A/N: Rated for violence.

Disclaimer: I do not own Danny Phantom.f

WORST NIGHTMARE

Dark clouds were gathering over Amity Park, flashes of lightning could be seen against the ominous background, but no rain fell. Yet. Night was falling, people were hurrying home, shooting furtive glances at the sky, but with happy smiles on their faces. Children were still busy creating their lanterns and getting dressed up for what they hoped to be a lucrative round of trick or treating, hopeful that their exploits wouldn't be ruined by the downpour that seemed inevitable.

In general, people were happily preparing for Halloween, either by assisting their children or making sure they had enough candy in stock to feed a small orphanage. For a year. Yards were lit up with pumpkin shaped lights, several parties were having their first guests arriving and the sun finally was finally setting in a brilliant display of oranges and reds, lighting the clouds from below so that the sky above the town became almost surreal. The display only lasted a few minutes, until finally the last rays of the sun died away.

This was what Fright Knight had been waiting for. The end of the light signified the end of the day, and the beginning of the darkest night of the year. Because when people celebrated their All Hallows' Eve, they set the atmosphere just right. At Halloween, the barrier between the human and the ghost world was at it weakest. Ghosts would run rampant, at least, they had until a certain ghost boy had started hunting them two years ago. Fright Knight, who until then had been the uncrowned king of Halloween, had been shamefully defeated by a mere boy.

And the year after that, he hadn't even managed to leave the ghost zone, as the young hybrid had decided to pay him a visit beforehand and keep his sword away from him. Fright Knight seethed when he thought about the cocky smirk on the boy's face, waving the sword over his head, mocking him. And he had been unable to move, locked into place by the ice that surrounded him, still building up around him, it's source a blue hue that was leaking from the boy's hands.

Fright Knight did not want to think about it. It was in the past. He was here now, sitting on his huge stallion, holding his sword, ready to wreak havoc on the town that no longer was under the protection of one Danny Phantom. This was his night. His revenge. He was going to strike back, tenfold, and this time nobody would stop him. To make sure of that, he had gathered as many ghosts as he could, taking them through the barrier in Amity Park, which was weakened even more by the many ghost fights that had taken place during the past two years. And at Halloween, Fright Knight was at his strongest. At midnight, he would take his last victim and he would be king once more.

He was startled out of his musings by a cry of fear down below. Almost immediately, he felt the delicious emotion rise up in the air, quickly cut off when the ghost that had scared the human picked it up and sucked it in, growing stronger in the process. Fright Knight looked down, annoyed. He was supposed to give the signal. They all used to look at him. Had his two year absence cost him that much authority?

He stared down, trying to discern which ghost had dared defy him, when another scream of terror reached him. Another human. Another ghost.

They had started without him.

Letting out a cry of rage, he charged downwards, to the street and it's now running humans. The hooves of his horse never touched the ground, but still they were thundering, sparks flying whenever they touched the imaginary ground. Sword swinging high above his head, he cut through the crowd of ghosts that was howling and laughing and getting high on the emotions that were now freely spilling out of the frightened humans.

The first one he hit was a man in a dark business suit, carrying a briefcase that he seemed to be reluctant to let go off. Instead, he held it in front of him, as if to ward off the sword. Fright Knight smirked a the pointless gesture and quickly cut through both the briefcase and the man, sending him spiraling into his worst nightmare.

The spike of fear hit him like a ton of bricks, and Fright Knight momentarily closed his eyes to savor the emotion. This was his night after all. How he had missed this. He opened his eyes, carelessly beheaded a ghost as he passed him to put him in his place, and pressed onwards through the town, chasing people, men, women and children alike, until he reached the edge of the town all too quickly.

He stopped and turned around. Now behind him, the forest that surrounded Amity Park. Before him, an industrial area, office buildings, some factories and squeezed between them boarded up houses, ready to be torn down and make place for even more office buildings or factories. In general, a very ugly area. Not many people there anymore. In fact, the place looked to be deserted, except for a rather large, white building with a huge fence around it and bright lights lighting up every inch of it. It seemed to be some high security place, because there were no less than four guards at the huge gate, all dressed immaculately in white and, which the black ghost found slightly ridiculous, all wearing dark sunglasses.

