So yeah, I know you've been waiting a while. What can I say? I've been juggling a lot of stories and some new fandoms snuck up and whacked me in the head. But it is time for an update.

And remember, everyone. This is based on the film with influences from the books. So if details don't match the books exactly, don't complain. You were warned about that from the beginning.

"I start school in a few days," said Lucy, hugging Kitty close. "I'm scared."

"I know, Little Light," Pitch said calmly as he stepped out of the darker shadows of her closet. "I've heard that whispering to me for most of the day. And it's been getting louder."

Lucy nodded. She was scared of starting school. But she also knew it would bring the Boogeyman. He could hear everyone's fears and he always seemed to come when she was scared. That made her feel a little better.

"You are afraid of beginning school. An understandable reaction. Many people fear the new and unknown," he said, looming over the child in her bed. "Do you know why you fear this specifically?"

He liked to ask her questions like that. He wanted her to think, even while scared. And sometimes she felt better when she talked about it.

"I'm scared the other kids won't like me," said Lucy. "I'm scared they'll be mean. I'm scared it'll be too hard and everyone will think I'm dumb. I'm scared because I won't know anybody and I'll be there all day with strangers."

He listened carefully to her slow words. Pitch didn't interrupt. He just let her explain.

"It sounds like you've figured out very good reasons to be concerned," he said when she fell silent. "Not all of them apply, however. While some children will undoubtedly be cruel, others will not. Those who are nicer are the ones who you should spend time with if you have the choice. The other children will also be just as new to school as you are, so several will probably be afraid tomorrow as well. You will have that in common with them. And you are not dumb. You are a bright child and you do not back down from hard work. You will be more than equal to the challenge."

Lucy sat there silently, considering his words. When he explained it like that, school didn't seem as intimidating. It couldn't be as scary as thunderstorms, heights, or the dark.

"Thank you, Pitch," said Lucy.

"I did nothing more than comment on what you told me," he said evenly.

Rubbing her eyes tiredly, she asked, "Could you tell me another story?"

He'd told her several stories since they'd met. Almost always during the day, though. Most of them were scary stories. He'd told her about trolls, ogres, Krampus, Redcaps, and banshees. All the monsters and creatures he'd talked about before. They were all good stories even if they sometimes left her afraid. Pitch knew so much and she liked listening to him.

"A bedtime story from the Boogeyman? Not the wisest request."

"Please?"

He stared silently at Lucy for a few moments before sighing tiredly and sitting on the edge of her bed.

"Very well, Little Light," said Pitch in a strange tone. "I may know one story. But do not blame me if it is not what you expect it to be."

He didn't immediately begin. Instead, he stared out the window for a few moments, as if gathering his thoughts. Lucy waited quietly. She could be patient.

"Long ago and far away," described Pitch slowly. "Long before this world gained its people and across the universe from this place, there were other worlds filled with other people who weren't human. People who talked, traveled, traded, and lived across these different worlds. People who existed in peace. They sailed between the stars the same way humans sailed the ocean. These various people were ruled over by the Great Houses, called Constellations because they connected these worlds and people together just as constellations in the sky are stars connected together to form pictures. Of course, everyone knew that Tsar Luna and his wife of the House of Lunanoff were considered the greatest of them all and beloved by all. But yes, it was a time of peace and prosperity. It was a Golden Age."

There was something almost wistful in his voice. Lucy shifted, trying to get more comfortable on her pillow.

"But even those worlds weren't perfect. Things can lurk in the darkness. And there were threats to that Golden Age," he continued. "Tsar Luna sent his Golden Army to protect his people. The soldiers fought against dream pirates who sailed the stars. And against… Fearlings."

She frowned briefly. She didn't know what all those words meant, but something in how Pitch said the that last part sent a shiver down her spine.

"What's a Fearling?" asked Lucy quietly.

Slowly and hesitantly, he said, "Creatures of fear and shadows. Their very presence can cause dread and they gain power from terror. Yes, they will do whatever they can to evoke fear from those they hunt. They'll use any tricks to do it and the older ones could be very clever about it, seeking out the perfect fears for a specific person. And Fearlings will feed off that fear until they can gain nothing else. But that's not enough for them. Then they will devour the person's soul, turning what is left into a new Fearling. They could wipe out entire settlements in a matter of days, doubling the size of their forces in the process. The only reason that they never grew worse was because of the soldiers who fought them. And leading those soldiers was a general. A good general."

