The stench was sickening, but somehow the sound was even worse. Sam cringed as a piece of flesh was pulled away, liquid dribbling down as the meat beneath was revealed. Bile threatened to rise in her throat as her head turned away, teeth scraping against bone as the meat was ripped free and devoured with the gnashing of teeth.

The clattering of porcelain brought hope to the girls mind as she dared to glance up, staring in disgust at the grease stains Tucker wiped across a napkin as he picked up yet another chicken leg and chowed down on it.

Fighting back an appalled remark, Sam looked to her left instead, staring at the raven haired boy who seemed oblivious to the carnage taking place across the table. With one hand over his cup, Sam watched as the boy absentmindedly rolled it around and around on its edges, his chin resting against his other hand as he stared blankly out the window.

As horrified as she was at how much Tucker had managed to cram into his face, she was worried about how little Danny had eaten himself. She'd been relieved when he ordered food, but four fries and half a burger in he had slid his plate away and not touched it again.

Turning to look to her right as roaring laughter echoed over to their table, Sam stared at the backs of two men sitting at the bar, one's fist slamming against the wood as he doubled over, greatly amused by whatever his friend had just said.

It wasn't hard to figure out that they were truckers, the men's rigs sitting in the back part of the lot when they'd first parked the Fenton Cruisers. Both men were rather large, one with a cap pulled over a bald head while the other wore his hair slicked back into a bun.

Flicking her gaze to the waitress standing near the cash register, their eyes met briefly, and Sam offered a small smile to the woman. There was no doubt in Sam's mind that this was a regular occurrence, especially with the diner being right off the freeway and near a popular truck stop, but she felt for her all the same.

Sam had firsthand experience with rowdy, annoying, and often times gross boys; case in point being the individual still slurping meat off chicken bones across from her. Still, the woman hadn't called the police when they'd first strolled in, and at the very least that deserved a few pleasant smiles and a large tip.

If she had been in her position, she doubted she would have even let them through the door let alone not called someone. Turning back to Danny, lavender hues studied his slouched form, relieved that the visible cuts had already faded to scars and the bruises didn't look quite as harmful.

When they'd first gotten there, they'd practically had to carry Danny inside before Tucker half led and half dragged the halfa into the bathroom and locked the door. That was the first time the waitress had stared dubiously at her.

Sam had stuttered out some excuse about crashing their four wheelers along one of the dirt roads and that it looked worse than it was, but she could tell the waitress didn't believe a word of her story.

After all, three teenagers came wandering inside a diner looking as if they'd been rolling around in the mud for the last week, not to mention the varying degrees of scrapes and bruises they all wore. And Sam didn't even want to think about what they smelled like after so long without a shower.

But the woman had brought over three glasses of water after a few minutes while Sam waited, and merely asked one question. Did she need help? Sam had shook her head earnestly, promising that they were fine, all of them.

And as if right on cue, Danny and Tucker had strolled back out into the dining area looking ten times better than when they'd walked in. For starters, Danny was actually walking. But in the time they'd spent in there, they'd washed the blood and dirt from their arms and faces, dusted off their clothes and smoothed down their hair.

Sam had left the boys alone to order while she herself went to clean up, feeling the woman's eyes on her the whole time. Closing the door and staring at herself in the mirror, she'd barely recognized herself. She knew the boys had looked raggedy, but she hadn't been prepared for her own mussed appearance.

Her hair had once again freed itself almost entirely from its elastic during their drive, and her clothes were covered in spots of dirt and debris while smelling distinctly of smoke from the explosion. Taking a few minutes to wash the mud and dried blood from her skin, Sam had used paper towels and water to spot clean what she could of her clothes before running her fingers through her hair and tying it back in her usual hairdo.

The bandage around her arm had a faint stain from the blood, and there were scratches along one of her cheeks that she could do nothing about, but compared to when she'd first caught her reflection, she looked like an entirely new person.

When she'd gotten back the boys had already ordered, and she'd found a veggie burger waiting for her. And given the diner's reputation for fixing strictly meat, she was impressed with how good it had tasted. Unfortunately, that meat menu was what brought things back around to the boy sitting in front of her devouring what had to be his fourth whole chicken.