He approached them. They looked at him, a little fearful maybe, but otherwise staying where they were. Fright Knight halted his horse and studied them. His horse shifted beneath him, taking small steps forwards and backwards, snorting every now and then. He was in the middle of the dark street, his red eyes gleaming through the hole in his helmet, his face invisible in the darkness he radiated.

The four men looked at each other and then back at him again. Then, one of them reached behind him and whipped out a huge ecto cannon. He pointed it straight at Fright Knight. The ghost didn't flinch. Instead, he could feel a slow smile creep on his face. He edged closer. The man with the cannon edged back.

Loser.

With a swift movement, Fright Knight suddenly threw his sword right at the man wielding the gun. It hit him full in the chest. With a wail of agony, the man dropped the gun and stumbled backwards, clutching the hilt of the sword sticking out of his chest. His comrades stared at him, seemingly in shock. Which gave Fright Knight the chance to saunter closer, pass them and retrieve his sword by carelessly yanking it out of the man's chest. Oddly enough – to the man's comrades at least, Fright Knight didn't think it odd at all – there was no blood. The man remained where he was, staring straight ahead with unseeing eyes, radiating fear.

Fright Knight turned around and charged. He hit two of them in one sweep and smiled a little at that, feeling very self-satisfied at his good aim. He thundered through the fence, going intangible at just the right moment, made a sharp turn on the road and charged back again at the one remaining man, who was now running towards the building, every now and then looking fearfully over his shoulder. He didn't stand a chance.

At a leisurely pace, taking his time, the spirit of Halloween cantered into the direction the man was running, not even trying to overtake him until just before he reached the glass door of the building. The ghost could see the lights inside were still on, which probably meant there still were people at work in there. Perfect.

The man had reached the door and started to pull it open. With one big jump, the horse was right in front of him. Fright Knight hadn't even given the order for that, the enormous black stallion knew exactly how his master operated. Fright Knight pointed his sword at the man's throat and pushed a little, until its sharp tip just about entered right under his jaw.

The man stood perfectly still, apprehensively eying the black ghost in front of him. Fright Knight pressed a bit harder, until he could feel the blood rushing through the man's veins with a speed that didn't seem healthy. The man's face twitched.

"You," Fright Knight said, "Are about to live your worst nightmare."

He waited a bit longer, giving the man the chance to take it in, to realize there was no mistake. His fear increased. Fright Knight grinned. He grabbed the hilt of his sword tightly.

"Enjoy," he growled.

With that, he thrust forward, burying his sword into the man's neck and upper torso. The man's eyes widened, his mouth opened in a soundless scream. Then he sank to his knees. Fright Knight pressed on, twisting the sword a little in the wound that would have made the man scream in agony had it been real. Then he pulled the sword back, grinning evilly, taking in the fear of the man that pulsated through the sword in a way that ordinary fear picked out of the air was no match to. With some regret, he left him sitting there, staring blankly into space like his comrades, and entered the building.

The first thing he saw was the receptionist, a small brunette in a white dress. She was sitting behind her desk, reading something while chewing gum, obviously not expecting anybody this late. Before she even could look up, he had already slashed his sword right through her, and he left her sitting in almost the same position she had been before, only now her mind was no longer there.

After that, it simply became a tour around the building, taking souls whenever he ran into them, men and women in white lab coats, carrying files and folders and strange looking equipment, some of which reminded him vaguely of the ecto cannon he had seen outside. This, he realized, was a ghost research facility. He laughed at the irony of that, becoming slightly giddy from the amount of humans he had managed to drain. At some point, somebody had hit an alarm, but by that time, there were already too few people left to be really a bother.

Until he reached the back of the facility and encountered something he had only once encountered before: a ghost shield.

Stunned, he stared at it. They were keeping a ghost here? Maybe more than one? He tested the shield with his hand, and quickly withdrew when he felt the shocks go through him. A powerful shield. To keep a powerful ghost inside. He shivered, thinking about the ghost king. But the king was locked away safely in his sarcophagus.

He looked around, now curious. Inside the shield, he could discern a hallway, leading to a heavy door. In the hallway, there were people, fearfully staring at him but otherwise seeming confident that he couldn't reach them. He'd see about that.

