Disclaimer: I don't own Rise of the Guardians, but I do own my OCs

A/N: Usually I do an author note at the end of the story, but I have a short thing to say here this time. In this chapter there is character death and violence. It's going to talk a little about slavery, and my intention is not to offend anyone so I'm sorry if I wrote anything that offends you. Please enjoy!

Chapter 3: Thanks for the memories

~~~~~With Tooth, North and Sandy~~~~~

"You are sure he's here, right Tooth?" North questioned the fairy.

"According to the tracking device, he's close by… everyone stay on guard," she replied, putting the tracker away. Sandy glanced around the quiet town. It was the middle of the night in England and all of the humans had gone to bed. He was quite sure of this as he watched his dream sand spiral through the windows of the houses and bring good dreams to the inhabitants.

North leaned on his swords, eyes roving the cobblestone roads. Suddenly, he saw a dark figure fly towards and alleyway. "Follow it!" North roared, charging after the shape. Sandy and Tooth snapped out of their shock and followed the Russian.

When they got to the alley, the figure was nowhere to be seen. The Guardians searched high and low, to no avail. Their search was interrupted by an evil cackling that seemed to resonate from the brick walls and the very ground itself.

"Oh, so the Guardians are here?" the voice chuckled gleefully. "Well isn't that just splendid?~ We haven't talked in so long~ Let's all go to my realm for some tea~" was the last thing the Guardians heard before they were seemingly swallowed up by darkness.

~~~~~With Bunnymund and Jack~~~~~

"So where is this Reaper Alley?" Jack questioned as he leaned on his staff and froze the local's park fountain out of sheer boredom.

Bunnymund finished tying the last bandage and stood up, trying to get some feeling back into his legs. "Well, mate, the last time the Guardians visited Hal's realm was Halloween of '53. Forgive me if my memories of the exact location are rusty."

Jack rolled his eyes and blew strands of pure white hair out of his face. "Well, it'd have to be somewhere really creepy, right? I mean he is the spirit of Halloween."

"If I remember correctly, it was somewhere else in America…"

"Oh, well that narrows it down," Jack snorted sarcastically.

"Shove off!" he growled at the smirking ice spirit. Then he muttered to himself, "It was…Kansas? No… somewhere where he could wear a costume all year and it wasn't too out of place… hm… Oh, that's right!" Bunnymund turned back to Jack. "His realm was in California. He was always interested in movies…"

"Ugh, that place is too warm. Why couldn't he have his realm in Canada or something?"

"Suck it up, you'll live," the rabbit snorted, rolling his eyes. He tapped his foot twice on the ground, and when a tunnel opened he grabbed Jack by the back of his hoodie and dropped him in before jumping after him.

Jack popped out in the middle of a busy boardwalk near the ocean, gracelessly flopping on his back, before Bunnymund hopped out and snickered at him. Jack glared daggers at the rabbit who only seemed to grow more smug.

"Warn me next time before you do that!" Jack snapped, trying to mask his hurt pride.

"I will most certainly warn you next time, drama queen."

"Stupid kangaroo."

"Troublemaking brat."

Jack rolled his eyes and looked around. "Anyways, this place doesn't look like he would be here. It's just too…lively," Jack remarked, glancing at the busy boardwalk. All he could see were families relaxing on the beach off to his right and various shops and hotels to his left.

"That's because it's not night yet, mate. The real Reaper's Alley will be apparent later."

"So we have to wait a whole day?" Jack whined.

"Yup," Bunnymund said, sitting down heavily on the sand. "I suggest you get comfortable."