Pitch chuckled slightly, shaking his head at his words. It wasn't a happy chuckle. It was a dry sound, like crunching leaves. He didn't believe his words. She could tell. He didn't believe the general counted as a "good" one.

Lucy also decided not to mention how the Fearlings reminded her a little bit of the Boogeyman. Something told her that he wouldn't like it.

"This good general always fought alongside his men rather than leading from behind. He would never have them face a threat that he would not fight himself. He was loyal to his soldiers, loyal to the people he served, and loyal to the House of Lunanoff. But none of them were the reason why he spent so much time defending against Fearlings and dream pirates. Not really."

"Then why'd he do it?" whispered Lucy.

"He did it to keep his family safe," he said. Pitch shifted on the edge of her bed, staring off at nothing. "You see, the general had a wife. She was the most beautiful woman on any of those worlds. She was smart, kind, and wonderful. He loved her with all his heart. And when he was certain that he couldn't love anyone more than her, they had a daughter."

"Was she pretty too?"

"She was so pretty, she took her father's breath away the first time he saw her," he said, his voice warmer than Lucy expected and she caught a glimpse of a smile in the shadows. "She was like a supernova. Bright, nearly exploding with energy, and absolutely brilliant. And she was completely fearless."

Then the smile disappeared.

"The good general went out to face all those threats because he wanted to keep his family safe. So that he could come home to the smiles of his wife and daughter. But the pirates and Fearlings grew to hate him for everything he did to stop him. Eventually the pirates decided they wanted revenge."

Lucy shivered as she asked, "What did they do?"

"First, they lured the good general and the soldiers out, tricking them into believing that the pirates were about to raid a nearby settlement. But when the general was gone, the pirates attacked his home."

His eyes closed, making it hard for Lucy to see him. Without the glow of his golden eyes, Pitch completely blended into the darkness.

"The good general hurried back the moment he realized the truth. He took the fastest ship back home because he needed to protect his family. But when he got there, it was already too late. The pirates had already left. They were already done." Pitch opened his eyes, but didn't look at her. "The house was ransacked. His wife was… dead. And his daughter… His daughter was missing. She was gone without a trace."

He fell silent, staring at nothing. Lucy rubbed Kitty's head and blinked quickly. She didn't want to cry.

"You're right. It is sad," said Lucy quietly.

He finally turned back towards her. His face wore that half-smile that Lucy couldn't identify.

"And it is not yet complete," he said. "The good general chased down the pirates. All of them. First out of hope that perhaps his daughter was merely their prisoner rather than dead. Later, he did it because his vow to defend the House of Lunanoff and the people was all that he had left. He grew reckless with his life, taking more risks that could have ended in death. He had no reason to return home, after all. But the good general managed to drive out the pirates to the very edges of civilization, too afraid to raid even the most isolated targets. And with that threat gone, his only purpose left was to finish off the Fearlings."

He turned away again. It was like Pitch was watching something far away that only he could see.

"The good general hunted down the different pockets of Fearlings scattered across the stars, driving then out the same way they did the dream pirates. They were more vicious and dangerous, but eventually only a single place remained. Their home. A dark nest filled with the most powerful, cunning, and cruel Fearlings."

"And he won, right?" asked Lucy quietly.

"The Golden Armies dressed in sturdy armor and armed themselves with swords of a metal not found on this world, magically forged using dream matter and stardust. The metal would burn the Fearlings on contact, making it a more effective weapon against the creatures. There isn't a very good translation for the metal, but I suppose the best name in English would be 'star-steel.' But the metal was filled with too much light and uncorrupted innocence for such creatures of darkness to withstand. Hard to craft properly, but worth the effort for such a venture. And with those preparations, the good general led his soldiers into the heart of the Fearlings' nest." Pitch shook his head slowly. "It was worse than what anyone could have imagined. There were too many Fearlings. Even with the protection of the armor and the blades of star-steel, the soldiers fell to the swarming masses. The Fearlings feasted on the terror and then consumed their souls. I still don't know how anyone escaped alive."

"But they did, right?" asked Lucy in a shaking voice.

"The good general saw his soldiers falling, one by one. He saw there was no hope for victory. But he had lost his family and the men that he fought beside. He had no reason to care if he survived the battle. So, alone and surrounded by the hordes of enemies, the good general fought with his only goal being to take out as many of the Fearlings as possible before he fell too." He took a deep breath and let it out slowly. "In the end, he was left exhausted and alone among the remaining Fearlings, those too hurt to fight any longer and not yet dead."

