Beth Bartley clutched anything within reach to steady herself on the bathroom floor of her shuddering Manhattan apartment.
Sandy had knocked out power. East 96th Street below was a river. And she was trapped on the fifth floor as heavy winds battered her usually sturdy building.
"The winds were so strong that the building heaved. It was eerie," said Bartley, an actress. "It was really scary. We were just bracing as the building shook and creaked."
Superstorm Sandy descended on the northeast with a fury that had even veteran weather watchers scratching their heads, marveling at its power.
It sent flood waters rushing into subway tunnels through elevator shafts. It ripped up part of Atlantic City's fabled boardwalk and turned the historic Jane's Carousel into an island.
And it claimed life after life.
By Tuesday morning, at least 13 deaths had been reported in the United States.
"This is a nor'easter on steroids," said Reed Timmer, a meteorologist who appears on the TV show "Storm Chasers."
Even though New Jersey Gov. Chris Christie bluntly asked residents not to "stupid" and get out, Trevor Mann was one of the few in his area of Ocean City who did not heed the evacuation calls.
He watched as the eye of storm passed over his coastal city Monday evening, and flood waters rush in like a relentless linebacker.
Patio furniture was thrown into homes. Rushing waters made beach houses disappear.
The destruction was breathtaking
"I am not going outside," Mann said. "But when people do go outside, the clean up is going to be tremendous and there is going to be a lot of damage."
Shahir Daud was watching the lights go out in his Upper East Side New York neighborhood Monday evening, hoping that his place would not be next.
He saw manhole covers blown out of the street and wondered if there was a fire nearby. He watched as dark waters from the East River submerge parts of the FDR.
By late Monday evening, it seemed the worst of the storm had passed his neighborhood. The 33 year-old filmmaker wondered when he would be able to get back to his job at MTV.
"I work in lower Manhattan, I don't know when the (the trains) are going to run again," said Daud. "We are just going to hunker down here. We are lucky."
Earl Bateman, a stockbroker who has lived in New York for 30 years, said he saw something he never saw before.
"We just looked out the window and there's this river flowing through the middle of Manhattan," Bateman said.
The power was still on in his building but the elevators had stopped working. Not a good thing for a man that lives on the 18th floor.
Like Bateman, more than 6.5 million people in 13 states spent a chilly Monday night in the dark.
In southern Vermont, Caleb Clark said he felt the howling winds, and watched as rain battered his town.
It was his son's Shaw's 6-month birthday and the family spent it listening to weather reports about downed trees and closed roads.
"Shaw what do you think about this storm?" the father asked.
"Ba Ba Baaa," the baby said and then burst into a wide, toothless smile.
Llittle Shaw may have been one of the few smiling as Sandy continued to bear down.