He was dreaming. That he could tell from the start. Most didn't realize they were dreaming when they were, or didn't remember their dreams at all. But for the Sandman, who brought dreams to all the world's chlidren every night, it only made sense that he would know when he dreamed.

His dreams weren't like humans'. His were blatantly real, maybe even more so than reality. Where he was, he couldn't be certain, but he'd been there before, upon many occasions. Not in the waking world, but in previous dreams. It was dark, the sky was overcast. Ancient stone was crumbled around him, some in slabs that marked the graves in the old, abandoned church yard and others once proud, standing statues withering away at the hand of Nature.

He was standing in front of one statue in particular, one that looked like an angel. A content expression was spread across her stone face, and she was reaching up to the sky, perhaps guiding the souls of the lost to the afterlife. Despite the reassurance the statue was seemingly supposed to give, the small man felt a sense of hopelessness and dread in his surroundings. He quietly floated away from the effigy, which was now staring at his retreating back with a gaping wide mouth and dead eyes.

The dream bringer stopped in front of a particularly small grave, one that stated simply: Infant. No name, just a year - 1824. The thought of such a young child's life being snatched away before it could experience life, before it could even be given a name, made his heart ache painfully. He did his best to give the dying one last dream, one that let them relive their most precious moments in life. But for an infant so young, he wasn't sure if there had been any dream he'd been able to give, let alone one that such a young mind would comprehend. It tortured him to think that one could pass away without a memory of life or even a dream. He quickly floated away from the small tombstone, which dissolved into powder the moment he did.

A sudden noise gave him a scare, though it was only the low toll of the church bell. Looking up, he could see it moving back and forth at a lazy pace, a dong resounding at the peak of every sway, some invisible hand pulling the rope to make it do so. The thought of having company in this terrible place both relieved him and put his nerves on edge. He wasn't so sure he wanted the company of anyone within the dead-looking church. But as his head filled with the image of the long stretch of tombstones lying behind him, he let out a shiver and floated forward, hesitantly pushing the door open.

A stream of shrieking bats flew out at him. He nearly jumped out of his skin but managed to cover his head with his arms to protect himself from the beating of their wings and the nipping of their sharp teeth. As he watched them retreat into the distance through a gap between his arms, he let out a silent sigh of relief, lowering his arms to his sides again and slipping through the door. There were no lights inside, but he could see from the faint light the open door brought in rows of pews, with a podium at the front.

The scene was engulfed by darkness, however, when the door slammed shut behind him. Righting himself from the initial shock, the Sandman brought up a hand where golden sand swirled above it. Golden light illuminated the main area, but only to the point where he could see only so many meters in front of him. Walking past the pews, something to his right caught his eye. An old wooden door, he confirmed, looking right at it now and walking a few steps toward it for his light to reach it properly.

Opening it warily, nothing but darkness lay ahead and a staircase that descended into the depths. The basement, the Sandman figured. A cold breeze seemed to come from the darkness below, making a chill run down his spine and his light to flicker and dim slightly. He floated down a bit, closing the door behind him, for surely it would slam itself shut if he didn't do it himself. He made his way down a few more stairs before a loud click sounded behind him, the door locking itself.

Doing his best to ignore it, the man of sand continued his descent down the staircase. He hadn't been counting the stairs, though he's sure that if he had he'd been in the hundreds by the time he reached the bottom. The staircase gave way to dark corridors of dirt and stone. Looking about hesitantly, he took a passageway to the left, which only seemed to lead him further down beneath the surface.

He was mildly wondering where his dream was taking him when he heard it. A faint sniffling sound, which, as he listened on, turned into a quiet whimpering, followed by a soft sobbing of.. a child. He didn't think, he just acted, speeding down the twisting and turning of corridors toward the source of the sound. The small fact that he was only dreaming was long forgotten. He was a Guardian, and Guardians protected the children of the world. So hearing the soft distress of a child far into the depths of the dark labyrinth set off an instinct deeply imbedded in his mind.

At an abrupt turn, the tight passageway widened into a small chamber. A single torch was lit there, and in the center of the room the small child was curled up in a ball, her head buried in her knees. The little girl rocked back and forth gently, crying softly for her mother.