Lucy didn't know what to say. He'd won. That was good. But it just didn't seem like it was worth it. Everyone else was gone and the good general was alone.

"Tsar Luna and the others had constructed a prison out of lead and magic. And the ten thousand remaining Fearlings were locked away before they could recover. The outside of the prison was surrounded by light, far too bright for the Fearlings to cross even if they could get out. But they needed someone to guard the Fearlings and ensure that they would never threaten the Golden Age again. And since he had nothing left except his vow to the House of Lunanoff and the people, the good general volunteered to guard the door until something better could be arranged."

Maybe it was her imagination or the shadows, but Pitch looked a bit haunted as he spoke. A little like Lucy after a bad nightmare. But that couldn't be right. He was the Boogeyman.

"The problem, however, was that just containing the Fearlings didn't make them safe. Even within their prison, their presence was unpleasant and tried to cause fear to those around them. As the good general guarded the door day-by-day, they whispered and called to him. They tried to target his fears and force him to free the Fearlings. They threatened him, promising horrible pain and suffering if he did not release them. Then they tried threatening Tsar and the people he'd sworn to protect with his life, promising that they would tear apart the Golden Age and plunge the stars into darkness. Then, when enough time had passed and the constant exposure to the Fearlings began to affect him, they tried new fears to weaken his resolve. They mimicked voices, screams, snarls, roars, and shrieks of dangerous creatures. The Fearlings whispered that the general had been forgotten, that Tsar Lunar would never send anyone to take his place and give him some relief. They whispered that no one cared what happened to him. They tried anything to find a weak point so that the Fearlings could use his fear to control the general to open the door."

"But he didn't, right?" He didn't let them out, right?" whispered Lucy.

"The Fearlings constantly prying and tearing at his mind with the fear that they were trying to provoke… Given enough time, that will weaken anyone's resolve. But it wasn't enough to break him. After all, when a man has already lost everything he cares about and has nothing, what does he have left to fear?" Pitch said in a dull tone. "But one Fearling was cleverer than the others. It was biding its time, letting the general grow weaker and weary from his time guarding them. It waited for the perfect moment, when the general was at his lowest point. Only then did that Fearling strike."

Growing worried about him and not knowing why, Lucy asked, "Pitch?"

"In the darkness of the prison, behind the door that the general guarded loyally for so long, the Fearling cried out in a stolen voice. It didn't mimic his soldiers shouting out in pain or his wife calling for him. The others had already tried it and the general didn't fall for it. He already knew that those people were dead. No, the Fearling was cleverer than that. It cried out in the voice of the general's daughter."

The dry and broken sound of his laughter both scared her a little and made her sad. Lucy pulled her blanket tighter.

"Because that's the thing. He knew his wife was dead, but he never knew for certain with his daughter. He thought there was nothing left. But all those things that are supposed to be precious gifts… His memories of the girl… His dreams at night of his daughter… His foolish hope that he was wrong, that she was alive somewhere and that he'd see her again… He still had those. And that made him vulnerable. When he heard his daughter crying out for him to open the door and save her, he was finally afraid. He was afraid for his daughter and that was all the opening the Fearlings needed."

Pitch's fingers dug into the blanket on her bed. Lucy wished he would look at her.

"It was like a trance. They used that brief fear as a crack in his mental shields. They strengthened the general's fear for his daughter, his fear that she was trapped and in danger. He couldn't think or remember why he was there. And he let that fear control him." He closed his eyes. "The good general, the man who spent so long protecting so many people, opened the door and freed the Fearlings."

"But you said it was bright outside," whispered Lucy, crawling out from under her blankets and towards him. "They couldn't go anywhere."

"No, they couldn't survive the bright light outside their prison. There were no shadows to protect them outside their prison of lead and magic. But the Fearlings were clever and creative. The moment the general opened the door, they struck. Ten thousand Fearlings poured into him, filling him with enough darkness and fear that his body couldn't contain them. Not without changing it. And though they feasted on his soul, they left a few broken fragments. They didn't destroy enough for the general to become a Fearling, but it was enough for them to possess and control what was left of the man. Because the general was gone. And the twisted shell left behind allowed the Fearlings to survive the light and escape."

"He died?" asked Lucy, confused by what Pitch was saying.

