya, buddy,” Baloo grinned and shambled over, not seeing Rebecca and Molly behind the barker’s burly frame. “Thanks.  I’ve been on my dogs all day.” He sat down, but it was a tight fit.  Man, this guy could lose a few pounds.

Women are always late?  Rebecca gave a delicate snort of derision.  Look who’s talking, Mister.  I could show you ‘late’… as in ‘the late Baloo’!

Baloo stuck out his hand and they shook.  “Baloo’s the name, flyin’s the game.”

“I’m Big Al McGuire, or just Al.  So, you’re seeing a girl tonight, huh? You know, back there I thought you were hitched to the lady who lost her kid.”

“Who, Becky?”  Baloo asked incredulously.  “Naw, I ain’t married.  Man, this is the second time today someone’s took Becky for my wife.  No wonder I don’t date much.  The gals think I’m taken!”

Rebecca had to clap one hand over her mouth to choke back her laughter.

“Hey, she’s a real cute dish,” Big Al said.  “You could do worst.”

Cute dish?  Gee, thanks.

“Cute dish… Becky?”

Stop saying my name that way!  Ooo… where’s a plate of spaghetti when I need it!

“I ain’t the marryin’ kind.  I mean, she’s a great gal and all that, but I think we’d end up killin’ each other.”

Definitely, she thought with grim satisfaction. And I’d beat you to it.

“Hi, Baloo.” Both men turned at the voice.  Joanna smiled at him.  Then the smile slipped a notch when she noticed Big Al.  “Let’s get out of here.  It’s getting dark.  I do hope there’s some street lamps around so we can see where we’re going.”

She was pleased when she thought she saw Big Al wince.

Gotcha, creep.

“Uh, sure,” Baloo stood up.  “Gee, ya… look real nice.”

Gone was the 1920’s flapper. The garish makeup was scrubbed off, although she’d reapplied lipstick and her usual purple eye shadow.  Now she was the girl who had tripped over him at the beach once more.  Simple yet elegant, her sleeveless turquoise blouse and black slacks flattered her slender, curvy figure. She carried a black sweater hung over her arm as though she were a maitre d’.   Her hair was tied back in a high, perky ponytail, fastened in place by a thin black ribbon.  Baloo gazed at her as though she were covered in chocolate.

Sourly, Rebecca wondered if his tongue would retract like a Venetian blind.

“Hi, Joanna!” shouted the little girl.  “Can you show Mom your voices?”

Why did I have to teach her to talk? Rebecca thought, groaning inwardly.

Joanna grunted. “Some other time.”

“You’re… her?” Rebecca stammered.  “You look so… so… different.”

Baloo turned his head and saw them. “Hey, Beckers.  I thought you an’ Molly were headin’ home.”

There was an awkward moment; then, surprisingly, Molly said the right thing.

“Mom wants to thank you for taking care of me.” Molly squeezed her mother’s hand.

“Yes!  That-that’s right.”

“And Baloo’s worried ‘cause he doesn’t think you’ll like him.”

“Come on, Molly,” her mother said through gritted teeth. “We just wanted a bite to eat before going home.  I told you that, remember?” she said to Baloo.

“Uh, right.  Speakin’ of which, let’s get us some chow, Joey.”

“It’s Joanna, not Joey,” she told him.  Half-jokingly, she added, “Do I look like a man to you?”

“Not from this angle,” he replied, looking at her admiringly.  Since it wasn’t exactly a leer, she let it pass.

“Let’s go.”  Joanna nodded curtly to Rebecca and Molly.  Then, passing Big Al, she said under her breath, “Bye, Alphonse.  Try not to sit down and destroy some poor small country.”

He grunted. “Watch out for those street lamps, sweetheart.”

Her mouth fell open, and she started to sputter, but an oblivious Baloo caught her hand and led her away.  “C’mon, Joey!  I’m starved!”


End of Chapter 3

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