The Sandman hovered over to her in a slow, quiet manner, as not to startle the sad and frightened child even more so. The golden sand swirling above his open palm twisted into the form of a beautfiul pony, swaying its mane and clopping around happily. Smiling, hoping the apparition would calm her, he gently placed a hand on the girl's shoulder.

At first she was non-responsive, continuing to weep quietly as if the spirit was not there. The man's smile faded into a look of worry. If she did not believe in him he could not comfort her. The moment his facial expression changed, however, she stopped crying, though did not lift her head up from her knees. His gentle smile returning again at the slight progress, he carefully laid a hand on the girl's shoulder again, hoping she'd look up and see the beautiful golden pony awaiting her.

She did look up, in time. The girl carefully lifted her head, peeking out at the golden manifestations before her. The Sandman smiled encouragingly at her, though the smile faultered slightly as she stared at him. There was no happiness in her eyes - she hadn't even spared the sand-pony a glance - however there was no fear in her eyes, either, as he had worried. Her eyes were just.. blank. Staring up at him, expressionless, no child-like joy spilling from her eyes, no life. Just.. emptiness.

He looked at her worriedly. Could she even see him? But she was staring right into his eyes... He was about to remove his hand from her shoulder to make a gesture to her, but stopped when she opened her mouth. At first he thought she was going to say something, but her mouth just hung open, not a sound escaping it. He flicked his eyes back up to hers, which hadn't moved from his own throughout the entire ordeal.

A soft sound finally escaped her throat, like she was trying to speak but too hoarse to do so. He leaned in a little closer, trying to make out what she was saying, when he saw them. In the back of her throat, hundreds of black locusts crawled over each other, some straying from her throat to creep over the roof of her mouth and the insides of her cheeks. At that moment, as if knowing they were being watched, the insects swarmed from her mouth, coming by the thousand and engulfing the small man in their cloud.

He futilely tried to swat them away, only for them to buzz angrily at him. He felt a small, bony hand capture his wrist that had just left the girl's shoulder, in order to better aid him in fighting off the swarm. Looking through the haze of insects, he saw the girl staring at him still, her hand clenching his wrist almost painfully with a strength that was certainly not to be of a four year old girl. He heard a loud crack, and looked on horrified as he saw it had been the girl's jaw, which was now dislodged and hanging so that her chin now met her chest. A black sludge spilled from her horribly disfigured mouth, running down her chin and splatting on the floor. The black liquid seemed to be overtaking her, as her body convulsed and her eyes popped out of their sockets, immediately followed by a gush of the substance.

All the while he was forced to watch through the cloud of insects, unable to escape the hold she had on his wrist, as her rapidly whitening skin began to crack and peel off like paint. The golden pony clopping in circles nearby suddenly contorted and caved in on itself, swirling in a darkening sand until it rebirthed as a small Nightmare. He squeezed his eyes shut, unable to see anymore. It's just a dream, he told himself. Just a dream.

At that moment, his hand was released and the buzzing around him stopped, only to be replaced by a dark, mocking laugh that echoed throughout the room. He opened his eyes, the insects long gone, having dissipated into a black sand that now swept around the room. The Sandman glared at the darkness defiantly. He knew that laugh. He knew that laugh very well.

"Aw.. don't you remember her, Sand Man?" A man came forth from the swirling black sand, kneeling down behind the small girl - that hardly looked like a girl anymore - so he could place his hands on her shoulders. "She's the first one you gave a nightmare."

A small chuckle escaped him, the small nightmare galloping forward to meet with its master. "And what a pretty little nightmare it was," he added as the tiny, black horse ran circles around his head.

I don't give children nightmares, the Sandman protested angrily. You are to blame for that.

Even in his own dreams, the man did not speak, though neither did he communicate with his sand pictures. Rather, he spoke in an almost telepathic manner; a disembodied voice spoken with his mind. Really, it was his own mind they were having the discussion in, so he really didn't need a voice here. His thoughts could be made known without ever forming a word on his tongue.

