Disclaimer - Don't own south park or any of the characters, just bored and wanted to write something fun.

Authors note – chapter 3 finally get some plot development goin :D

Chapter 3

"Stan! NO!" Kyle's scream echoed through Stan's whole being. His sword stopped millimeters from the old man's forehead and skipped off the the side slicing nothing but air. The old man wasted no time Kicked out hard enough to send Stan sliding across the ground several feet before running down a side alley. Stan rolled to his feet without missing a beat.

"Dad get him!" Stan's father didn't need the provocation though he'd been a hunter longer than Stan had been alive though and was already giving chase down the alley. Stan stood up and looked around warily. "Kyle...?!" His friend shouldn't be anywhere near here but he could have sworn he heard him. Out of the alley on the other side of the street from where he and his father had been stepped Kyle, and Clyde. "What are you two doing here!?" Stan asked one hand holding his side where the old man had kicked him. Kyle thought it was strange that the kick had moved Stan let alone injured him. Kyle strode right up to him cocked his arm back and then swung as hard as he could, his fist connecting with Stan's cheek.

"What the fuck!?" Stan barely moved from the blow but he was still pissed at the unprovoked assault. "The hell is your problem Kyle!?" Stan grabbed his friends wrist with his free hand when his friend went back for another swing.

"Well he's probably just a little uneasy after seeing you...disarm an old man." Clyde said pointing to the severed forearm. Stan glared at him.

"You shut up I'll get to you next." Stan snapped at him trying his best to be intimidating which apparently wasn't working on Clyde. Kyle shook his head and tried to wrench his hand free but Stan's grip wasn't budging.

"Stan w-what were you doing? What was that!?" Kyle was obviously not taking this as nonchalantly as Clyde was. Stan just stared at him and answered Kyle in a flat tone as he released his wrist letting the smaller ball fall on his backside.

"I was doing my job." Kyle looked up from the ground into Stan's eyes and found them impossibly cold framed by the moon behind Stan they seemed to have an almost sinister glow. His friend said he was doing is 'job'? Stan's job was...killing people. Kyle's brain couldn't even compute what he'd heard. "And thanks to you two I've botched it, dads gonna be pissed I let the prey escape..." Kyle nearly gagged when Stan referred to the old man as 'prey'. "So now I have to ask you, how did you get here?" Stan narrowed his eyes at both Kyle and Clyde sheathing his sword. Clyde moved in to try and diffuse the situation.

"We just followed you from your house, Kyle here was worried his best friend was getting into trouble..." Clyde considered Stan for a moment before giving him a sneer. "Though I doubt he imagined it was this..terrible." Clyde's every word seemed poisonous to Stan but what bothered him more was that he believed what Clyde was saying.

"You're saying you just followed me? Just you two? No one else?" Stan pressed trying to figure out who had led them here. In his head he couldn't rationalize it, it was impossible no one can just follow him and his dad. His thoughts were cut off when he heard shuffling behind him coming from an alley back the way they had all come. "Shit you two this way!" He scooped Kyle up over one shoulder and then ran back into the alley Kyle and Clyde had originally hid in. Kyle looked over at Stan half dazed still not sure what to believe.

"Stan...what have you done..." Kyle sounded heartbroken. In his mind Stan was some serial killer slaughtering people like animals. Stan could see it in his eyes and didn't blame him however wrong his assumption was.

"Kyle I promise I will explain everything soon, just trust me and stay quiet." Stan watched as two forms hobbled out of the alley. Two people stumbled up the street in Stan's group's direction. Kyle noticed they seemed drunk or high. They would move one way and then back the other almost shambling. They were girls too and high schoolers, Kyle couldn't remember their names but he had seen them at school.

"Stan why don't we bring them over to hide with us?" Clyde asked innocently annoying Stan who had already motioned for silence. Stan turned to look at his two hiding mates.

"Those things are not what they appear, they aren't human." Kyle and Clyde just stared at Stan like he was crazy. Now Kyle was sure his friend had been hunting people down thinking they were monsters.

"Relax Stan, they're good people..." Stan tried to stop Clyde as he stood up and walked out of the alley but some how impossibly he couldn't grab him. "Hey Millie! Ashley!" The two shambling figures turned and looked towards Clyde and the others and Kyle saw something...wrong in their faces.

"Damn it Clyde get back!" Stan jumped forward pulling Clyde down as the first girl began running on all fours towards them. Her joints cracked and lengthened as she changed into something less than human. Kyle's scream was lost in his throat as the girl's jaw unhinged and grew large enough to swallow a human head. Stan already had his sword drawn again. He hacked off the first girl's left arm at the shoulder but the only thing that came from the wound was black sludge. The other girl had caught up and was equally as terrifying. She had weeping black sockets where her eyes should be forearm length claws on both arms as well as six inch fangs, she looked emaciated and black sludge dripped from her claws and ribcage.