"Can you hurry it up, Tucker? We're on a deadline." Sam complained, resting her elbows on the table and scrunching her nose up at the dish of bones across from her. "Emphasis on dead."

"We have to eat, Sam," The boy countered, holding up a chicken wing with a grin. "And I'm a meat connoisseur in the land of barbeque and bacon fat!"

Rolling her eyes, Sam slumped back in her seat and looked at Danny who caught her eye, offering her a faint smile that she gladly returned. It was nice to see life in those blue eyes again. All she'd seen the past couple of days were misery and fatigue. Not that she could really blame him, their trip was taking a toll on all of them.

Stifling a yawn, Sam turned back to watch the two truckers as their voices carried on tales of their travels that they were forcing the waitress to listen too. Sam had half a mind to walk over and tell them to just shut up already.

If they wanted stories about adventure, they should hear some of hers and leave the poor woman alone. And maybe she would've intervened in some way if the ten-o-clock news report hadn't decided to break her train of thought.

A jingle played from the television that was mounted in the corner of the diner as an anchorman appeared on the screen, a white banner with the words 'breaking news' directly beneath him.

"A nationwide search continues for this ghost powered teenager."

The first few words had the trio's attention immediately, Tucker's wing dropping onto his plate and Danny's cup staying firmly in place as they all stared at the screen. The picture of the anchorman slid to the side as a video clip of Danny on stage at the Dumpty Humpty concert appeared, the boy wobbling where he stood before light overtook him and he was transforming for all to see.

"Crap.."

The boy mumbled beside her, the halfa slouching down in his seat as the broadcast continued.

"As well as two of his classmates, Samantha Manson and Tucker Foley."

The video changed to two pictures of Sam and Tucker, the photographs from their Amity High year book photos as Sam's eyes widened.

"Double crap."

She muttered.

"If you have any information regarding these individuals, please contact your local authorities."

As the broadcast concluded and the anchorman introduced a weatherman onto the screen, Sam's gaze moved to the front of the diner where the waitress stood by the door to the kitchen, her eyes locked on the kids as she quickly hid something beneath her apron.

"I think we should go now." Danny said quietly, nudging Sam's arm as she shifted her eyes to the two truckers who were staring suspiciously at the three of them before turning and whispering amongst themselves. "Sam, move."

Danny said louder, a more urgent tone to his voice as Sam climbed out of the booth. As she stood, the trucker wearing a motely cap rose too, staring at her with a disturbing grin.

"And where do you think you're going, little miss?"

He barked out, a twisted grin on his face as Danny and Tucker stood beside her.

"Thanks for the food, but we've got to be going now!"

Tucker said loudly, inching closer to the doors as the second trucker moved to block his way.

"Danny."

Sam said, starting to move closer to the door only to have the capped trucker step close enough for her to smell the engine oil on his clothes. She heard the boy heave a sigh next to her, the halfa between his two friends as a weary expression crossed his face.

"Guys, just let us out."

"What are you gonna do if we don't, Casper?"

Sam bit back a groan, spotting the flicker of anger that darted across Danny's face. He hated being compared to fictional ghosts, they'd learned it was one of his biggest pet peeves.

"Say that I'm sorry about this."

He said in a tone that very clearly said he was not. Lifting his hand, a green ecto blast shot from his palm and hit the floor beside the trucker closing in on Sam. The man jumped back with a yelp as the tiled floor scorched where it had been hit, a black mar the size of his hand left smoking.

Walking closer to Tucker, the second trucker hesitated a moment, as if wondering whether or not he should try, before he made a dive for the trio. With no concern in his eyes, Danny shot another blast right at the man's feet, sending him tumbling off balance as he dodged and crashed to the floor as they quickly filed outside.

"So, I guess we've gone national."

Sam muttered as they climbed on board their cruisers and gunned the accelerators as they left the diner behind them.

"Why now? Tonight was all you could eat night!"

Tucker wailed, throwing his hands in the air in distress.

"Not if we're in jail!" The boy snapped, surprising his two friends into silence as Tucker's hands dropped into his lap. "We're supposed to be rescuing our parents, remember?" He scowled, clutching the bars of the cruiser tighter as his voice lowered. "Wherever they are."

