Disclaimer I do not own Scooby doo they are the property of better people than me. However in this fic the characters are my playthings.

A/N writing this chapter I was actually in a happy mood so I have no flipping clue where it came from

Chapter 1

It Starts

The trap went off catching nothing but air as Shaggy and Scooby accidently set it off. As usual he and Scooby were running from the newest ghoul they were investigating. The gang was at an old hotel supposedly haunted by the ghost of some serial killer. But from past cases they weren't completely convinced it was. So here they all were in their usual formation leaving Shaggy and Scooby to go off by themselves and cause havoc. What do they do trip the trap Fred had carefully laid. Just because it was most likely an old guy in a mask didn't stop everyone from running.

In the chaos to get away Shaggy had somehow lost Scooby. The hotel was a labyrinth of hallways and rooms. Turning a corner too sharply he cut himself on an exposed nail sticking out of the wall, but ignored the pain as he saw Fred at the end of the hall ahead. "Come on! I've found something." Fred yelled motioning for Shaggy to join him. The phantom dropped behind Fred noiselessly and pulled out a very real and wicked looking knife before slitting Fred's throat. A look of shock crossed both friends faces as Fred clasped at his throat trying to stop the bleeding and mouthed one word "Why?" Shaggy watched as his friends face drained of color before Fred's knees buckled, a pool of his own blood forming around him.

In a fit of rage Shaggy rushed to the phantom as it slid around the corner. By the time Shaggy got there it was gone; he shed tears for his fallen friend as he looked for the others they had to be warned. Shaggy ran through the halls, dim lights flickering at irregular intervals, until he came to a sight that made him cry out in shock and horror. His lifelong pal and best buddy in the entire world lay on the ground gutted and lifeless. "Scooby?" Shaggy asked with a choked voice knowing he wouldn't get an answer. Ahead of him just up the stairs he heard Daphne's shrill scream and sobs as she saw Shaggy with his beloved dog. He glanced up and called out to her "Daphne, watch out this guy has a knife…."he turned pale as said knife blossomed out her front coming out her ribs from the back. "No! Daphneeeeee!" he screamed fresh tears falling freely down his face. He ran forward and was in time to stop her from hitting the ground outright. "It's gonna be alright Daph."

"My favorite shirt." Was her only remark almost a whisper as her breathing slowed then stopped altogether. He kissed her forehead softly as sobs shook his skinny frame as he realized who the next target was. 'No' he thought 'not her too, I can't lose them all' he then ran faster than he had ever before in search of Velma. This bravery thing was new to him and he kind of liked the feeling. He looked everywhere he could then realized he hadn't checked the roof. Velma was there all by herself crying softly, he ran to her and enveloped her in a hug.

"They're all dead" he sobbed in her ear.

She nodded with tears still in her eyes. "I know, I saw Fred earlier and ran here to hide." She hugged him back tightly.

"Like, we have each other now, let's get out of here and get the police, or the army or something." He said enjoying the moment in his last friends arms, eyes closed. Velma suddenly jerked away from him causing his eyes to snap open. Just in time to see that monster behind Velma looking right at him, through him, into his very essence. With a maniacal laugh it twisted her head killing her instantly.

The sound of her neck breaking seemed to have a similar effect on his newfound courage. In its place came the flood of fear and confusion he knew so well. He turned and ran. He needed to get out and come back for help. Stumbling a few times along the way he finally made it to the front door. There was a chain and padlock on the double doors; he turned around resting his back against it. "Damn" he said out loud as he saw the demon who took them all away approaching with its knife raised to strike. It was then closer up that shaggy recognized that mask and those eyes. "Well if I'm gonna die anyway, I guess I'll unmask my final creeper." He said out loud so the creature could hear him. Reaching up with his hands he met the mask and felt around. With widening eyes he had a sudden realization. "That's not a mask is it? Your real" then the knife made its final downward arc towards his chest.

Shaggy woke up screaming and crying uncontrollably…