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Under Cover of Darkness is a 145,227 word, multi-chapter The Magic School Bus Fanfic by the ultimateSora. It's a big Shout-Out of The Walking Dead, the story following a similar storyline, but it does have its obvious differences. It's not a true crossover, as none of the characters from TWD appear, nor is the story set in Georgia.

Like in the ultimateSora's other fics, which put the gang in Ms. Frizzle's class during the 1995-1996 school year, the fic is set in 2005-2006, making them 18-19. Only part of it takes place in Walkerville, though later chapters do bring the town back.


Tropes that appear in Under Cover of Darkness include:

  • A Birthday, Not a Break: While on her search to find her family and friends, Phoebe ends up going scavenging with Janet, Tiffany, and Harry Arm. It turns out horribly when she has to kill one of them. It's only later that night she's reminded it's her birthday.
  • A Taste of the Lash: In chapter 28, Phoebe is flogged with a cat o' nine tails by Janet while Arnold is forced to listen.
  • Adrenaline Makeover: Phoebe goes from shy and insecure to tough, slightly more confident, and a crack shot with the crossbow.
  • An Arm and a Leg: In chapter 27, Dorothy Ann is found after being missing for a couple of days. She doesn't have half of her left arm, which she cut off after she's bitten twice. In chapter 28, Mikey gives her a metal sleeve with a knife attached, something he built for her.
  • Annoying Arrows: Averted. Phoebe easily kills maulers using her crossbow. She's also accidentally impaled by an arrow, which impares her for a while.
  • Anyone Can Die: Averted until chapter 34 when Arnold, half of the Official Couple, dies. Tim, Dorothy Ann, Wanda, and Janet follow soon after.
She smirked. "You don't know me, so I'll ignore that. I suppose you haven't noticed I'm missing a part of my ear or the huge scars on my face. My hair's covering the bullet scar on my scalp, and my shirt's covering where I was impaled by an arrow." Her smirk was gone. "Any of you make one misstep, I'll have an arrow through your eye while sending my knife through your friend's head." She licked her lips. "So don't test me."
  • Beware the Nice Ones: Ralphie's an easy going guy, willing to help a friend in need, but threaten his family, girlfriend, or friends and you'll have a knife in your head before you can draw you own weapon.
  • Beware the Quiet Ones: The prisoners quickly learn this of Phoebe in chapter 22.
  • Big Brother and Sister Worship: Robbie idolizes both of his older siblings. He hopes to grow up to be big and strong like Ralphie and a skilled mauler killer like Phoebe.
Arnold whipped around to see a familiar figure coming down the stairs. She was wearing black high-heeled boots, skinny jeans, and a black long-sleeved v-neck shirt. Her long orange curls were pulled up in a stylish messy ponytail, and her icy blue eyes were bright behind her glasses. She was radiant with cleanliness and arrogance. She was wearing a leather shoulder holster, a black handgun on one side, and her spare ammo on the other. She looked like a detective, if the femme fatale was also the detective.
  • Black Dude Dies First: Averted. The first character killed "on screen" is Tiffany, a blonde white girl, and the first of the main eight to die is Arnold.
  • Blade Below the Shoulder: Mikey makes Dorothy Ann a metal prosthetic with a knife attached after she loses her arm in chapter 28.
  • Bread and Circuses: In chapter 26, Arnold watches as Janet brutally kills a prisoner in a one-sided fight staged by those in charge to boost morale for the residents of Walkerville. He finds it barbaric.
  • Brother–Sister Team:
    • Ralphie and Phoebe have done their share of asskicking together, such as taking on a group of maulers while keeping five prisoners under control.
    • Wanda and William would take on guard duty as a team when he was alive, of course.
  • Byronic Hero: Arnold. A charming nice-guy pretty-boy who broods over the deaths of his parents, the supposed death of his girlfriend, the end of his and Ralphie's friendship, and having to confess his affair with Wanda to his not-dead girlfriend, Phoebe. His arrogance and temper drives the others away from him, and finding out about him and Wanda has Phoebe end their relationship. He eventually leaves the group, believing his absence will ease the tension and let the others, especially Phoebe, move on, despite the fact he still loves her very much.