"How do you suppose an ICE SPIRIT on a BEACH gets comfortable?" Jack nearly yelled. He made an exasperated noise as his only response was a halfhearted shrug that said, 'Not my problem.'

~~~~~5 hours later~~~~~

"I think I'm dead. Scratch that. I think I WANT to be dead." Jack groaned, exhausted from having to stay in a warm temperature for so long.

"Quit bellyaching," Bunnymund said, finally rising to his feet and vainly attempting to get the sand out of his fur. "The sun's gone down and we can finally go to his realm."

Jack sat up and looked around. The beach was clean of tourists. Bunnymund turned to face the shops and Jack warily followed him. The rabbit casually strolled to a narrow space in between two stores that Jack wouldn't fit through, much less Bunnymund.

"You're insane," Jack stated, staring at the space. "There's no way anything's back there."

"Be quiet for a minute," Bunnymund growled, causing Jack to roll his eyes for the umpteenth time that day and make a show out of zipping his lips. "Advil," the bunny stated. "I'm going to need Advil." He turned back to the narrow alley. "There was some kind of password…" he muttered to himself. "Was it 'Halloween'?"

Jack shook his head. "I don't think so. He hated his last name, so I doubt he would make anything resembling it the password…" Jack thought hard. "What about… October 31?"

Suddenly, the alleyway seemed to expand until a swirling black vortex appeared in between the stores. Jack smirked triumphantly while the Easter bunny muttered about it being a lucky guess. The two Guardians stepped through the ominous portal which immediately disappeared after they entered.

~~~~~Reaper's alley~~~~~

"Well, at least it's colder in here," Jack observed, glancing around the realm.

"Fantastic," Bunnymund grumbled, getting his boomerangs out while warily surveying the area. "This place is creepier than I remember."

Indeed, it was an unnerving place. The place looked like a ghost town, complete with abandoned, rickety old houses. All around, even in the streets, headstones jutted out at odd angles and a murky fog hugged the ground so they could barely see where they were walking. Gnarled trees were placed on the edges of the sidewalks and occasionally a loud scream straight out of a horror movie would split the air causing the Guardians to flinch. Jack swore he saw a pair of beady red eyes staring at them from one of the houses.

The guardians continued to follow the stone streets, Bunnymund nearly faceplanted when he tripped on a large iron cross, until they reached what appeared to be the ghost town's version of a city hall. They strode into the large empty building and glanced around nervously.

"Oh, I thought you guys wouldn't make it!" a voice yelled through the darkness. Both Guardians whirled toward the source of the voice, weapons raised. "Woah! Chill, guys! 'S just me!" the figure stepped forward and Jack saw that it was Hal, and this time he was wearing a ski hat and goggles that covered the majority of the top half of his face while a scarf obscured his mouth.

"You!" Bunnymund snarled. "Alright, we visited your creepy realm. Now give us the memories."

Hal sighed. "You're still on about that, man? The answer's still no. Why do you even want these memories? They only belong to me. It's not like I stole all of them like Pitch." Hal proceeded to pull out a golden tube and throw it up into the air before catching it. "You know," Hal mused. "If you really care about the memories that much, I'll let you see them."

Hal tapped the golden tube before tossing it to Jack and Bunnymund who were enveloped in a flash of bright light.

~~~~~Flashback (A/N: warning: character death and mild violence incoming.)~~~~~

Hal leaned back on his shovel as he glared at the rocky ground in front of him. He glanced both left and right to see fellow slaves hard at work in the field, rooting up various vegetables for the masters.

"Who said you could take a break?" a rough voice yelled behind Hal, making him flinch. "Back to work!"

"Yes, sir," Hal muttered, plunging his shovel back into the ground.

At the end of the day, Hal was hot, sweaty and aching all over. He was about to retire to the slave's quarters when one of the guards waved him aside.

"Hal."

"Yes, sir?"

The guard motioned to the kid, who couldn't have been more than 8, at his side who stepped forward, trembling. "The master just bought this kid today off the market. You have to look after him and teach him the ropes now. If the kid falls behind on work or causes any trouble it's on YOUR HEAD. We clear?"

"Yes sir," Hal said, continuing to stare at the ground.

"Good," the guard growled, shoving the kid forward.

Hal stooped down to look the kid square in the eyes before grabbing his hand and leading him back to their quarters. Since there wasn't enough room in the slave's barracks, Hal was forced to share a bed with the kid.

He looked the kid in the eyes once again. "You got a name?"

"No, sir," the kid said. "I ain't got no mother, so I ain't got no name."

"I see," Hal said. "Well… how about Ben? You can have my last name too. It's Owen." The kid's eyes sparkled like he'd just gotten an invaluable gift.

"You got two names, mister?"

"Kinda. I got a last name. Most of the masters got two names too, so I gave myself one. Don't tell anyone though," Hal whispered conspiratorially while the newly named Ben nodded. And, just like that, a secret was born between them.