He stepped down from his horse and looked around. He had learned a few things since the last time he had encountered a ghost shield like that, when the ghost king had taken over Amity Park and he hadn't been able to reach Fenton Works. One was that mindlessly slashing his sword into it didn't work. The other was that the ghost shield needed power.

Calmly, he wandered through the building once more, every now and then sending another human that he had somehow missed before into his worst nightmare. He found mostly labs, more labs and even more offices. Desks stood close together, piles of paper on them, neatly stacked. Some computer monitors were on, showing a swirling screen saver. Fright Knight wasn't interested. He just kept opening doors until he found what he was looking for: the main switch.

He stared at it in amazement. It was right there. He looked around, half expecting some ghost to come out and yell, "fooled ya!", and then rush off while laughing insanely, but that didn't happen. He reached out, grabbed the lever and gently pulled it down. No need for a mindless power display here either.

The lights went out. The Fright Knight drifted out of the closet and through the building again, which was now not only completely dark, but also utterly silent. The place was much more to his liking now. He had no trouble seeing in the dark, but he knew the humans would. They would wait, huddle together, try to hide or maybe to run, but he would catch them all. They wouldn't even know what hit them

For a moment, he regretted that. If they saw it coming, the victory was all that much sweeter, but then he put it aside. Midnight was approaching, Halloween was almost over, he should just take what he could get. Already he felt more powerful than ever before.

The ghost shield was conspicuously absent when he reached the restricted area again. Ignoring the signs on the doors warning visitors to keep away, he simply phased through the walls, furniture and dead equipment, until he reached a larger area.

He allowed himself a dark chuckle. Humans. How foolish they were. There were about ten of them, all standing together, most of them wearing whit lab coats that made them stand out in the dark room, which was only lit by the faint glow of moonlight coming through windows in the roof. For a moment, Fright Knight wondered about that, remembering the dark clouds that had hung over the town earlier, but then he dismissed it. It came in handy now.

Slowly, he approached the humans, not in the least worried about the ecto guns three of them were pointing aimlessly into the darkness surrounding them. They didn't see him. He was as dark as the night, he was the night itself. And soon, they would be experiencing their worst nightmares.

He grabbed the hilt of his sword, which he had sheathed when he had gone looking for the main power switch, and slowly drew it, making sure it was accompanied by an appropriate 'zing'. The humans tensed, and drew ever closer together. He could see their eyes, wide open in an attempt to see him.

For a moment, Fright Knight concentrated, focusing his attention on his sword. After a moment, it started glowing a bright green, making everything in the room suddenly look ghostly in the green light. A woman squeaked when she saw the floating sword. One man dropped the ecto gun he was holding and started whimpering.

Fright Knight stopped for a moment to savor the taste of the man's fear, before quickly lashing out with his sword. The whimpering changed into a scream of terror, suddenly cut off when the man was plunged into his own private hell. Next was the woman standing next to him, who actually had the courage to take aim and try a shot at him. He deflected it easily with his sword and struck her down in the blink of an eye.

After that, it simply became a game of tag, with the humans running around blindly and him chasing them down one by one. One of them managed to reach the door and even open it, but that was as far as he got, when Fright Knight passed him by and carelessly flicked his sword across his neck in a move that would have beheaded him if the sword had been real.

As it was, the man simply stopped in his tracks, stumbled backwards against the wall and sank down on the floor, eyes glazed over, a look of mindless terror on his face.

After that, it was a matter of minutes before he had everybody where he wanted them. Almost everybody. Fright Knight frowned, as he surveyed the room once more, now devoid of running and panicking humans. Except there was still somebody there. Fright Knight could sense him. He was sitting quietly in a chair against the back wall, surrounded by what seemed like strange machinery, computers, wires, tubes...

Fright Knight stared at him. The boy stared back, blue eyes shining too brightly in his gaunt face. It couldn't be, he thought, as he drifted closer, it was impossible... Five months before, Phantom had suddenly disappeared, leaving Amity Park wide open for the ghosts to take over. And now they had. Phantom hadn't been there to stop them.

