We were out of breath, clothes soaked with mud, climbing what felt like the millionth hill that day when we saw another one - a being, not quite human, with tattered clothes, a bloody grimace and dead eyes. We broke into a sprint, laughing as we dodged the dirt-covered hands that reached out for us. Who knew the zombie apocalypse could be so fun?

Luckily, this particular end-of-days event was staged as part of Saturday's North Stonington Zombie Charge, a post-apocalyptic themed 5K obstacle race at Suchocki Tree Farm. The 3.2-mile course brought runners along a winding trail, across various terrain - from fields and woods to mountains of dirt and tumbling rocks.

Along the route, runners faced challenging obstacles - tall climbing walls, pits filled with waist-high thick brown water, and, of course, the zombies. These undead clustered in areas along the course and as runners sprinted by the zombies tried to steal the flags, or "lives," hanging from their belts.

Runners started the race with three lives, and while most did not make it through with any flags left, those who did were awarded bragging rights.

Meanwhile, the zombies earned some of their own bragging rights as they sought to steal as many flags as possible. At one point, organizers announced congratulations to a zombie volunteer who had stolen more than 150 flags.

Still, zombies and runners alike- many costumed, including a group of runners dressed as the members of the Justice League of America - went into the race energetic and enthusiastic.

We runners sprinted around trees and hurried over hurdles, laughing as zombies jumped out from behind trees reaching for our flags, and zombies laughing back at the runners' surprised shrieks.

Eventually, our pace slowed down as the obstacles - among them, climbing walls and muddy water pits that nearly ate a few shoes - took their toll and we realized there was a whole lot of race left to run. We came to the race to see what the whole "zombie craze" was about. What we got was a workout.

As we got farther into the course and had more space between obstacles, the race became a game of tactics - we caught our breath when we had the opportunity and formed teams with those who were running at a similar pace.

As we lost flags to zombie foes, we made new friends among our fellow vanquished runners. We commiserated over mud-ruined shoes ("I didn't like these anyway") and the unexpected need for upper body strength ("I thought we would just be running!") while daydreaming of the beer tent at the finish line.

The zombies lost their determination too when there were only a few flags left to be stolen, and soon enough, their humanity started to peek through their ghoulish personas.

At one point in the woods, we cautiously approached a group of zombie doctors, their faces made up to look cadaverous and their scrubs and lab coats stained with blood, only to find out they were off-duty and on a lunch break. They wished us luck and warned us about a zombie Santa hiding ahead in the trail. Farther along, younger zombies, tired from sprinting, offered encouragement as we all caught our breath.

At the end of the race - for which a water slide served as the finish line - zombies and runners hosed off mud and makeup, returning to their human forms. Amid laughs and high-fives, we realized maybe we humans and zombies aren't so different after all.

To find out more about the Zombie Charge, visit www.zombiecharge.com.