~~~~~Flash forward 1 week~~~~~

Ben shot awake, gasping and drenched in his sweat. He looked around to see he was still in the servant's quarters with Hal asleep beside him. Hal rolled over before seeing that Ben looked absolutely terrified.

"What's wrong, man?"

"G-guys… with guns. They took my mom…" he seemed to curl up into a ball, sobbing to hard to explain further.

Hal was at a loss, until he suddenly had an idea. "Hey, kid." He whispered to the boy next to him, causing Ben to lift his head. "Have I ever told you about the bird that made the stars?" Hal didn't even know what he was saying anymore, just spouting nonsense so the kid would stop crying.

To his relief, the kid shook his head and waited for Hal to continue his spur of the moment story. "Well, once there was a bird that was so big and flashy he showed off all the time. He thought he was such hot stuff. All the other birds were tired of his bragging, so one day they decided to exile him from their forest.

However, though he wasn't their problem, he started bothering a local tribe. The people heard him every morning, squawking his songs and showing off. They called the local witch doctor who said she would exile him to the heavens, so they could never hear him again. And she did just that.

The bird was trapped in the heavens with no one to show off to. The villagers and bird below him never heard him singing. He got so mad, he decided he would show them, even if they couldn't hear him. He took all of his feathers and spread them all around the earth, so they glittered over the people when they slept. That's why there are so many stars in the sky."

Ben looked up at Hal, eyes shining. "Really?"

"Yup!" Hal said, sweating bullets and hoping that his totally made up story sufficed.

"That's so cool!" Hal breathed a sigh of relief.

The next night, Ben asked for another story. And the night after that. And after that. Soon, Hal was making up a story each night that would fill Ben's dreams with brave heroes that defeated bearlike monsters and magicians that turned rocks into fantastic creatures.

~~~~~1 year later~~~~~

"Who stole the mistress' bracelet?!" one of the guards roared. Ben trembled under a wooden table in the slave's dining room, bracelet clutched tightly in his hand. He had been walking around outside the previous evening to see if he could find some berries to share with Hal. He had spied the glittering bracelet lying innocently on the ground near the pile of firewood the slaves had.

Hal poked his head under the table to see Ben, crying heavily but silently, the silver bracelet in his fist. Hal looked at the guard, who was on the verge of turning purple, and back at Ben who was terrified out of his mind. Hal made a split second decision, yanking the bracelet out of Ben's hand before standing up and turning to the guard.

"Here's the bracelet, sir," Hal said, he voice betraying no emotion. Ben clutched at his shirt, eyes wide with fear.

"They'll whip you!" he hissed.

"Better than you," Hal muttered as he was led away. An hour later, he returned to the slave's quarters and promptly passed out on his and Ben's bed. When the other slaves tried to help Hal tore up cloth to make bandages, the pulled up his shirt and revealed ugly open wounds that crisscrossed his back.

~~~~~1 month later~~~~~

"Today's the day, Ben!" Hal said cheerily. The wounds on his back had closed and left scars. "We're finally gonna be free!" he said in a hushed voice so the guards wouldn't hear. Ben smiled at his side and continued to uproot plants. "You remember the plan?" he asked.

"At lights out, slip out the window and dash for the woods. When we get there, jump in the creek to wash our scent and continue North. The master and mistress are hosting a party tonight in the manor, so the guards will probably be drunk and if we're really quiet, they won't even notice we're missing."

