Chap­ter 38 begins with a pal­pa­ble ten­sion as Jim and Will find them­selves in the qui­et of the library, a space that is heavy with silence, pierced only by the dis­tant sounds of the car­ni­val unfold­ing out­side. The boys, crouch­ing in the bush­es out­side the library, feel a wave of trep­i­da­tion, sens­ing that some­thing sin­is­ter lurks near­by. Will, vis­i­bly anx­ious, express­es his fear of the library, feel­ing as though their fathers may change into com­plete­ly dif­fer­ent peo­ple once they enter this strange and fore­bod­ing place. The tow­er­ing shelves, filled with ancient books, seem to hold secrets that inten­si­fy their unease. Will’s wor­ry deep­ens as the space feels less like a sanc­tu­ary and more like a trap, some­thing that preys on those who ven­ture too far. Jim, try­ing to push away the heavy atmos­phere sur­round­ing them, impul­sive­ly bangs on the library door, eager to seek the warmth and com­fort the books might offer, but also feel­ing the need to con­front what­ev­er fears lie ahead.

Once inside the library, the two boys begin to explore the aban­doned cor­ri­dors, their steps echo­ing in the still­ness. They recall past adven­tures and places where they once found com­fort and safe­ty, such as the tall trees they had climbed and the church­es where they had sought refuge. The library, how­ev­er, feels dif­fer­ent tonight—its dark cor­ri­dors and loom­ing shelves seem to pos­sess a life of their own. As they walk deep­er into its maze-like struc­ture, their voic­es drop to whis­pers, as if speak­ing any loud­er would dis­turb the very essence of the space. The night’s events have built up a sense of dread, mak­ing their explo­ration feel more like a cau­tious pil­grim­age through a sacred, yet dan­ger­ous, domain. The shad­ows that stretch across the walls seem to take on a life of their own, mov­ing in the cor­ners of their vision, adding to the ten­sion that hangs in the air. The boys, once con­fi­dent in their curios­i­ty, now feel the weight of their fear, unsure of what lies ahead in the dark recess­es of the library.

They even­tu­al­ly stum­ble upon a small room where Will’s father, Charles Hal­loway, has been prepar­ing var­i­ous books. The atmos­phere in the room feels heav­ier, as the boys recount recent encoun­ters that have left them unnerved, includ­ing a strange light­ning-rod sales­man and the fore­bod­ing storm clouds on the hori­zon. Their minds are still occu­pied by the strange car­ni­val that had recent­ly rolled into town, its sin­is­ter pres­ence dom­i­nat­ing their thoughts. As they speak of the carnival’s unset­tling arrival, Charles lis­tens intent­ly, his expres­sion thought­ful. He is clear­ly trou­bled by the series of unusu­al events, and as he reflects on his own past, the pieces of a dark­er puz­zle begin to fall into place. He rec­og­nizes that this is not a sim­ple series of coin­ci­dences, but part of a dis­turb­ing, cycli­cal pat­tern that seems to tie itself to the month of Octo­ber. The more Charles con­tem­plates the sit­u­a­tion, the clear­er it becomes that some­thing far more omi­nous is afoot, and the boys must be pre­pared to face it.

Charles begins to speak of “the autumn peo­ple,” a term that car­ries a weight of his­tor­i­cal fear and fore­bod­ing. These beings, he recalls, are said to emerge with the fall sea­son, bring­ing with them an aura of dark­ness that con­sumes every­thing in its path. The autumn people’s cycli­cal return, feed­ing on the fears and souls of those they encounter, has been woven into the fab­ric of time. The con­nec­tion between these mys­te­ri­ous fig­ures and the car­ni­val becomes more appar­ent to Charles as he speaks of them, and the boys begin to under­stand the deep­er con­nec­tion between the carnival’s arrival and the cycle of fear that has plagued the town for gen­er­a­tions. The knowl­edge of this dark force leaves them ques­tion­ing their own roles in this unfold­ing mys­tery. Are they mere­ly “sum­mer peo­ple,” bliss­ful­ly unaware of the creep­ing dan­ger that autumn brings, or do they share a deep­er con­nec­tion to the com­ing dark­ness? The return of the car­ni­val, with its sin­is­ter under­tones, forces the boys to con­front their own fears, as they real­ize the dark­ness of the past is reawak­en­ing.

As Charles con­tin­ues to dis­cuss the nature of the autumn peo­ple and the his­tor­i­cal pat­terns they fol­low, the boys begin to under­stand the depth of the threat they face. The cycle of dark­ness that has resur­faced with the carnival’s return is not just about exter­nal threats but also about con­fronting the dark­ness with­in them­selves and the world around them. The carnival’s sin­is­ter influ­ence is not just in its per­for­mances but in the way it taps into the deep­est fears of those it touch­es. Charles, with his expe­ri­ence and under­stand­ing, pledges to help the boys unrav­el the mys­ter­ies that lie ahead. He knows that the bat­tle they are about to face is not just one of phys­i­cal con­fronta­tion but one of under­stand­ing and prepa­ra­tion, where the strength of their con­nec­tion, trust, and shared expe­ri­ences will be their great­est asset. The con­ver­sa­tion ends with a deep­er resolve among them all, know­ing that they must face the car­ni­val and its dark influ­ence togeth­er, under­stand­ing that knowl­edge and uni­ty are the key to over­com­ing the impend­ing dan­ger.