A figure stepped out of the darkness and the first thing I noticed was the outline of a gun. My civilian hosts walking next to me didn't flinch, so I presumed this was the Free Syria Army (FSA).
Brief greetings were soon over and we clamoured through the fog, stomping across muddy laneways and rows of trees, crouching to keep low.
"This is now Syria," someone whispered. We had crossed.
It took two more days to get into Homs, moving from one safe house to the next, sometimes with unarmed activists, sometimes with the Free Syrian Army.
At times, we saw government army checkpoints just ahead and ducked off the road in our beaten up car. Although the FSA told me they control this part of the countryside outside Homs, it was clear that the front lines between the government and these renegade troops were constantly changing and fluid.
I can't go into specifics about how we got in, but with uprising areas of Homs completely surrounded by President Assad's troops, going through them is the only option. Mostly, you just hope to avoid any checkpoints.
As a woman, I was told no one would speak to me directly if we were stopped - presuming I was my driver's wife. This proved to be true as we were stopped several times for a terrifying few moments.
As we entered Bab Amr, the restive heart of the uprising in Homs, I was shocked to find so few FSA troops on the ground.
We were waved through by them at the first checkpoint - four soldiers with AK-47s seemed to be holding the front line.
Over the next couple of days, I saw some more, at various small checkpoints - a ragged blue tarpaulin sheltering men here and there, often half-dressed in camouflaged army fatigues and some in civilian clothing. They seemed woefully under-equipped.
They were also not keen to be filmed.
The next day I was invited to a high profile meeting at their headquarters. After I went around the room asking each man individually, especially those dressed in starched suits and woollen trench coats, Captain Mohammed Atef Idris was elected to speak on camera.
I asked one commander off camera what the FSA wanted if they do overthrow the Assad government, in terms of a power structure in Syria.
"Justice," was his one-word answer.
If the international community's fear that a change of power is being controlled by a group with strong self-interests is true, this room of men were not qualifying that.
Captain Idris told me he had only defected a few weeks before.
He had been studying at military college.
The government's army are having to rely on hired thugs, he said, mainly people hired to shoot at anti-Assad areas.
Many more troops are ready to defect, he believes, but are waiting for the right time.
I was also taken to a small square where defectors were being "trained".
It seemed obvious they were there to be filmed by the press, both me and the activist citizen journalists themselves.
A tiny band of around 12 young men in fatigues were being told to line up and march.
They looked frightened.
Having defected recently with nothing but their AK-47s, they obviously knew if the opposition don't win this fight, they will be in a very dangerous situation.
I wasn't allowed to interview them.
Only one of the men did not have a military uniform - a recruit.
I was told recruits are making up some of the FSA but not a large proportion at the moment. Besides, the FSA has too few guns to hand around so they rely on defectors bringing their own weapons.
Outside the field hospital, a defected policeman was trying to keep the road clear of traffic, waving at cars as they passed by in a surreal moment of societal normalcy.
Locals spilled out of their houses and leaned through windows to watch.
The Syrian government has accused the FSA of killing civilians, but in Bab Amr, I did not see any of the usual caution you learn to pick up on in the field when with rebel groups in civilian areas.
Men, women and children often came out to speak with them, full of questions about the fighting.
Civilian and FSA
Civilians were desperate to show me everything, often grabbing my arm and taking me to see their houses, sniper positions, evidence of shelling, and bandaged wounds.
As the conflict turns into Guerilla warfare, the line between civilian and FSA is to some extent unclear. Activists and their cameramen mingle freely with the defected soldiers, knowing many of their commanders and men on outposts by name.
But the sheer number of civilians to FSA is clear.
This is a residential area, a large, poor gathering of three or four-storey concrete houses made up of tiny apartments packed with families.
I asked an activist why they are still there and have not fled to other parts of the city, or fled the country.
"Where are they going to go?", asked one. "If they don't have relatives with a house in another part of town they have to stay."
Being trapped, residents of Bab Amr and anti-Assad areas like it, also face shortages of almost every basic necessity.
The eerie darkness of the streets at night is testament to the shortages of electricity inside houses.
A generator constantly hummed in the activists' apartment that we stayed in, but few in the area are so lucky.
One shop keeper did not want to be filmed, but his tiny corner store was open despite being badly pock-marked by snipers. He had a few soggy cardboard boxes of cabbage and lettuce on the street in front.
"People are starving here, we have not got anything," said one man who stopped next to us on the street.
Some drivers have taken up the perilous task of bringing food into the area. A vehicle would arrive outside the activists' office with local shawarma wraps once a day.
The same driver was tasked with transporting me out of the city.
He tried to reassure me that there would be no pro-Assad forces on our way out of the country, "This area all Free Army!"
He was wrong.
With the lights of Lebanon in our sights as we trundled along tiny country lanes, a rocket flew out from behind a row of trees.
It bounced across the road 50 metres in front of us.
We turned off the car lights and slowly, carefully moved on, mercifully ignored.
As we crossed the border, the ring of gunfire in the distance behind me was still audible, as pockets of FSA clashed with Assad's forces.
In this war, both sides are weak, but who the winner will be is still unclear.
Either way, it is ordinary civilians who are losing.