Hal smiled and ruffled the kid's hair. "That's right."

~~~~~Later that night~~~~~

"Okay, here we go," Hal whispered, grabbing Ben's hand as they ran towards the woods. "So far, so good…"

Suddenly, they heard the baying of hounds behind them. "Impossible," Hal muttered. He turned to Ben. "What are you waiting for?! An invitation?! We gotta run!" he yanked Ben along as they splashed into the creek. By now, Hal could see the hounds getting closer along with men who were carrying guns.

He gripped Ben by the shoulders. "Listen to me. You are going to scramble up that slope and you're not going to get caught." Ben shook his head, tears beginning to pour down his cheeks.

"I can't just leave you-"

"Yes, you can. And you will. I'll will kick your butt myself if you don't start running RIGHT NOW." The dogs howled, nearly within view. "No time…" he muttered. He shoved Ben and practically threw him up the slope.

"Hal!"

"Run! Something like this ain't gonna kill me. Now, listen! Follow the brightest bird feather you see!" Hal yelled, recalling the first story he'd ever told the boy. "That feather will lead you North." Hal then turned and ran the opposite direction of Ben.

He wasn't running too fast as the wet clothes weighed him down. Eventually the dogs caught up to him, but he could barely feel them biting at his legs. A blow on the back of the head knocked him to the ground, dazed. Dark figures swam in his line of vision and he could only hear parts of their conversations.

"Don't like the look of this one," one of the figures said. "He ran once, he'll run again."

'Don't let me die here…' Hal thought feverishly. 'I have so many stories left for Ben…' Hal felt the cold metal of a gun barrel being pressed to the center of his forehead. He looked straight up to see a huge glowing moon directly overhead.

'Was the moon always that big?' he wondered.

BANG!

~~~~~Flashback/violent scene over~~~~~

Jack and Bunnymund gasped, suddenly brought back to reality. Hal yanked the tube out of their hands, not that they fought him off. They were too shocked by the memories.

"He made it," Hal said, drawing their attention. "All the way North. Started a family. Had a job. I'm proud of him." The Halloween spirit then leveled his gaze directly at the Guardians. "I know that Tooth keeps these memories for a reason, but no one besides me needs to remember that."

Hal dropped the golden tube in his backpack while Bunnymund and Jack continued to stare at him, at a loss for words. "Y'all don't need to be here anymore," Hal stated. He snapped his fingers, and suddenly all three were outside the city hall and where Jack and Bunnymund had first entered the realm.

"I think I'll change the password," Hal mused. He was about ready to shove them out of his realm when he froze, struck by an idea. "You know, you should have a chat with the April Fool. He's got your friends hostage after all."

Jack managed to find his voice. "What do you mean, hostage?"

"That's for me to know, and you to find out," Hal stated. He snapped his fingers and Bunnymund and Jack were back out in front of the two stores with the alley much too small for either to squeeze through.

"I'd suggest England," Hal's voice was faintly heard. Bunnymund and Jack exchanged glances, both not sure they wanted to discuss the memories they had seen.

A/N: *dodges brick* Whew, long chapter... anywho, I'm really sorry, I didn't want to make it all sad, but I wanted to show Hal's backstory and how/why he became a Guardian/the spirit of Halloween. Please don't be mad. I said earlier that my intention is not to offend anyone, so if you didn't like how I wrote the flashback, I apologize.

Anyways, I tried to do a cliffhanger, but kinda failed cuz I got so caught up in the flash back. yeah... hahaha...

Oh, and in response to an ealier comment, I'm sorry that I made the characters kind of OOC in the last chapter (I hope I did better in this one) but it was kind of my opinion that if there weren't any kids around, Jack might let a few swears slip, but that might not be right. I'm sorry if you were offended... *sweatdrops* I realize I made them OOC... I really did try harder on this chapter.

So, without making you read any more of my lame excuses/apologies, PLEASE REVIEW! Please? With snowflakes and Easter eggs on top?