  • Cain and Abel: Janet and Arnold. Though they're cousins, Arnold's always loved her like a sister. Despite loving her, he knows she's a dangerous woman, especially after she threatens him when he playfully teases her. Where he's nice, selfless, and caring (albeit broody), she's arrogant, vain, and dangerously ambitious. In chapter 27, Janet has him arrested when she finds out he knows where Phoebe is. She has no problem with mentally torturing him and having him beaten, and she plans to have him put to death, along with Phoebe.
  • Close-Call Haircut: Wanda shoots Phoebe, who she mistakes for a mauler, but the bullet only grazes her scalp.
  • Combat Medic: Tim's grandfather, Hershel, and his aunt, Patricia.
  • Dead Guy Junior:
    • Averted with Judith Perlstein.
      "We could go the cliché route and name her after our dead mothers, but she doesn't look like a 'Linda Jean.' Y'know what, let's just not name her after anyone we know that's dead."
    • Played straight in the epilogue with Arnold and Phoebe's daughter Arya, whose middle name is "Ann".
  • Defiant to the End: Arnold's last words before the Governor kills him.
    "You don't see me begging, do you? You can't hurt me."
  • Divorce Is Temporary: Arnold and Phoebe get back together in chapter 27. When he asks her to remarry him, she tells him, "Technically, we never divorced."
  • Dog Food Diet: Subverted in chapter 21 when Ralphie smacks a can of dog food out of Robbie's hand.
    "You're not eating dog food."
    "But I'm hungry!"
    "No dog food!"
  • Ear Ache: Phoebe gets part of her ear cut off when it's scratched by a mauler.
  • Eaten Alive: Most victims of the maulers, including Carlos' mother and Tim's cousin, Maggie.
  • Face Death with Dignity: Arnold when the Governor kills him.
  • Failure Is the Only Option: Much like on TWD, the gang will always struggle to survive, and their safe havens haven't lasted.
  • Fingore: During a blackout rage, Wanda cuts off Phoebe's left ring finger. She later tells Janet that, unlike her, she didn't enjoy the torture.
  • Foolish Sibling, Responsible Sibling: Ralphie and Phoebe respectively at the beginning.
  • Forced to Watch: In chapter 27, Carlos is forced to watch and listen as Janet has Phoebe arrested and then stripped. In chapter 28, Arnold is forced to watch when Janet and her officers parade a beaten and naked Phoebe through town. He then has to listen as she's whipped, and she has to hear him being beaten.
  • The Four Loves:
    • Storge: The Terese-Tennelli siblings, the Ramon brothers, the Reynoldses, and Wanda and William before he died.
    • Phileo: Most of the gang to each other, but most notably Phoebe and Dorothy Ann, who share a close bond.
    • Eros
      • Wanda still loves Arnold, but she only wants him around if he feels the same and will take her back. Sadly, he won't.
      • Ralphie and Dorothy Ann bonded through him confiding in her for emotional support, which led to deeper feelings and them falling in love.
    • Agape: The Terese-Tennelli siblings share a strong bond and would do what it took to save each other. Ralphie and Phoebe never hesitated to give Robbie their blood when he was shot, and knowing what it was like to lose one of them, Ralphie vowed to make sure it wouldn't happen again, Phoebe and Robbie feeling the same
  • I Want My Beloved to Be Happy: In chapter 23, after realizing that his presence in the group is causing too much tension, Arnold leaves the group and goes out on his own. Before he leaves, he writes a letter to Phoebe, telling her that he just wants her happy and safe.
  • Important Haircut: Phoebe, who still had her signature flip shaves her hair into a short fauxhawk.
This was the look of a girl who died once, was stabbed with an arrow, and would now have multiple facial scars. This was a girl who shot her share of maulers. This was a girl who was no longer afraid of anything.
No, not a girl.
A woman.
