Noodle's dry voice hissed in his ear.

"Run."

"What?" he snapped, stumbling back.

He clutched Noodle's legs vice-hard, the figure creeping steadily forward. His nails dug into bruised flesh. It was as if his feet took root in the pavement and he was frozen to the spot. The oily shadow moved through the fog in a sickening jaunt.

"Run… run past it..." she struggled, her head knocking into his as she tried to crane her neck to see.

"Are you fucking crazy?" he growled, his voice lowering as the figure moved closer.

He managed to take another shaky step back, the pressure on his ankle sending a bolt of pain shooting up through his leg in a lightning crack and he cried out through grit teeth. The creature bent forward, its spine arching in a deep crescent that made Murdoc feel sick deep in the pit of his stomach.

A piercing, strangled scream tore through the fog.

Murdoc's heartbeat shook in his ears as he swallow his breaths till they were coming out in horrid, loud squeaks.

"Noodle!"

Her fingers clutched onto his hair, pulling as hard as she could.

"RUN!"

Fear forced him forwards, the twisted figure emerging from the mist in a writhing heap. Courage left him as he grew close, his legs turning to lead. It was a man, naked but wrapped in his own flesh like a cage, muscles winding up over a blank mass where a face should have been.

"What the fuck is that?!" he yelled out, gripping Noodle's legs in a death hold.

The figure hobbled forward, its back arching painfully as it shrieked. A foul odor leaked from it, turning Murdoc's stomach over with the stench of rotting flesh and vomit.

"Don't face it!"

He leaped backwards from the thing, not ten feet from him, as a greenish-black liquid spewed out of a twisted mouth and splashed out onto the pavement.

"Keep running!" she begged, her voice catching her her dry throat.

Murdoc found new fear inside and tore down the broken street, ignoring the rising pain in his leg and the burden on his back. He ran, his lungs bursting with stinging air, expanded beyond the point of his ribs until they were burning hot in his chest. He wheezed, but didn't slow until the screeching of the twisted man died behind them in the fog.

His legs turned numb, wobbling under the weight of himself and Noodle, his entire body quaking. His thighs were stretched-out elastic bands, and his ankles swelled until they seemed about to burst from his boots. Desperate, he bent forward, urging Noodle to carry herself. She struggled off his back, falling to her knees as she tried to stand on her own.

"What..." he gasped, "What in the fuck..."

"I don't know. They were here when I woke up."

Noodle stood up, wavering. Silence echoed in the fog around them, making her nervous.

"We have to... keep moving."

He glanced over his shoulder, taking note of every scrape and gash on her even through his pain and panic. She looked beaten, one side of her turning purple under the skin and the other half scraped up as if she'd skidded over the road. She shook trying to stand.

"You can't walk on your own," he mumbled, blood bubbling up in the back of his throat again.

"Well we can't stay here," she snapped.

He nodded, his breaths shallow and pathetic. Motioning for her to climb back on, her gripped her wrists tight and limped along the road, his panting drowning out the sound of crushing silence around them.

They didn't have to go far. Neon beamed out of the fog ten minutes into his marathon, pink burning through the mist like a lighthouse. He would have thanked god if he had any ounce of faith in his broken body. "Heaven's Night: Gentleman's Club." He coughed out a laugh.

"Cover your eyes when we get inside, little lady." Noodle said nothing, crinkling her nose. His laugh died away. "Hope the girls have guns," he mumbled.

It looked empty, rickety rusty stairs leading up to a just as dirty-looking door. Murdoc slid Noodle down off his back, looking down the street around them. Empty storefront windows all pasted up with newspaper. It didn't seem promising. But if there was anything Murdoc knew, it was girlie joints. Every shop in a city could be closed, but if there was a place to drink and watch a girl take off her clothes, it would stay open until the world ended.

He reached out to grab Noodle by the hand.

"Just uh, don't touch anything. And don't look at anything. And don't talk to anybody." He looked down at her, leaning on his better ankle. "In fact, don't do anything at all."

