Before the Shadow Ponies, before the torture, before the grief, it was just a simple sidestop. Not even a fully-fledged trip, just a walk around Reb'lar, a gorgeous planet "known for it's absolutely stunning sunsets, if I do say so myself, Miss Hooves." They had decided to explore some of the tunnels under ground when they were discovered by the Shadow Ponies.

Derpy had seen many strange species during her travels with the Doctor, but none chilled her bones quite like these. Even the Doctor pinned his ears and snapped his tail at the sight of them.

The Shadow Pony slippped across the wall towards them, gliding smoothly without even moving his body. Then he seemed to materialize in front of them, drawing himself up to his full hight. He was coal-black all over, except for his eyes which gleamed purple, reflecting off the light the Doctor was casting with his horn. When he spoke, his voice was hissing and echoey, snaking out his mouth to ring in Derpy's ears.

"Oh my. The Doctor... this is very flattering, meeting with such a celebrity. Allow me to introduce myself. I am Taldusk the Shadow Pony."

At first his tone was mocking, then it abruptly deepened to a growl. "I wonder... Do you ever think about the lives you have stolen?"

Derpy snuck a glance at the Doctor, and saw his lip curled, almost in a snarl. Hesitantly, Derpy took a step back. She had never seen the Doctor get this angry so quickly before.

"Get ready to run, Derpy," he whispered to her almost inaudiably. "Only, this time, run faster than you ever have before,"

Derpy kept her eyes trained on the Shadow Pony and nodded slightly, already feeling her adrenalin rise.

"Do you ever stop to question just how many enemies you have made?" the Taldusk spat.

Almost as soon as the last word left his mouth, the wall of the cavern gleamed with purple... the purple eyes of the Shadow Ponies.

"The day of judgement has come at last, Doc-tor."

"Derpy, run," the Doctor whispered through gritted teeth.

For a moment she stood, unable to move, staring all around her at the shimmering eyes.

"RUN!" the Doctor shouted, shoving her, and this time, she ran.

She had been traveling so long with the Doctor that the running was almost instinctive now. Run. Don't stop, don't look back. Just run.

Over her time with the Doctor, Derpy had become fleet of foot, and it was several minutes before she slowed down enough to realize that she was alone.

"Doctor?" she called out tentatively, straining her ears, trying to make out the distant sound of drumming hooves. "Doctor?!"

Nothing.

Oh no. They must have taken him!

With that terrible thought in mind, Derpy turned and began to run once more.

At first it was nothing more than noise, the words going in one ear and out the other, but carrying no meaning. Then, slowly, the words were pieced together.

"Heard... you... so many... say the most dangerous thing about you is your voice, your words. Of course I took the precaution to make sure you won't be able to use it. Ah, the humble Equestrian duct tape. Spares me from having to listen to stupid whining, and keeps the world's most dangerous weapon contained. So useful."

The Doctor's eyes shot open, and he felt his whole body tense as he sucked in breath from his nose. He was in a room, a blank white room, with a tiled floor, strapped to a wooden table of sorts. But just where, exactly, was he? What had happened to him? Where was he? Who was talking?

Then he remembered. Jumped. He'd been careless, waited a split second too long, and the Shadow Ponies had surrounded him. Even with his magic and reflexes, he hadn't been able to act, couldn't even open his mouth to try and reason with them, before something had smacked the side of his skull and knocked him out. Lovely.

But Derpy, where was Derpy? Had they taken her too? Had she gotten away?

"We are not a barbaric species, but we do have a strong sense of justice," he heard the voice murmer from the shadows. It was Taldusk, the Shadow Pony who had confronted them in the cavern. "Those who disobey must be punished." He paused for a second, then continued in an almost bored tone, as if eager to get the explaining done, "There were some among us who said we should kill your companion, make you feel the pain of loss, but her crimes are not like yours. She does not deserve punishment."

The Doctor closed his eyes, slumping against the table. They won't harm her. They'll let her go.

"But they did agree you should lose something." Taldusk paused, and when he spoke again, the two words were like a knife in the Doctor's gut.

"Your horn."

"No! Oh please, no!" A muffled scream tried to wrench itself out of the Doctor's closed mouth, but it was in vain.