Sam and Tucker exchanged a look as the halfa fell quiet, his outburst creating a tension that laid thick in the air.

They drove in silence for a couple of hours, nothing but the sound of air rushing past them the entire time. They'd only stopped briefly at one point when Danny quietly climbed off the cruiser and allowed Tucker to take the controls before he turned into his ghostly half and flew a few feet in front of them.

Sam's mind was reeling with everything that had happened, about what could have sent Danny over the edge, when she heard Tucker shouting.

"Look!"

Straight ahead of them was a massive purple sign with gothic lettering, advertising something that sent excitement racing through Sam.

"Gothapalooza!" She cheered, standing up as she clutched the handlebars tighter. "The ultimate celebration of despair and darkness!"

Danny's head turned, and there was a smile on his face that drew out a larger one of her own. She'd been looking forward to this event for months and she couldn't believe she was finally-

"Oh my God."

The words left her before she could stop herself, her jaw dropping in horror as pulsing spotlights lit up the night sky ahead of them to the point it was practically daylight.

A deep sea of lush grass extended out into a meadow across the expanse of what should have been desert while flowers of every shade grew in masses. Signs swayed in a gentle breeze, painted letters that read 'happy' and 'fluffy' and 'cute' were set up around the edges and mocked her from afar.

The cruisers slowed to a stop as Danny hovered between them, expressions of confusion all around as Sam climbed off her vehicle and turned in every direction. She hadn't been prepared for this, she was expecting death metal and rockers and intense debates about death, not joyful signs and blinding spotlights.

"Uhm, are those what I think they are?"

Tucker asked, his voice squeaking out as he backed up a step. Following his pointed finger, Sam watched as a wave of plushies stampeded towards them. Hundreds of teddy bears in various shades of purple, orange, and yellow flocked around them, closing in on the trio as they grouped closer to one another.

All at once the hoard of stuffed animals stopped moving and instead stared up at the newcomers. They were disturbing on so many levels, and not just because stuffed toys were not supposed to walk around like that.

Their fur was stiff and bristled, their movements uniform and robotic. But the most disturbing thing about them were their eyes. Instead of having beads, or buttons, or little round gems, their eyes were human. Shades of blues and greens and browns were spackled throughout the bears, each pair trained on the trio as if waiting for them to move or speak or breathe.

Looking down, a yellow bear gazed up at Sam with such intensity in its brown human eyes that she wanted to puke. Suddenly the hoard spoke, tiny soprano voices ringing out as one throughout the field as they began to clamber towards the group.

"WELOVEYOU!"

They exclaimed as their small paws grappled at the three and began to climb their legs, reaching out to them desperately. Sam wasn't sure if they were attacking or if they were trying to show affection, but either way they needed to die.

"Destroy them, Danny!" She yelled, kicking her leg out and sending one of the bears flying out into the crowd of stuffed nightmares. "Find the gem that did this and rip the stuffing out of every last one of them!"

Her screams were louder than the eager chattering of the plushies, her movements filled with rage as she systematically took every bear that lunged at her and threw, kicked, or punted it away. She was a one woman stuffed bear killing machine, and she had to admit, it felt good.

"Somehow I don't think that will be necessary."

The halfa said slowly, watching her massacre in disbelief. As one grabbed ahold of her waist, she let out another scream and grabbed it by its ears, starting to pull at the seams as Tucker grabbed her arms.

"Maybe we shouldn't decapitate the fluffy teddy bears."

He suggested, taking the bear from her hands and tossing it away as she glowered at him before hearing Danny snicker beside her.

"Don't laugh, not all of us can fly!"

She shot back, picking up a bear and chucking it at the boy's head. Danny dodged easily, a grin on his lips as he floated closer to the hoard.

"May I have the gem of form?"

He asked politely as every bear stopped moving, their heads turning as one to stare up at the ghost boy.

"SAY THE MAGIC WORD."

They spoke together, their high pitched voices a grating pain against the girl's ears.

"Die."

She spat out, chucking two more bears away as she ground her teeth.