The door was open, but it was silent. No customers, no dancers, no music. The lights were on, and drinks were on the bar, as if everyone had got up and just walked out. The door clicked closed behind them.

"Lively joint," he muttered.

Noodle was barely paying attention to him, making her way over to the bar on shaky legs. He followed behind, limping.

"Don't think they'd serve you, Noods," he coughed, laughing.

"A phone."

He looked to where she was pointing – a dirty white phone hung on its cord, nearly touching the floor. He gathered it up, pressing the speaker to his ear. It was hissing, high pitched and grating, like it was picking up radio signals rather than a telephone line. He pressed down on the receiver, hitting buttons, but the sound didn't stop. It snapped loud in his ear and he jerked away, setting it down.

"It's fucked."

Noodle leaned on the bar, her eyes drooping under her hair. She was exhausted, and he was too.

"Murdoc, I think this town is empty."

"Yeah, you might be right. Looks like everyone just... left. Those things maybe..." He trailed off. He didn't want to think about it, it was unreal. He'd never seen anything like that man, or creature, or whatever the hell it was. He just knew he never wanted to see it again. The idea of having to go back outside made him shudder.

"It's going to get dark soon," he mumbled. "We should uh... park it here for the night maybe.

"We need to leave this place," she insisted. "It's evil, I can feel... I can feel it."

Murdoc agreed completely; he was a second away from shutting himself in a closet. Any reasonable person would have doubted what he'd seen, but he was far from reasonable and he was very willing to accept that a flesh monster was wandering around the East Coast. And the more frightening thought that bubbled up in him, was that maybe it wasn't the only thing out in the fog. It had been bad enough in the light, but in the dark... he could only imagine what else was lurking around.

"Yeah, I get you. But there's no way in hell I'm carrying you out on this ankle tonight."

It was true, his leg was nearly locked up and he was starting to feel pain bite at his calf from the cramping. Noodle swayed, trying to think but her brain was clouded and she couldn't come up with a reason to press the issue. Murdoc picked up a bottle of whiskey, smelling it.

"As a responsible guardian there's no way I would let you drink," he said, putting on his stern voice. "But seeing as though these are extenuating circumstances..."

He poured the whiskey into a foggy glass, wiping the rim with the edge of his filthy shirt. He knocked the glass back, drinking down the burning liquid that forced a cough from him. It stung the whole way down, sending a vibration of warmth through him. He offered the rest of the glass to Noodle. She looked like she was in pain, and though he didn't let her drink at home, he wanted her to feel better. She pushed his hand away gently.

"No, thank you."

"Suit yourself."

He drank the rest down. The glass clacked against the bar top, and he let the feeling wash over him. He eyed the hand she pressed to her ribs.

"What happened? After the crash, I don't remember a damn thing..."

Noodle clamored onto a bar stool, wincing.

"I woke up," she started, "And the car was on the side of the road. My head hurt... I looked around, and 2D and Russel... they were just gone. I tried to shake you awake but you wouldn't get up. I thought maybe that you hit your head and..." She got quiet for a second. "I got out, and I was going to open the door, but I saw a shape in the distance. I thought maybe it was 2D, but... I felt uneasy. I tried but you wouldn't get up."

Murdoc narrowed his eyes, his head still thumping with throbs of pain. He had his bell rung many times, but this time it was particularly bad.

"That shape got closer and I just felt... like it was bad. I didn't know if I should move you, so I locked the doors and ran the other way. I wanted to find help. But that thing... it caught up. It attacked me, knocked me down." She rubbed her side. "It can't see well, I think. I got back to the car and crawled underneath. I waited for it to pass, but I... I couldn't stay awake. I remember holding my breath, and everything going white, and then waking up on your back."

Murdoc realized he was holding his own breath, and let out a long sigh.

"Maybe we died and went to hell," he suggested. Noodle didn't seem amused. He shifted from his bad foot to the worse foot. "Yeah, you're right. There'd actually be strippers here if we had."

