Track 1: Psychotic Potato Dwarf (Doctor Who The Snowmen OST)
Track 2: I Am You (Doctor Who Series 7 OST)
Track 3: Shadows of the Vashta Nerada Suite 32:30-36:27 (Doctor Who Unreleased Music)
Track 4: This World Is A Lie (Doctor Who Unreleased Music)
Track 5: I See You Silence (Doctor Who Series 6 OST)
Track 6: Don't (Doctor Who Unreleased Music)

Scene 1: Planetarium
[Track 1: Psychotic Potato Dwarf] The Doctor is running about, excited, whilst Amy and Rory trudge behind him, unamused. Holograms of planets and boards of information surround them in the long hall.

DOCTOR: Ooh, look at that one. And that one! Ooh, glow-in-the-dark. And this one is leopard-spotted.

He looks at the Ponds.

DOCTOR: Come on guys, a leopard-spotted planet! How can you two not be excited?

AMY: It's been two hours. All we're doing is looking at models of planets.

DOCTOR: Why else would you come to the Planetarium? It shows every single planet in the universe!

RORY: We don't need to look at models of planets, we can visit them.

The Doctor stops, and looks at something.

DOCTOR: Hang on, that's not right.

The Doctor walks over to a display table.

AMY: What?

DOCTOR: Every single planet in the Universe...except one. There's meant to be a planet there. Why isn't there a planet?

AMY: How do you know?

DOCTOR: Look at the way this galaxy is aligned.

There is a row of planets, and there is a missing space.

RORY: Maybe it got bored and left…

DOCTOR: What's the galaxy's designation?

The Doctor presses a few buttons. A hologram shows up which says:

SYSTEM LOCKED.

The Doctor groans.

DOCTOR: Oh, these museums, they're so uptight on security, aren't they?

AMY: Well, perhaps the computer doesn't like people messing with it.

DOCTOR: Maybe it's not the computer system...Perhaps it's the actual space system. I wonder...

The Doctor takes out the sonic and uses it on the table. There is an alarm, and all of the people inside start to evacuate.

DOCTOR: Let's see...the Dark Nebula. Very atmospheric, wonder why that is.

Rory sees security guards.

RORY: Uh, Doctor? I think it's time to go.

DOCTOR: Good idea. Run!

The three run off, being chased by the security guards. The sound of the TARDIS echoes through the halls.

Scene 2: TARDIS
The Doctor is flying the TARDIS.

DOCTOR: The missing planet doesn't have any records in the TARDIS database, which is very uncommon.

RORY: Just leave it. Maybe your internet's just down!

DOCTOR: Or, maybe there's a problem that we need to go and sort out!

AMY: I agree with Rory. Your wifi's off. Let's go have fish and chips in Brighton!

DOCTOR: Oh, I love Brighton! We have to go there!

AMY: Exactly!

DOCTOR: Just not right now.

AMY: Aw.

DOCTOR: Locking onto the system.

The TARDIS rumbles slightly as the Doctor pilots the TARDIS.

Scene 3: City Entrance
It is dark and foggy. Two people run to the gates. They pant.

VISO: Are you okay?

ERIN: I don't think they caught us.

Viso starts to work at a panel on the wall.

ERIN: Oh, my god.

[Track 1 ends] Erin looks out. Something is moving about behind them.

VISO: Computer, let us in! You have to let us in!

COMPUTER: New protocols have been installed. Prepare for the test.

VISO: Test? What test?

COMPUTER: Lights off in 3...2...1…

The lights around the city walls switch off for a moment. As the lights switch back on, there are two skeletons looking at each other. The skeletons start to climb over the gates into the city.

ROLL TITLES

Scene 4: TARDIS
The TARDIS is going mental. Text appears on the scanner that reads:

DO NOT TRAVEL FURTHER.
THIS AREA IS QUARANTINED.

The Doctor laughs.

RORY: Here's an idea, if they tell you to go back, go back!

DOCTOR: Hahaha! Boring!

