Along the way, Shrek and Fiona find they have more in common and fall in love. The trio is almost at Duloc, and that night Fiona shelters in a windmill. When Donkey hears strange noises coming from it, he finds Fiona turned into an ogre. She explains her childhood curse and transforms each night, which is why she was locked away, and that only her true love's kiss will return her to her "love's true form". Shrek, about to confess his feelings for Fiona with a sunflower, partly overhears them, and is heartbroken as he mistakes her disgust with her transformation to an "ugly beast" as disgust with him. Fiona makes Donkey promise not to tell Shrek, vowing to do it herself. The next morning, Shrek has brought Lord Farquaad to Fiona. The couple return to Duloc, while a hurt Shrek angrily leaves his friendship with Donkey and returns to his now-vacated swamp, remembering what Fiona "said" about him.