He looked over her scrapes, all down her right cheek and arm, light red and looking like they burned. But he didn't like the way she was holding her left side.

"How are you feeling?"

"Sore," she mumbled. "Not broken, I think..."

He came around the bar, pressing a finger to her ribs. She was right, not broken, but deeply bruised. She tried not to make a sound as he felt the bones for a break, but he could feel her tense up.

Murdoc reached over the bar, lifting up the refrigerator door. It was still cool. He picked out a beer and held it out.

"I already said—"

"The cold will bring the swelling down."

If Murdoc knew one thing, it was girlie joints. But if he knew two things it was that and being injured. Noodle hesitated, then pressed the cold bottle to her side awkwardly.

"I'll do a little poke around," he said, heading for the steps of the stage. "Maybe the girls are giving a private show in the back, heh heh."

There wasn't much to poke into. There was a back hall, a storage room which was more like a glorified closet, an unbelievable dirty bathroom, and a dressing room filled with skimpy outfits and not much else. There was a first aid kit on the wall, well used and unstocked, but he managed to scrape together some antibiotic and bandages for Noodle's brush burns. But there was not much in the way of gauze for wrapping his ankle, so he settled with a pink chiffon scarf from the dressing room instead.

Darkness began to fall outside, and the streetlights – the few that there were – flickered on, barely piercing the fog. Murdoc worked up the courage to peek outside, but did not like what he saw, which was nothing. No cars, no people, not even a cat or a bird. Nothing. It unsettled him. He moved along, trying not to think about it, though of course it was the only thing he could think of.

But as night crept in, another thought popped up, which was that he truly hated sleeping with people. Not in the figurative sense, but in the literal sense, in the sense that he inevitably spent the night desperately trying to sleep while being poked, prodded, kicked, or unconsciously yelled at. He was a light sleeper by nature, and unless he was passed out on the bathroom floor, it didn't take much to wake him up. He was hesitant to ever let someone close when real, actual sleeping was going to be done. But he did not want to leave Noodle alone for a second, and went about grabbing the dirty cushions off every chair in the joint and stockpiling them in the dressing room. He wanted her close, afraid that if he left her alone, she'd vanish or that thing would come back and find a way in. The thought hurried him along until he helped her to her feet and rushed her into the dressing room, slamming the door shut and locking it behind him.

He settled down on the pitiful stack of bar cushions on the floor, and let Noodle take the leopard print couch. She fussed, still wary of staying instead of leaving, but her exhaustion took over and soon she curled up and passed right out. Murdoc could feel every nerve in him screaming for sleep, but he was awake, staring at the ceiling and listening to the crushing nothingness. There was a tiny window on the far wall, the only source of light, where a tiny slit of orange leaked through from the streetlamp. He locked onto it, staring for what felt like hours, until he could feel his eyelids give in for him, and he could sense himself slipping away.

But out of the nothingness there was suddenly a sound, so quiet at first that it blended into the silence until Murdoc was scared upright by a low rumble, like ungodly trumpets groaning underground. He scrambled to the side of the couch, and shook Noodle awake. The listened in silence to the sound, loud and low and horrifying. She reached out and grabbed Murdoc's shirt so hard she nearly choked him. He pulled her into his lap and dragged her back with him against the wall, behind the side of the couch as if a poor attempt at hiding would make them any safer. His heart was in his throat, pounding with the hellish whine outside. He gripped onto Noodle tight, just as much out of fear as an attempt to protect, and she gripped back just as hard.

The groan died out, suddenly, it droned into the white noise of nothing and disappeared completely, leaving a low echo in their ears. Noodle moved as if to stand, but Murdoc had her tight with both hands vice gripped onto her shoulders.

"Not a chance, girlie," he hissed.

She opened her mouth to fight him, but stayed, her mouth dry and palms sweating. Murdoc would not slacken his grasp. He held tight, until the sound was an awful memory and the last of the echo had wrung out of their ears, and exhaustion finally took them both.