Because he was right here. Fright Knight let his gaze wander over the boy, now in his human form, noticing the restraints on his ankles and wrists, tying him to the chair. Around his neck, some sort of collar with small LED lights, now off. The restraints, he noticed, gave off a faint green glow, as did the chair. Ecto-enforced, the dark knight realized, keeping him in place. In his left arm an IV, attached to a bag containing a clear liquid. Electrodes were attached to the back of his head where his hair had been shaved off, leaving him with only a strange mop of black hair on top of his head, falling into his eyes.

But worst of all, and this made even Fright Knight flinch, was the bundle of multi-colored wires running to the base of his scull, attached to what seemed to be a plug which was inserted into some sort of socket that had been implanted there. The wires were attached to a computer, now dead, like the rest of the equipment.

The boy blinked at him. He was aware, Fright Knight realized. He could feel... Exhaustion. Hatred. Pain. He drifted closer, studying him. Slowly, he brought the tip of his sword to the boy's chin, placed it under it and used it to force his head up. A small trickle of red and green blood started to run down into the collar of his white shirt.

"So," Fright Knight said, "You're still ghost enough that my sword can harm you."

The boy didn't answer. He just looked around, using only his eyes as Fright Knight held his head pretty much in place with his sword. A look of amusement crossed his face as he watched the humans sitting, standing, laying motionless in the lab. Then he looked back at the ghost of Halloween.

"Hey Fright Knight," he said, his voice sounding a bit raspy as if he had done a lot of screaming, "Care to cut me loose?"

Fright Knight chuckled. "I think not," he said, "This is too good an opportunity for me to pass up. Phantom. Helpless and alone. For me to take."

Now the boy chuckled, and it sounded slightly hysterical if not insane.

"You know what?" he said, "You sound like Skulker. He was always trying to hunt me down too, but in the end couldn't catch me if I wasn't tied down or otherwise incapacitated."

He leaned forward a little, as far as his restraints allowed him – which wasn't far -, eyes suddenly glowing bright green.

"Go ahead," he hissed, "I'm right here. All tied up, so to speak. We all know you wouldn't stand a chance otherwise. Don't you guys?"

That last part was spoken with a raised voice, sounding hoarse but strong. Fright Knight looked up. Only now he saw what the hybrid in front of him had noticed earlier. They weren't alone. Several ghosts had gathered in the room, curiously looking around at the motionless figures, some of them even poking them our touching them in an attempt to channel some of their fear. Fright Knight growled at them, and they quickly moved away from his humans. Then he looked back at the smirking ghost boy in front of him.

He was right. He had the upper hand now, but if he struck him down now, there would be talk. He would still rule, he would still be the strongest ghost around, but they would doubt him, doubt his abilities. And when that happened, some ghosts might get bold enough to challenge him. Not that he couldn't handle that, he was sure of it, but it would undermine his authority.

Slowly, he eased the sword away from the boy, who immediately started turning his head, as if to work out some kinks in his neck. Fright Knight watched in fascination as the wires going into the back of his skull moved with him. The boy didn't seem to notice.

"Well?" he asked, blue eyes strangely sparkling green in the moonlight and the glow some of the other ghosts gave off.

He could handle him. Fright Knight studied the boy that had been his enemy for so long carefully. He was thin, not much more than skin and bones. Dark circles under his eyes, as if he hardly slept. Scarred left arm, from countless IVs. Body that was probably ravaged by the various substances they had entered directly into his blood stream.

Basically, a wreck.

To take him out, restrained as he was, it would be without merit. He needed to defeat him standing up, with as much of his abilities he still had intact. Not tied down to a chair with ecto enforced restraints, unable to defend himself.

He glanced back again. More ghosts had gathered. It was two minutes to twelve.

Quickly, he brought down his sword, held it against the restraint around the boy's left wrist and concentrated, sending an ectoblast through it. A bright green flash, a scream of pain, and the restraint was gone, obliterated, and the only thing left was a red, ugly burn mark on the boy's wrist. Fright Knight couldn't care less.

Before the boy, still gasping in pain, could protest he treated the rest of the restraints the same way. Phantom fell forward from his chair, landing on his knees while holding his arms against his chest. He would have completely fallen to the floor if it hadn't been for the wires attached to his head. The boy was trying not to cry, but obviously couldn't prevent a few tears running down his face. With a furious gesture, he wiped them away.

"Thanks," he whispered.