"Please?"

Danny spoke, raising his brows in expectation as the toys began to part around them, revealing a bear that carried a glowing yellow gem high in the air. Sam let out a scoff, folding her arms across her chest in disgust at how well that had worked.

Taking the gem carefully from the bear, Danny said his thanks and held the stone aloft. He stared at it for a few moments, seeming to inspect the cuts in the gemstone before he held it out and closed his eyes, focusing on some thought or idea.

Sam started to speak up before the gem began to glow a blinding yellow, forcing the girl to close her eyes and turn away. She could feel Tucker's hands on her arms, and as the yellow glow faded away, an intense darkness replaced it.

Gone were the horrific teddy bears with their realistic eyes and putrid desire for affection. In their places were men and woman, teenagers and kids, all roaming around the desert as if nothing had happened.

Where groves of flowers had been was now a giant stage where rock music blared from speakers and dozens of people were head banging to the tunes. Where big signs spewing cute saying had been stamped into the ground were now trucks and stands serving food and offering souvenirs for the event.

And where two bears had been clinging onto Sam were now two guys, each with enough piercings and metal in their bodies and on their clothes to open their own jewelry stores. Sam felt herself relax, her scowl turning into a smirk as her arms wrapped around the two confused guys and sighed contently.

"I love the smell of antiestablishment in the evenings."

She said, spotting Tucker rolling his eyes. Danny approached from her other side as the two guys pulled away and headed off in the direction of a food truck as Danny held the gem victoriously.

"Two gems down, one to go." He stated, pulling out the thermos and dropping the second gem inside. "And less than twenty four hours to find it."

He continued, his smile fading as he passed the thermos back to Tucker who slipped it inside his bag. Making their way back to the cruisers, the two guys who had been with Sam bolted past them, their screams stopping the trio in their tracks as Danny's head whipped around, the three watching as the event dissolved into a sudden panic.

People who had previously been rocking to the music and purchasing skull and bones bobble heads were now in hysteria, gathering their things and shoving people aside as they ran.

"What's happening?"

Sam yelled over the commotion, standing on her toes as she strained to see past the screaming masses.

"How the hell did they find us?"

Danny yelled, confusion switching to frustration as he hovered in the air for a better view.

"Who-"

Tucker's question died on his lips as a single rocket flew right towards them, soaring overhead before crashing into a rock formation only a few yards behind them. With a yelp Tucker dove for his cruiser, only to be yanked away by the halfa as another blast struck the machine, sending it flying into the air as it caught on fire.

"We've gotta run!"

Sam shouted, afraid to go for her own cruiser as a white tank climbed a hill and stopped near the stage. Neither group moved, Sam's eyes locked onto the cold machine and the colder men inside. If there had been any doubt in her mind about their intentions to hurt them back in Florida, those had instantly disappeared. They wanted Danny so badly they didn't care who they hurt in the fight.

A shudder seemed to jolt through the tank, and before Sam could say a word another missile was launching out of it and straight at them. She could see the weapon growing closer, could hear the wind that whistled around it as it hurtled towards them, intent on their destruction.

At least in Florida they'd stood a chance with their cruisers, but there was no way they'd outrun the weapons on foot. Was this how they would die? Backing up a step, Sam clenched her fingers and felt sweat on her palms, fear coursing through her as the missile closed the distance faster than she'd hoped it would.

Would Freakshow kill her parents now? They had their differences, and they got on her nerves all the time, but they were still her parents. Every time she needed them, they were there. And now that they needed her? She hated the Guys in White with every fiber of her being. If she ever had the chance, she would make their lives hell.

The missile was almost on them, the massive explosive bearing down as Sam bit down hard on her lip, afraid to take her eyes off it for even a moment when she felt Danny's hand on her shoulder. Despite herself, Sam glanced up and found the boy wasn't there. Looking down at her hands, a strangled laugh forced its way past her chapped lips.

The missile hit their group and flew right through, crashing instead into a hill and sending pieces of rock and gravel flying away from it. Danny's hand shifted from her shoulder to her back, his fingers curling into her shirt as her feet left the ground.

"They just won't stop, will they?"

