A/N: Sorry it has taken me so long to get back to this story. My life went a little crazy after Christmas, and to top it all of I had got the bane of all writers' existence...writer's block. But the muse is back with me and I have managed to finish the chapter of which I have had a single sentence of since Christmas. I hope you like the chap!

Pitch laughed as he left his hideout and Jack Frost in a cage. Pitch tested his newly stolen abilities with ice, and was pleased to know that he had gained all of Jack Frost's powers. Pitch had used an ability that he hadn't used in years. Pitch had been given the talent of taking on the faces and abilities of any human or spirit that had ever lived. Most of the time Pitch was unable to completely take the abilities of fellow immortals, but by having Jack Frost in a cage chained with nightmare imbedded chains made it so that Pitch could draw the power out of Frost, through the nightmare sand.

Pitch knew that by reverting back to his first ability it would make his nightmare sand weaker, but it was a risk that he was ready and willing to take. He knew that by taking on Frost's looks and powers the fear would spread faster through the world. As Pitch flew along on the wind he thought back about the many times he had used his ability to shift forms, and steal the powers of other immortals.

The first time Pitch had used his power of shifting on another immortal was the first time he realized that he could steal the power of his fellow immortals. Before, he had used his abilities only on children and those adults who were susceptible to his power of inducing fear. Pitch had always taken on the form of what the people feared most. Pitch had used his ability on a minor summer sprite, and by doing so he had started an unintentional drought by using powers he didn't know that he could steal. After that incident Pitch had tried to steal more and more power from his fellow immortals until he made the mistake of trying to steal Sandman's ability.

In the end it was this mistake that allowed him to create his nightmare sand, but at the time the Guardians were so mad that they had been able to banish him for over five hundred years. Pitch had languished in his lair for the first two hundred years, before he realized that he had retained the power of Sandman's sand. Pitch then started corrupting the power of the sand and after the next two hundred years started to experiment on the children and adults in the outside world. At first the sand had still cheered people up, but in the end Pitch's corruption of the sand won out.

Pitch had thought that he and his nightmare sand were ready to face up against the Guardians and win, but Manny had pulled a wild card when he declared Jack Frost to be a Guardian. At first Pitch had been sure of his ability to turn Jack against the Big Four, but as time preceded Jack showed more devotion towards the Guardians then Pitch had expected. Pitch had also underestimated Jack's power and determination to keep the kids of the world safe. Pitch had been truly shocked to see Jack come back with his staff in one piece. Pitch had not expected his own sand to turn against him, and since that day he had blamed Jack Frost.

The difference between the last defeat and this defeat was that Pitch had immediately started watching Jack Frost looking for a weakness that he could exploit. Pitch watched and saw the distance that Jack always maintained from the other Guardians and even from other immortals. After six months Pitch had sprung his plan knowing that none of the other Guardians knew Jack well enough to realize that he would never intentionally harm a child.