Weakly, he moved his hands, trying to bring them to the back of his head. Fright Knight stepped closer, and in one swift movement cut the wires keeping the boy in place. Then he stepped back and watched the boy swaying, still on his knees. Tentatively, he reached up and touched the back of his head, then winced as he felt the entry point of the wires.

"Ew," he muttered.

Then he looked up at Fright Knight, who was still waiting. "This is gross," the boy informed him.

Fright Knight lost his patience. Even more ghosts had gathered. The clock now read thirty seconds to twelve. If he was going to do it, it would have to be now.

"Get up," he ordered the still kneeling boy.

Phantom let out a short laugh. Then he reached at his arm and pulled the needle of the IV out, causing a sudden flow of the strange blood-ectoplasm mixture to run out. He watched it for a moment, before letting his arm drop to his side. The blood started dripping on the floor.

"I can't," he said simply.

Ten seconds. Fright Knight placed the sword against the boy's chest. The boy stared at him, strangely unafraid. Fright Knight felt his confidence rise. Finally, he had him. Finally, he would send the boy off into his worst nightmare, and he would feed of the boy's eternal fear.

Five seconds. He pressed a little harder, drawing blood. Phantom's mouth twitched. Some fear started to trickle through the sword, into Fright Knight's system. He grinned. The boy was afraid after all.

Three. Two. One.

With a mighty push, the ghost of Halloween thrust the sword into the boy's chest, running him all the way through. The boy's eyes widened, his mouth opeing to let out a scream that never came. Green and red blood welled up around the wound, staining his t-shirt. The boy's hands came up, grabbed the hilt of the sword in a desperate last attempt to free himself...

Something happened.

Fright Knight, who had been staring intently at his last victim, looked up in surprise. Wind was blowing, coming out of nowhere, gaining in strength. And the room, it had been dark, only lit by the moonlight and the green glow of his sword. Now, a strange glow was coming from all around him, growing brighter as he looked at it.

No.

It couldn't be.

Afraid, for the first time in his afterlife, Fright Knight looked back at the ghost hybrid in front of him. The boy was staring at him, still there, not off into his private little hell that his nightmare would bring him. Instead, he was grinning. His hands were still on the sword, clutching it tightly. Then, he started to pull, pull it all the way out of his chest until he was holding it, blood still dripping from it.

With what seemed to be a tremendous effort, he got to his feet, leaning heavily on the armrests of the chair he had been sitting in for so long. He was panting, sweat was running down his face and his legs were shaking, but he kept grinning.

"What...?" Fright Knight asked.

He wanted to yell at the boy, scream at the ghosts behind him, but he was frozen on the spot. One instant, he had held the world in his hands. The next, all was lost. The ghost boy straightened.

"You send people off into their worst nightmares," he rasped. A trickle of blood, coming from the corner of his mouth, ran down his chin. "But you know..." He took a staggering step forward. "My worst nightmare... I am already living it."

He brought up the sword, swung it and hit Fright Knight straight in the chest. He felt it's cold ecto-steel pass through him from his left shoulder down to under his right arm. He took one step, stumbled, and then was down on his knees.

The wind started blowing harder, tables were moving, chairs were tumbling through the room. The ceiling, the windows in the roof had disappeared, and now a spiraling vortex was above them, green and glowing, almost pulling them upwards. Phantom was still standing in front of him, his eyes now gleaming, hair whipping his head, thin t-shirt blowing around his body. He brought the sword up again, grimacing in pain at the movement, and then quickly brought it down.

For a moment, Fright Knight thought he was flying. The world tumbled around him in a flurry of movement. Then he was still again. On the floor. And he could still see, but his vision was quickly fading.

Fear had him. He felt himself being sucked inside, felt his power leave him until he was nothing more than a chunk of frozen ectoplasm, held in place by his helmet and armor. He tried to howl, but there was no sound, there was no movement, no motor control. Around him, the other ghosts did the howling for him, shrieking as they were sucked into the vortex, back into the ghost zone.

Eternal fear. That was what awaited him now. For the ghost boy had defeated him at his own game. And as his vision finally left him, as he was sucked into the ghost zone as well, one thing would be forever with him.

The sight of his headless torso. Viewed by his own eyes from his severed head.

Happy Halloween!