The TARDIS lands.

DOCTOR: Wasn't that fun?

RORY: I can think of lots of adjectives to describe that. Fun is not one of them.

DOCTOR: Well, why don't we work out where we are?

The Doctor runs out of the TARDIS doors.

Scene 5: Jungle
[Track 2: I Am You] Amy and Rory follow the Doctor out to a dark, foggy area. The Doctor is scanning the environment with the sonic. Rory shuts the door behind them.

DOCTOR: Keep an eye out for anything out of the ordinary.

AMY: What do you mean by "out of the ordinary"?

DOCTOR: Anything that doesn't look right.

RORY: I thought dogs made out of jam were out of the ordinary, but apparently it was normal.

DOCTOR: Well, it's normal on that planet, out of the ordinary on another.

AMY: Well, what's "normal" on this planet?

DOCTOR: Well, I don't know. Can't see anything with all this fog.

There is something coming towards them.

DOCTOR: Both of you, behind me now.

Someone runs over in a spacesuit.

DOCTOR: Oh, hi! What's your name?

GYRD: What are you doing without a suit on?

DOCTOR: What?

GYRD: We don't know what the air out here is like. Until we do, get a suit on.

DOCTOR: Two things - a, we don't have suits, and b, even if we did, the air is fine! Look, we're breathing!

GYRD: Well, you've determined that you can breathe fine for a few minutes without aid, but we don't know how long for. We still don't know if the other shelters are okay. Follow me, I'll get some suits.

The travellers follow Gyrd into the darkness.

RORY: Hi. Just wondering, where are we going?

GYRD: One of the shelters. My scanner says it's along here.

Scene 6: Airlock
The four walk in, and the door closes behind them.

GYRD: Hey, it's me, lemme in.

COMPUTER: Welcome back, Gyrd. There have been no new messages or updates.

GYRD: Where is everyone?

The inner door opens.

Scene 7: Lobby
The four enter. Amy looks at a painting of an exotic jungle, with wild plants and a purple glow around the trees under the lavish colour of the blue sky, shining brightly.

AMY: This is pretty. What planet?

GYRD: Uh...this planet, obviously. That's the view outside.

RORY: What?

DOCTOR: What planet is this exactly?

GYRD: Jimera- How don't you know this?

AMY: We're...not from around here.

GYRD: Gathered.

DOCTOR: Jimera, where do I know that?

GYRD: Are you behind this?

DOCTOR: Behind what?

GYRD: The darkness, the mist. A couple of hours ago, completely fine. Then, there's this. Can't see a thing, don't know what it is, or what's going on in the cities. We don't know who else is alive. We assumed it was part of the war.

RORY: Hmm? War?

DOCTOR: That's where I know Jimera from. Hotly disputed zone in one of the biggest biochemical wars in the universe. Struggle to remember who between though...the Oraoni and…

GYRD: The Xuw.

DOCTOR: That's right. Jimera has a very rare mineral called Limanium. Very powerful. Obviously, both sides want to use it for their own benefit. So I wonder why'd they'd do something like this.

GYRD: Perhaps they've done something to the planet itself, like moved it in space.

DOCTOR: Possibly…

RORY: Huh, that's weird.

AMY: What?

RORY: I've got two shadows.

AMY: Duh, it's probably because there are two sources of light!

RORY: Do you see other sources of light?

Amy looks about.

AMY: Uh...no. That is weird.

DOCTOR: Amy, get back from Rory. Now! Don't cross your shadows!

Amy slightly backs away from Rory.

AMY: Why?

DOCTOR: Gyrd, I need you to reroute power to this room. All power now.

GYRD: What? We can't-

DOCTOR: Now! And bring everyone in here! Otherwise he will die!

GYRD: I'll try and contact the technicians.

Gyrd sprints over to the reception desk.

RORY: I'll what? I'll die?

DOCTOR: No, of course you won't! Amy, a word please.

The Doctor and Amy step to the side.

AMY: What's wrong with him?