  • Improbable Aiming Skills: While they all gained great marksmanship, it's noted that Phoebe is a natural on the crossbow, rarely missing her mark (such as a duck flying over which she shoots without looking), and Mikey is an excellent sniper.
  • Ivy League for Everyone:
    • Before the apocalypse, Arnold was set to go to Harvard in the fall, his parents disappointed because he didn't apply his father's alma mater, Yale.
    • Dorothy Ann has a Penn hoodie, so it can assumed she was going to go there if not for the apocalypse.
  • Life-or-Limb Decision:
    • Ralphie cuts off Tim's grandfather Hershel's leg to save him after he's bitten.
    • Dorothy Ann cuts off half of her own arm when she's bitten twice.
  • Love Triangle: Thinking his girlfriend was dead, Arnold began an affair with Wanda, ending it once he saw Phoebe was alive.
  • Making Love in All the Wrong Places:
    • Arnold and Phoebe are nearly attacked by maulers right after having sex in a small grocery store.
    • They also do it in a guard tower.
    • Oh, and an open shower room.
    • Ralphie and D.A. end up killing maulers while having sex in the forest.
    • It's implied that Arnold and Wanda have done it in the forest, too.
  • Mercy Kill:
    • In chapter four, Phoebe shoots Tiffany in the head after she's bitten to save her from becoming a mauler.
    • In chapter sixteen, a mauler-William is shot by Phoebe, which causes Wanda to take her anger and grief out on her, breaking Phoebe's nose in the process.
    • In chapter twenty, Carlos' mother is attacked by a mauler, and Ralphie shoots her to save her from changing.
  • The Millstone: William. While the gang would have ended up at the Reynolds farm, since that was where they were going, William going missing was what led to Robbie getting shot, Otis being killed, Phoebe getting impaled on her arrow and getting shot because she was mistaken for a mauler, and Carlos and Keesha almost getting killed in the gated neighborhood. When he's discovered to be a mauler, Phoebe shoots him, which causes Wanda to beat her, breaking her nose in the process.
  • Murder-Suicide: In chapter 35, Janet shoots the Governor before turning the gun on herself.
  • My God, What Have I Done?: Janet thinks this after she inadvertently kills Judith.
  • No Periods, Period: In chapter two, Phoebe packs her "feminine products" before leaving to find Ralphie and Robbie. In chapter six, she sneaks away from the scavenging team to get condoms for Arnold and also a box of tampons for herself. When Ralphie finds her, she tells him she was just getting tampons, knowing he'd drop any questions. In chapter 12, Carlos reluctantly picks up boxes of tampons and pads when he's on a supply run, his few seconds of being uncomfortable preferable to the girls' anger.
  • Not Using the "Z" Word: They're called "maulers".
  • Oh, Crap!: Happens often, with the characters often thinking "Shit!", with exception to Ralphie and Phoebe's little brother, Robbie, who thinks "Crap!".
  • One Bullet Left: In chapter fourteen, Phoebe uses her last arrow with her, which she was stabbed with after a fall, to kill a mauler.
  • One Thing Led to Another: How Ralphie and D.A. get together.
    "Then, one night, it just...happened. A friendly kiss that sparked a deeper one, and next thing I know..."
    "You're doing the horizontal tango."
  • Only a Flesh Wound:
    • Subverted in chapter eight when Keesha cuts her hand on glass. She curses from the pain and loses quite a bit of blood. She's still wearing a bandage a couple of chapters later.
    • Subverted in chapter fourteen when Phoebe falls and impales herself with an arrow. She manages to make it back to the others, but she's limping and covered in blood. In chapter fifteen, she tries to act like she's fine, but the pain from her injuries is apparent. Happens again in chapter eighteen, after she gets her nose broken and stitches opened in a fight, she tries to carry on as if she's not injured, but she nearly passes out from the pain.
    • Subverted after Robbie is shot. After he heals from surgery and is able to get out of bed, he's still weak and getting used to sunlight and walking.