"Not quite. That would have been a kindness. Most of his soul was gone, his memories stolen, his mind buried, and his body corrupted and rebuilt into something more like the Fearlings. His body became a puppet for those Fearlings. And when people first encountered this monster, unaware that he was what remained of the general, they called him 'the Nightmare King.' And as revenge against the good general, the Nightmare King destroyed everything he fought to protect."

He finally opened his eyes again. But they looked so dull and empty.

"I don't know how long the Nightmare King ravaged the stars with an army of Fearlings. How many worlds died. How many people were turned into Fearlings. How many civilizations crumbled and disappeared. All I know is that it lasted far too long and there was too much death. The Golden Age was no more. And it was all because of the 'good' general's failure."

"No," said Lucy as loud and forceful as she would risk in the middle of the night. She grabbed his arm, startling Pitch into looking at her. "He didn't destroy everything. He was tricked, but that doesn't mean he broke everything. The Fearlings did it. They're the bad guys. He was trying to be a good daddy. He's the good guy." She didn't know what Pitch's expression meant, but she knew that this story was too sad. "He needs to be rescued. Did someone save the general?"

He blinked briefly before giving a slow smile. He almost looked surprised.

"Actually, I do believe that someone tried to do that. I don't know much about what happened, but I believe the Nightmare King was trying to attack someone with his ship. Something went wrong and he crashed on a strange and young world, one far away from anything familiar. And while the Nightmare King tried to recover from that, a powerful light found him. Not the brightest light, but one filled with magic. A moonbeam. It drove out the thousands of Fearlings from the body. Drove them out and trapped them where they couldn't escape. And for the first time since he opened the door, what remained of the man became aware again."

Lucy smiled. That was good, right?

"He wasn't the same person anymore. He couldn't remember what happened while the Fearlings controlled his body. Only bits and pieces. Only enough to know that he was a monster. And he lost memories from before. And his body was transformed from that time, shadows flowing through him like blood. He could not be the good general anymore. But perhaps he could be something new."

"So what happened? Did he become a good guy again?" asked Lucy.

"That has yet to be seen, Little Light," Pitch said. "But you've had your story now and it is time to sleep. School begins in the morning, remember?"

Oh. Right. She'd completely forgotten about that. She'd been too busy listening to the story and trying to understand the more confusing parts.

Lucy crawled back into bed as he stood up. Pitch didn't seem completely back to normal, but he seemed closer.

"Thank you for the story," she said quietly. "Even if it was sad and scary."

He hesitated a moment before replying, "Thank you for listening."

And with that, the Boogeyman faded into the darkness.

Pitch rarely came to this particular corner of his lair, a tiny chamber tucked away at one of the lowest point. He wasn't avoiding it on purpose. He just rarely needed anything in there and it was out of the way enough that he saw no reason to visit.

That's what he told himself anyway.

But after Pitch found himself sharing that particular story with the child, a story that he never thought he would tell anyone, he found himself drawn there.

Why did he tell her? Why did he even think about it? He didn't want to remember or talk about that entire section of his history. He didn't want to remember the events that led to his downfall.

And yet part of him felt a little lighter once he spoke the story out loud. It was somehow more effective than ranting at the moon.

There wasn't much in the small room. The most important feature was a large wooden trunk, one that Pitch slowly opened. Inside were a few ancient items, those he found in the wreckage of his destroyed ship not long after his first encounter with the Man in the Moon. They were older than the entire human race.

Two of the objects, those on the top, were wrapped in fabric. The larger one was recognizable as a sword even without being unwrapped. Pitch considered it a moment before moving onto the smaller one.

With great care, he pulled back the fabric just enough to expose the object. A small locket lay within the layers. Made of a golden-silver metal not found on this world, he knew that inside was a photograph. Pitch wished he could open it and look. But he couldn't even touch it directly. He needed the layers of fabric to serve as insulation.

Just like the Fearlings that corrupted him, the metal would burn him on contact.

It was a beautiful piece of craftsmanship. Star-steel wasn't commonly forged because it was so difficult, but he'd thought it was worth any price. A gift for his daughter that he also intended as protection. It wasn't much, but at least it would burn any Fearlings who tried to harm her and touched the locket. And yet it wasn't the Fearlings that stole her away. The locket wouldn't do any good against pirates…

He forcibly dragged his mind away from that line of thought. Instead, Pitch just looked at the locket itself. And he remembered the bright supernova-like girl who once wore it around her neck.

Once again, thank you everyone who reads this story. And remember that writers always appreciate feedback. It really makes our day.