If you should travel to the island of Sodor, you'll hear booming whistles and wheels pounding the rails as the steam engines go about their work. If you listen closely, however, you'll hear another noise. From a far away part of the island to the drone of snorting machines and scraping steel dances in the air, these are the sounds of the Ironworks.

Arry and Bert seldom venture outside the Ironworks. Their Yard is littered with scrap which they spend their days shunting to the Smelter's Shed.

Lately, there seemed to be more to melt down than ever. The diesels enjoyed their grim work, but it was evident they needed help.

One evening, Arry and Bert were resting when a familiar horn cut through the air. Diesel slinked into the Yard, a train of scrap in tow.

"Well, well, well," smirked Arry, "if it isn't Mr. Revolutionary himself. Come to take the weight off our buffers, aye?"

"If I must," grunted Diesel. "Though I should be out taking work from those rotten steam engines on the Mainline, not tucked away here."

"Oh, Bert," teased Arry. "Well, we'd love to be dazzled by your greatness. Take your train to the Shed and we'll get started."

"Mind yourself round here," Bert muttered. "Strange goings on lately."

Bert was trying to be helpful, but he'd made the mistake of giving Diesel an inch.

Later, Bert was moving trucks into the Smelter's Shed. Fog had descended on the Yard, and he had to move slowly. Suddenly, there was a bump, and a line of trucks went rolling past him with no engine.

"Boo!" Diesel yelled.

"Are you quite done?" snapped Bert. Diesel was taken aback. "If you're not going to be helping us, don't know why you bothered to come. Arry and I can do this ourselves."

Diesel fumed off without another word. "Can't rely on tired old tricks; I need a new way to scare them," he thought.

The echo's of the Smelting Shed's faded as Diesel ventured further into the sidings. The night wind blew through the frames of the old cars and engines which sat languishing under years of rust.

"Filth!" muttered Diesel. "Though, perhaps they have some use now. Which one to scare them with? Plenty to choose… Watch where you're going, you…" Diesel had been so lost in thought, he didn't notice what sat at the end of his line: a huge tender engine. Though it's smokebox door was missing, it seemed to be starring at him.

"Silly me," chuckled Diesel; "getting spooked by the wreck." And that's when it hit him. "Spooked. Yes; it's perfect. This'll get them."

Slowly, Diesel pushed the hulking mass out of the siding. It creaked and rocked along the rails, as if it would collapse at a moments notice.

Diesel didn't care; he was eager to spook the twins. "Let's see them keep their nerve when this comes creeping up behind them."

It was a good trick, and certainly would have given a great scare; if only it had worked. Diesel slowed down, but the engine didn't. It's old coupling snapped, and any brakes it once had were long since disintegrated. Diesel watched in horror; it shot past Arry and Bert, disappeared into the Smelting Shed and crash!

All was silent, but not for long. The Foreman came stomping and cursing out of the Shed. "What the devil do you think you're playing at?" he shouted at Diesel. "I have half a mind to drag you in here and scrap you myself for that little stunt." Diesel went pale. "You take that iron beast back where you found it this instant, and you can savour it unless you plan on smartening up!" Speechless, Diesel rolled into the Shed.

The engine was still. The red glow of molten steel flashed across it's old boiler.

"My sleep…"

Diesel froze. "Who's there?" he stuttered.

"Disturbed my sleep…"

"Very funny. You two are truly terrifying," Diesel grunted. He looked back; Arry and Bert were nowhere to be seen. It was just him and the engine.

With more care than he usually took, Diesel pulled the engine from the Shed, and set off towards the old sidings.

"Sleep…" The Yard lights began to flicker. Diesel glanced round. He thought he could see pale fireflies dancing in the night.

Suddenly, the lights cut out. The fireflies grew brighter, revealing dark shapes behind them. Diesel squinted, and that's when it hit him. They weren't fireflies, they were eyes, peering out from the twisted remains of the engine's pasts.

"You disturbed my sleep!" Diesel jumped. A face appeared on the engine where there hadn't been one before.

"Ooh!" shrieked Diesel, and he raced away as fast as he could, while the engine and it's spectral friends vanished into the mist!

"Where have you been?" Arry demanded when Diesel returned. "Trying to leave all the work on us, aye?"

"I'm sorry," stammered Diesel. "I'll get to work. Yeah, I'll get to work right now."

For the rest of the night, Diesel didn't say a word. He worked without fuss, and gave the twins a run for their money. Even the Foreman was impressed. All the while, he kept looking back towards the sidings just to make sure he wasn't being followed.

When the work was done, he wanted to go home. "No chance tonight, old fella," said his Driver. "With fog like this, we'll never make it back."

Reluctantly, Diesel backed down next to Bert in the Shed.

"Strange things happening round here," murmured Bert. "Oh, yes. Very strange things."

The twins fell asleep, but Diesel stayed awake. "It must have… must have all been the fog," he thought. "Yeah, yeah; that's it. That's the last time I let those Ironwork imbeciles fool me. I bet it was all their doing. Yes. Let them wait; I'll get them one of these days."

With that, Diesel fell asleep, having assured himself that the old engine and it's spectral companions were all in his mind. Or were they?