  • Original Character: Robbie Terese, Ralphie and Phoebe's seven year old brother. Some time after the gang was in Ms. Frizzle's class, Ralphie's mother married Phoebe's father (either in 1996 or 1997, as it's mentioned that Robbie's birthday is February 28, 1998), and they had a son together. He's described as having the same dark hair and eyes as Ralphie and his mother but being more like Phoebe in personality.
  • Promotion to Parent: Ralphie is left with Robbie when the apocalypse starts. This throws him in the role of the parent.
  • Reckless Gun Usage: Wanda when she shoots Phoebe, who she thought was a mauler, despite the others telling her to hold her fire. Thinking she has the shot, she fires. Ralphie takes her rifle from her as a result.
  • Removing the Head or Destroying the Brain: The latter is known to work when it comes to killing maulers (and humans to keep them from changing). The gang has never tried the former.
  • Revolvers Are Just Better: Dorothy Ann's weapon of choice is her revolver.
  • Shared Family Quirks:
    • Despite being step-siblings, the others have mentioned at different times how alike Ralphie and Phoebe are, saying they seem more like blood siblings with their shared personality traits and facial expressions. Robbie, being their half-brother, shares traits from both, though he tends to act more like Phoebe.
      All three were stubborn as hell. [Dorothy Ann] couldn't remember if Ralphie and Phoebe were always that way or just became more and more like one another over the years, but either way, Robbie was definitely their brother.
    • Carlos and Mikey share similar easy going, humorous personalities. Keesha teases Mikey when she tells him, "Smart assery must run in the Ramon genes."
  • Shout-Out: The story is inspired by The Walking Dead.
    Janet: "What was that? Squeak up."
    • A Song of Ice and Fire: Since the story is set in 2005, it's made clear the references are from the book series, not the show. As Phoebe's a fan of the books, references are sprinkled throughout.
      • Some of the chapter names: "The Night's Watch", "The Perlsteins of Winterfell", "There Must Always Be a Stark in Winterfell", "Valar Morghulis", "Nymeria the Warrior Queen", "What is Dead May Never Die", and "Family, Duty, Honor".
      • Arnold and Dorothy Ann will get Phoebe talking about the books as a way of relaxing her. She had even placed everyone in the gang in the great houses of Westeros (Ralphie was a Baratheon, Arnold a Stark, Keesha a Greyjoy, and so on). The others usually nod along when she makes references to the books, most of the time not knowing what she's talking about.
      • Not to mention she calls Judith "Jane Snow" at first.
      • Arnold calls Janet "Ramsay Bolton".
      • In chapter 29, Phoebe tells Dorothy Ann she's in "House Tyrell because you're beautiful and intellegent and know your politics, like Margaery Tyrell, though you'd be my Knight of Flowers, which is what her brother Loras was called."
      • "You're mine...mine as I'm yours, and if we die, we die. All men must die, Arnold Perlstein, but first we'll live."
      • While crying over Dorothy Ann's body, Phoebe quotes Loras Tyrell, "When the sun has set, no candle can replace it."
      • Robbie goes by "Robb" in the epilogue (Phoebe's idea), and Arnold and Phoebe's daughter is named "Arya".
  • Sibling Yin-Yang: Ralphie and Phoebe, though they're step-siblings. Pre-apocalypse, he was the popular athlete that was lazy when it came to chores; she was the quiet one who was more willing to help out at home. Post-apocalypse, he's the quick-thinking leader; she's the stealthy killer who prefers working alone.
  • Straight Man and Wise Guy: Dorothy Ann's the Straight Girl to Keesha's Wise Girl.
  • Sugar-and-Ice Personality: Phoebe.
    From time to time, D.A. could see the old world Phoebe shine through, such as when she laughed or helped an injured animal or talked about her favorite book series, but most of the time, she was the warrior queen: Her sharp jaw set tight in place as her eyes became intense and almost angry.
  • With This Ring: Phoebe takes off to a mauler-infested Walkerville to look for a wedding ring for Arnold but is nearly killed by Janet.

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