He squeezed his eyes shut and did not open them. He would not open his eyes and let his enemies see the terror that reverberated through his body with the banging of his hearts against his chest.

Calm. He tried to black his mind, to rid it of all thoughts other than Derpy is all right. They won't hurt her. They won't hurt her. She's safe.

Unless she interferes with their judgement.

The Doctor knew that that was the highest offence one could commit while dealing with the Shadow Ponies. Interrupt, make one move to free to accused, and they would kill you without a moment's hesitation.

"Shall we get this over with, Doctor?"

The voice was different than Taldusk's. It was flat and emotionless, yet still held the slightest hint of pity.

Oh, if he could speak, if only he could speak!

But he could not. So he simply kept his eyes shut and waited for it to be over.

At first there was silence, broken only by the thudding of his hearts. Then someone started screaming.

For a moment there was pain, pain that turned his vision red, pain that was worse than fire, pain that burned through him like acid.

Then there was blackness, but even here the torturous agony followed him. Something wet was sliding down his face, nearly dripping into his eye. He shuddered again and again, but he could not rid himself of the feeling that something was missing.

"D-Doctor?"

It was Derpy, her worried face sliding and out of focus as she hovered above him. Then the blackness consumed her, her voice fading to an echo.

"D-don't worry, Doctor. I'm c-coming... hold on. Just hold... on..."

Bright Eyes... dear, loyal Bright Eyes... no... they'll kill you... Run, he though wearily, lifting his gaze to meet hers.

Then came the voice of Taldusk, breaking through the blackness.

"Run, Doctor."

His body slammed into stone and the breath was driven from his lungs. For a second he lay there, trying to gather his wits, then opened his eyes.

He was in yet another room, a dark cavern. The walls around him were composed of jagged stones. Soft, natural light poured in from a hole in the ceiling, creating a circle of light upon the cold floor.

"The legends spoke of how you ran: always, always running," he heard Taldusk say from across the room. He narrowed his purple eyes and lifted his lips in a grin. "I want to see that. I want to see you run."

The Doctor had no breath to respond. He could feel a black eye forming, his eye nearly swollen shut, and his hair was matted, sticking to his forehead. The rest his body ached and stung, sweat dripping into some of the cuts.

He tried to stand up, but his legs slid out from under him, and his expression controted as a white-hot pang shot through one of his front legs. He looked down and gasped. The lower half was bent slightly, the area swollen and turning purplish-blue. Fractured, possibly broken.

Taldusk stepped closer to him and the Doctor pinned his ears, his teeth gritted, and his eyes shinning with unshed tears from every throbbing ache.

"Oh how I love to see the guilty receive justice for what they have done," the Shadow Pony murmered, looking over the Doctor with satisfaction.

How can you take pleasure in other's pain? How?

He watched numbly as Taldusk glided towards the door, a rectangular hole of sorts in the wall. A part of the Doctor wanted to get up and try and run out the door, but he knew Taldusk would be able to shove him over easily. So instead, he spoke.

"I gave them.. a chance," the Doctor said, taking a shuddering breath. They had taken the tape off his mouth, and he needed to take advantage of that. He had to try...

Taldusk stood stiffly, turned away from the Doctor, but his ears were swiveled back, listening.

"They... had a choice," the Doctor continued, quiet but determined. "They could have..." He coughed, his throat feeling raw. "Have chosen to go, and… I would… have let them, I would have helped them."

"Not always, Doctor. Not everyone."

At last Taldusk turned, but his gaze was hard, unforgiving. "You're not as perfect as you make yourself out to be."

With that, Taldusk walked stiffly out the door, placing his hoof on something on the other side of the wall. He looked down at it, then back at the Doctor.

"Oh, and one more thing, Doctor..." he called mockingly. "Stay out of the shadows."

Which way, which way? Derpy thought frantically, casting her good eye back and forth between the two tunnels. One was blocked by a metal lattice grille... a portcullis, the other was open. After a second, she face-hoofed.

"Oh course, the one with the portcullis!" she exclaimed jumping up to hover in the air. She raised her hoof to her mouth and chewed on it nervously. "But how do I get past it?"