"What the fuck are those things!?"Kyle fell back into a huddle in the alley. He was so scared he was sure he would just die there and then. Stan however had other plans, he had removed the first girls left leg now and she was wobbling around lopsidedly with only her right appendages. Stan dodged a raking claw from the second girl and thrust his sword behind him just as the first one tried to bite him from behind. His sword bit straight through the forehead and the creature shuddered before collapsing onto the pavement. The girl with the weeping eyes kept coming and clawing relentlessly and it looked like it would have Stan as it backed him into a brick wall. It was so close Stan wouldn't be able to raise his sword. So Stan didn't, he held his arms parallel to his torso sword pointed straight out in front of him as girl lunged in passed his sword. Stan wrenched his whole body turning blade and body as one so that the girl lunged right through the scything blade. She fell to the ground in two. Kyle looked in horror making eye contact with her. She seemed to target him then and scuttled on fingers as though they were spider legs towards him. He didn't even have a chance to scream though as Stan landed on top of hits head with a crunch is sword going straight through a foot into the asphalt. It was Stan's turn to smirk at Kyle's terrified face.

"Well you said you wanted to know what I did." Kyle just looked at him mouth agape heart pounding eyes wide. Stan stood with his sword over one shoulder and a smirk on his face. His eyes didn't seem so sinister then. Over to the side Clyde poked the first dead girls corpse with his toe seeming disappointed. The bodies of the two creatures were quickly turning into ash and floating away. Kyle finally was able to stand after a few minutes and approached Stan who was just watching the bodies disappear next to Clyde.

"Stan...I'm not going to pretend to understand what I just saw but...what are those things?" Kyle said motioning to Stan's fresh kills. Stan kicked the clawed ones head.

"Shells, empty soulless vessels of the dearly departed. Undead essentially." He said matter of factly as though everyone knew that. "They're a very common Nightlands occurrence. Though not natural." Kyle just watched him thinking carefully what he should ask.

"Undead...Nightlands? Where is that?" Kyle asked not sure if he really wanted to know or if he wanted to forget everything he'd just seen. Stan raised an eyebrow at him.

"You're in the Nightlands and you don't even know what it is?" Stan laughed at that and continued wiping off the edge of his sword. "Look around Kyle, does this really look like South Park to you?"

Kyle stopped at the absurdity of the question and looked around but only then did he notice that everything looked...wrong. The moon or should he say moons as there were now three of them were incredibly bright and yet there were swirling pools of shadows everywhere they didn't illuminate. Stan smirked as he saw the realization on Kyle's face. Welcome to the Nightlands Kyle, welcome to the world just out of sight, just beyond the periphery so close you can almost touch it but ever out of your reach, unless you have magic of course." Kyle was stunned that Stan seemed so natural in this situation. Stan's expression darkened then and he had his sword up and parallel to the ground in Clydes direction but keeping is eyes on the ground. "But you knew that didn't you, Clyde." Stan tilted his head so he was looking down the length of his sword at Clyde who had turned to look in Stan's direction.

"Stan what are y-" Kyle tried to step towards his friend. Stan put up his hand motioning Kyle not to move.

"Kyle, the only way for someone to follow my father and myself into the Nightlands is intentionally through magic. You can't just follow us and end up here." Clyde's grin was growing wider and more sinister by the second.

"Awww...and I was having soooo much fun playing with you Kyle." Clyde laughed and then all at once everything about him seemed wrong. The whites of his eyes turned black and the color all became a sickly yellow. Patches of skin fell away to reveal what seemed like nothingness between. Stan's eyes widened at that.

"'Kyle run!" And Stan charged in just as he had with the other two creatures but this time Clyde was faster ducking Stan's slash and rising back up with a clawed hand catching Stan just under his left arm and launching him through the air to land on a car fifteen feet away. Kyle tried to run then but black tentacles sprouting from Clyde's back wrapped around his feet and pulled him back, lifting him into the air so that he was hanging more or less face to face with Clyde, or what was left of him.

"Oh Kyle, your terror is so adorable, it might even be better than the depression I was feeding off before." A long black tongue licked the side of Kyle's face filling him with revulsion and nausea. "I really will miss playing with y-" He was cut off as metal sang through the air severing the tentacles. "RAAAH, damn you marsh can't you see too lovers are trying to part beautifully?!" Clyde didn't seem actually hurt by the loss of his tentacles if his fanged grin was anything to go by. Kyle ran and stood behind Stan who was now unarmed. Stan was bleeding profusely from the left side of his torso where Clyde had torn him. "Well you look about done Marsh so lets end this~!" The claws on his fingers turned blacker than anything Kyle had ever seen before, it seemed to be more a lack of light than anything and it was dizzying to look at.

"Sounds good to me! Return!" Stan held out his right hand and there was the sound of singing metal again and Clyde once again was struck by Stan's sword flying through the air but this time it ended in it's owners hand. Stan ran forward before the gash in Clyde's back could close up and slid on his knees under a two handed swipe by Clyde. Stan laid all the way back on the ground so his back and head were a centimeter from the ground his sword straight out behind him. He slid all the way through Clyde's legs and then planted his feet and Snapped upwards at the same moment. There was a sickening sound of metal on bone for a moment and then for one long heartbeat Clyde looked around confused at what had just happened.

"Shit..." Clyde looked slowly over to Kyle with empty eyes. Kyle looked back into them and thought he saw a bit of sadness. "I...had fun..." Clyde said before his two halves fell in opposite directions black smoke enveloping both of them. Stan had his back turned to Kyle his head down sword loose in his hands and his shoulders seemed to be shaking. Kyle almost didn't hear him when he spoke.

"...Correction complete..."