"Really, Sand Man." The man drew himself up to his full height, the child before him vanishing along with the nightmare. He took a few small steps toward the dream bringer, steepling his fingers before him. "You should know by now..." He lowered himself to the ground once he was in front of the golden figure, so that he could stare at him at eye level when he finished, "...I am you."

The smaller man only glared at him, crossing his arms as the other stood, looming over him once more. It was true, what he had said, though his alter ego was certainly everything that he himself was not. He was short, the other was tall. He radiated a golden aura, whereas the other seemed to be cloaked in darkness. His skin was the same golden color as his dream sand, while the other was deathly pale. When he smiled it was warm, cheerful, though when the other smiled it was cold, condescending.

The only thing that could possibly be similar between them was their eyes. Each of them had a pair of yellow eyes, though the eyes of his alter ego were certainly not his eyes. The Sandman's eyes were filled with a child-like wonder, joy, innocence... His alter's eyes were filled with hate.. and evil.

You may be me, Sandman admitted. But I am nothing like you, Pitch.

Pitch Black. That was the name the other referred to himself as. Though he wasn't sure where the name had come from, he couldn't deny it fit the man before him.

"Maybe not," the dark clad man replied nonchalantly, as if it mattered little. "But you and I are one and the same."

The small spirit huffed silently, averting his eyes for a moment. Flicking them back to the other, he demanded, What do you want?

The boogieman, as he also called himself, only grinned, fading into the darkness behind him. The Sandman didn't have a chance to even ponder where he went before the floor gave way beneath him. This wouldn't have been a problem, seeing as the spirit always floated about, if dark shadows hadn't come up from the gaping hole and grabbed hold of him. Long fingers once tree branches took hold of him, dragging him below.

The once floor, now the ceiling, reconstructed itself as the shadows pulled him downwards, despite his struggles. It was pure blackness around him, the only light being the golden glow he emitted. His surroundings lightened slightly, however, from a light source unknown. Looking up, the ceiling was still intact. Looking down, he saw the overcast sky.

"Dreams are such strange things, aren't they?" came Pitch's voice.

Looking up, he saw that the voice's owner was standing on the ceiling. Frowning, he flipped himself over in midair so that he was no longer upside down. When he did, however, he saw that Pitch was gone.

His frown deepening, he looked about, seeing nothing but flat, open plains around him.

"I prefer nightmares."

Walls of earth rose around him at the sound of the voice, slowly sliding towards him from all directions. He panicked slightly, knowing their intent was to crush him. Looking to the sky, he sped towards the light above him.. only for it to be cut off from him, a slab of rock slamming over his only means of escape. Plunged in near darkness again, the only light being what came from himself, he watched helplessly as the walls closed in on him. He curled up into a ball as they drew closer to him, uncomfortably so. They were just about to make contact with him when.. they stopped.

The small bundle of gold opened an eye warily, not aware that he had closed them. The walls were still there, far, far to close, but were now made out of wood. He took a moment to take a few deep breaths, regulating his breathing until he had calmed again. Placing a hand on the wooden wall before him, he felt that it was old, weak. Pushing at the barrier determinedly, it gave a few creaks and cracks before the thin, rotting wood broke away.

He found himself staring up at a ceiling. Pulling himself from his apparent lying position out of the prison, which, as he looked at it now, was a coffin, he looked about his new surroundings. He was back in the church, it seemed, a soft light coming through a large, stained glass window he'd never seen before prior to now. Instead of pews and a podium, there were several coffins like his own, each of which a small child lay inside.

Hovering out of his little box, the Sandman floated over to one of the children. He felt certain of it, but placing a hand over the boy's cold one only confirmed it. He lowered his head. Dream or not, these were children, and he couldn't help the feeling of cold and sorrow that passed over him when he saw them like that.

"So what keeps the Sand Man awake at night?"

Said spirit turned to see Pitch standing several meters away, looking at him with an amused expression. "Is it seeing the children.. scared, lost, alone.. trapped in their own nightmarish terrors?"

The Sandman scowled angrily, a sight rarely seen in the waking world. Only Pitch Black could elicit such a reaction from the otherwise gentle creature.