She studied the gaps inbetween the bars for a moment, then said, "Maybe I can squeeze through..."

First Derpy thrust her head and forelegs through the gap, then by pushing her hooves against the flat metal beams and sucking in her breath, she pulled her torso through. Then she let out a squeak. She was stuck. Derpy tried to push harder, but the beams scraped painfully against her coat, causing her to cry out.

Ahead of her a voice shouted shouted in alarm, and the sound of hoofbeats came pounding towards her. For a moment she wriggled and pushed frantically, then popped out, landing in a heap on the floor with an "Oof!" She was up in an instant, soaring through the air, and over the head of a Shadow Pony, a different one than they had met before.

He skidded to a stop and lept up into the air behind her. Derpy desperately whipped her tail up. She must have caugh him in the eye, because a second later she heard his cry of pain, and the thud as he hit the floor.

Still flapping her wings as fast as she could, Derpy looked back and saw the rapidly shrinking image of the shadow guard sitting on the ground, one hoof held up to his eye.

"Um, oops?" Derpy squeaked apologetically. She had meant to hit him with her tail, but she still felt bad for doing it.

She directed her gaze forward again and nearly screamed.

"Woah, woah, WOAH! EEK!"

Directly in front of her was a room filled with tables, chairs, bags, everything. And she was headed straight towards them.

Derpy squeezed her eyes shut and slammed her wings straight open in an effort to slow down.

The first thing she hit was a chair. Then the chair slammed a wobbly table which which tipped over with a loud bang. The crash startled Derpy so much she stumbled back and tipped over some bags full of metal instruments, the contents spilling out across the floor.

Derpy sighed, cringing slightly. "Oh dear."

Her ears pricked again as the sound of pounding hooves reached her ears. The Shadow Ponies.

Derpy quickly rose and shut the heavy metal door. Then, just for good measure she pushed a table against it. She grabbed chairs and heavy tools, all piling them in front of the door.

There. That should take them a while, she thought, looking over her work.

"Now to find the Doctor..."

It hurt. It hurt to drag his broken body up the rocky slope, towards the light. He was shivering and sweating, he had lost all feeling in his front leg, and his horn was gone. A piece of his body, his flesh and bone, had been broken off and left behind. A part of himself was gone... perhaps forever. It hurt.

The shadows stretched up behind him, seeming to taunt him. Perhaps the Shadow Pony had been lying, after all, why would he risk staying in the room so long? Perhaps his eyes were playing tricks on him, and there was no Vashta Neirada. But he could not take that chance, and he would not just give up and die. He was the Doctor, and he would not stop fighting until every last bit his strength was spent.

So he climbed. Every step was torment, but he would not stop. Pain threatened to consume him like the Vashta Neirada would soon consume his flesh. But he would not give up. The Doctor climbed, he climbed on and on, with the shadows stretching their fingers behind him, toying with him.

He climbed until he could climb no more.

The light brown stallion, the hornless unicorn collapsed on the rock, sobbing for breath, shaking and shivering from the cold that brushed across his sweat-soaked body. Everything throbbed: his eye, his leg, what little was left of his horn. They called it justice... but where was their mercy?

"I... tried to... offer them mercy," he whispered, staring blankly into the endless darkness. "But they never took it."

A/N: This is my first "dream movie" I've postd on here that I haven't dramatically changed. In fact, I barely had to chance the plot at all.

I got the main idea from 2 sources: the Doctor Whooves and Assistant audio drama "Frostbite", CannedCream's MLP analysis video "Broken Horns" and the image of Derpy's hoof spashing through a puddle in a cave as she ran.

"Frostbite" gave me the initial idea of "What if some people got angry with the Doctor about all the lives he's taken?"

"Broken Horns"... I wanted to add a "bit" more whump, and the video provided me with information on how to do it.

Yeah, I was lazy on coming up with a design and name for the species. I based the Shadow Ponies off the Ender Ponies from the music video parody "Don't Mine at Night". I did go a bit more in-depth about what exactly they do. Just ask, and I will give you my (sort of) lengthy explanation.

BUT ANYWAAAAYYYYY, if you want to read the original "script" version, head on over to my Devaintart page (my username is Startoucher) and you should be able to find it easily.