Tucker grumbled, folding his arms as Danny carried them towards a large rock formation. Unable to stop herself from bracing for impact, Sam closed her eyes as the trio phased through the boulders, the sound of explosions disappearing behind them.

A chill washed over Sam as she opened her eyes, the darkness around them stifling. The only feeling she had was Danny's hand curled against her back, and even then it was freezing. Her chest constricted painfully, fear weighing down in her stomach as they came out on the other side of the event and moonlight hit her eyes.

Already she felt better, a sigh of relief slipping past as she peered up at the halfa carrying them. His eyes were a brighter shade than usual while a look of intense concentration was the only expression he wore.

"There."

His words startled her as Sam looked down, a highway below them that was empty save a semi-truck driving down the road. Picking up his speed, Danny carried them down and phased them through the truck, depositing his friends in the middle of the cargo as they regained their tangibility.

"How do they keep finding us?"

Tucker demanded, rolling his shoulder a couple of times while straightening his shirt. Running her hands down her arms, Sam tilted her head until her neck cracked, the tension in her chest easing.

"Maybe they're tracking us, or maybe they know the locations of the gems too and are anticipating where we'll be?"

She offered, looking around at the stacks of newspapers bundled up all around them. Tucker was already making himself comfortable, perching on top of one of the smaller stacks as Danny pried a paper from the top of another bundle.

"What's this?" He murmured, holding the paper up as his back tensed before he was turning around and thrusting the paper out to his friends. "Great, we're America's most wanted."

Walking closer to see the paper that was only lit up by Danny's ethereal glow, Sam groaned.

"This is so not good."

She muttered, feeling Tucker beside her as he pulled his phone from his bag and shined the light to see better. In big lettering the headline read 'Ghost Kid And Friends Still Missing' and underneath were pictures of the three of them.

It was obvious the reporter had gotten hers and Tucker's from their yearbook, same as the news station, the cheesy grins on both their faces enough to make her regret going in for those all over again. Danny's however was a picture of him in his ghost form, a photograph that looked more like a mugshot than anything else.

"Well, we're screwed."

Tucker said in a matter of fact manner as he fell back onto his stack of papers and turned the light off, the truck submerged back into darkness aside from the dull white glow that emanated from their friend.

"Maybe not. We only have one gem left to find right? Then we'll get to our parents, and take down Freakshow."

Sam said firmly, looking between the two boys. Tucker remained quiet, lounging back as he rooted through his bag. Danny on the other hand stood a couple feet away, his back once more to the two of them.

"Right, Danny?"

Sam asked, stepping closer to the boy as he sat down on a stack in the corner.

"Sure."

The answer was flippant and muttered with a sigh, leaving the girl standing unsteadily as the trucks tires hit various potholes. Looking down at her hands, Sam frowned and crossed her arms.

"You should get some rest while you can."

Danny said, looking over his shoulder at her as Sam met his eyes. She wanted to be angry at him for how distant he was being and for snapping at Tucker, but he looked so beaten down. He was sitting slumped against another stack of papers, and his eyes were broken in a way that made her heart ache.

"I'm fine, you're the one who should rest."

"Later."

He said, flashing her a weak smile that faded as soon as it appeared. Backing away and finding her own stack of newspapers, Sam sat down and leaned back, staring up at the ceiling of the truck as a heavy weight settled over her.

They were so close to their goal, so close to freeing their parents and dealing with Freakshow. But they were all exhausted, all worn down. The question was no longer if they would find the gems in time, or even if they would succeed in rescuing their families. No, now the question that made her blood run cold was wondering how much of themselves would still be left when it all came to an end.

A/N

For anyone who has seen the actual episode that this fanfiction is based off of, during the part where they're at Gothapalooza and the bears attack, Sam actually does rip a teddy bears head off. And when watching that episode, and seeing how the bears were actually people, it dawned on me that Sam straight up murdered someone. Which begs the question, did the person come back to life when Danny changed things back, or was there just a body laying somewhere in the midst of it all that had its head ripped off by one severely pissed off Sam Manson? Something I'm deeply curious about.. but also why I actually deviated from that part of the episode.