"Mm.. it certainly does," he said, with a knowing grin. "But what is your greatest fear?"

At Pitch's words, the dead children began to rise from their coffins, each of them staring at the smaller man with looks of terror, sadness, and despair on their faces.

"You're afraid of children succumbing to this." At this final word he gestured to one of the children, who quickly faded into black sand with a cry. It swirled about, forming a tiny image of the small boy being dragged away by nightmares and black shadows before dissipating entirely.

"You're afraid of not being able to save them," he continued as Sandman quickly floated over to the remains of the black sand, trying to transform the nightmare back into a dream again. It did not respond to his touch.

"You're afraid of being helpless while they're screaming out to you, begging to be saved," he went on as the remaining children, to the Sandman's horror, eroded to black sand, chunks of them falling at a time. They screamed, and moaned, and cried, and pleaded but he could do nothing. The dream bringer fell to his knees, burying his face in his hands. He felt dizzy.. nauseated... He could hear the children's pleas for help but he could not bring himself to rise, as if he was being held down by an invisible - invisible, but unbearable - weight.

Get up. He ordered himself. Get. Up! But his body would not comply with his wishes. The children's screams eventually faded as they were lost to the black sand. He could hear Pitch approaching him, the subtle click of his shoes and the swish of his cloak. He did not remove his face from his hands; he couldn't bear to look at him right now.

"But most of all..." The Sandman felt cold hands on his shoulders from behind and, while try as he might, he was too weak to escape their grasp. "Most of all..." He could feel the man's cold breath on his ear, causing a chill to run down his spine and making him shudder. "You're afraid.. that you will be the cause of their suffering, their fear."

A dark chuckle escaped the boogieman as the golden spirit felt his heart sink into a bottomless sea of cold, hopeless darkness. His shoulders were given a painful squeeze before the tall man slinked back into the shadows. Managing to at least bring himself into a standing position again, the man of sand turned his head this way and that, keeping a watchful eye out for any.. unnatural shadows.

"You're afraid," the voice continued to taunt him from the darkness. "That your dark side will leak through to the surface. You're afraid, that the dreams you spread will turn to nightmares. You're afraid.. that nothing can stop me, once you've gotten me going..."

You are NOT a part of me! The Sandman denied desperately.

"Oh believe me, I wish I weren't," Pitch growled. "You go about spreading dreams of wonder and light. That is about to change, little man." Stopping, he adopted his smug expression once again and said, "But look.. it already has."

The environment around them changed instantly. The church was gone in a flash and instead they were floating high above a city. The moon was concealed by clouds above them, but there was still enough light to see what was below them. It struck a look of terror upon the Sandman's face.

Wisps of black sand were streaming from the sky and into the bedrooms of children everywhere. It wouldn't have been so frightening if he knew it was all just a part of this horrible dream. But in reality, it wasn't. The dream bringer brought about dreams to children even in his sleep; for someone in the world was always asleep, and as much as he tried, he couldn't reach all of them while he was awake. And what Pitch was showing him, he felt, was not a part of the twisted nightmare but a glimpse of what was happening in the real world. What he was causing.

"How can you protect their dreams," the ruler of nightmares taunted him. "If you can't even protect yours?"

No.. No, I am in control of my dreams!

"That may be so," Pitch replied, looming dangerously over him. "But can you control your nightmares?"

Evidently he couldn't.

"I'll be awaiting the day," Pitch told him darkly. "When there aren't any dreams left..."

Out of the darkness, a black scythe materialized in his hands.

"Only nightmares."

Bolting up, gasping silently for air he didn't need, the Sandman frantically placed a hand over his chest, where the scythe had sliced through him like he was nothing. Breathing a quiet sigh of relief, he flew from his little cloud of sand where he'd been slumbering. Darting through the clouds, he came across the city below him, the same one in his dreams. Surely enough, black sand was swarming the city, haunting its children with many a nightmare. The look of despair on his face was quickly replaced by determination, however, as he summoned his whips and flew into the horde of nightmares that awaited him, intending to right his wrongs.