DOCTOR: Everything, he's going to die.

AMY: What?!

DOCTOR: Remain calm. I've never been able to save anyone from this, but if Rory thinks he'll survive, I may be able to prolong it enough to stop them eating him.

AMY: Stop what eating him? Unless...Oh, no.

DOCTOR: Rory, I need you to stay very still.

RORY: Why? What's wrong with a second shadow?

DOCTOR: It's not a shadow. It's the Vashta Nerada.

AMY: No… I thought we'd sorted them out last time!

DOCTOR: That was just a small cluster on Earth, but they're spread out across the galaxy. You can always find Vashta Nerada where there's meat.

GYRD: Hey, over here!

They start to run over, but the Doctor raises his hand at Rory.

DOCTOR: No - Stay there, don't move a muscle!

Rory stops. The Doctor and Amy look at a screen. The shelter is empty.

AMY: Where is everyone?

GYRD: I don't know. They can't have left and not made an update for anyone who enters at the front door.

DOCTOR: I have a nasty suspicion that the Vashta got in.

AMY: Then, wouldn't skeletons be everywhere?

RORY: Uh- Doctor!

They look up. A skeleton is walking in slowly. It's form slightly differs from a human, but not much.

GYRD: You've got to be joking! No way!

DOCTOR: What were you saying about no skeletons?

The Doctor jumps over the desk and runs towards the skeleton, but avoiding its shadow.

DOCTOR: Hi, there. I can see you're very hungry, aren't you? Well, if you just stop a minute, perhaps we could talk. Or maybe we could arrange other food choices? Have you ever considered going vegetarian?

More and more shadows emerge from the skeleton.

DOCTOR: Okay, clearly you don't like that. Okay, plan B!

The Doctor picks up a futuristic fire extinguisher and aims it at the skeleton. A wave of smoke shoots out at it.

DOCTOR: Run, around it now! Keep back from it!

They all run around the cloud of smoke, as the Doctor drops it and follows after them.

Scene 8: Hallway
The four run along.

GYRD: How could they kill everyone like this?

DOCTOR: That's what they were born to do. They feed on anything they can within a split second.

GYRD: That's impossible.

DOCTOR: Not for a swarm!

RORY: Quite slow, isn't it?

DOCTOR: Rory, go ahead of us a bit, no-one touch his shadow!

RORY: Right, yeah.

AMY: How many people are meant to be in this shelter?

GYRD: One hundred, maybe more. Oh, they may have made it to the vault!

DOCTOR: The vault, can you take us there?

GYRD: Easily! We need to get to the lift! This way!

They run on. Skeletons start to follow them. [Track 2 ends]

Scene 9: Vault
[Track 3: Shadows of the Vashta Nerada Suite 32:30-36:25] There are about twenty people inside the large, high tech room, all wearing similar spacesuits to Gyrd. Someone is at a computer terminal.

ARA: Can anyone hear me?

Grunting, she kicks the terminal.

FLAMARD: How is that going to help?

ARA: They've cut us off, completely. We can't even leave an update at the entrance warning people!

FLAMARD: Face it, Ara. Anyone who enters the base is already dead.

ARA: Right...you're right. I just don't get how this happened.

Ara hugs Flamard, terrified.

FLAMARD: Everything will be fixed soon, don't worry.

The lights flicker. Suddenly, someone yells. They run over to a younger man, who has two shadows.

ARA: Korath! No, not you. Why you?

KORATH: We...we all have to go some day, Ara.

ARA: But...But not now.

Ara tries to step towards Korath, but someone holds her back.

REKK: No, Ara! We can't touch him, you know that!

ARA: No, I need to be with him!

FLAMARD: I'm sorry, Korath.

KORATH: It's okay, it's okay.

ARA: Korath, no! We can fix you, we can save you! We can't let you die!

KORATH: I wish it were possible. But it's not. To keep you safe, I will go.

Korath walks into a small pod.

ARA: Don't do it, Nett. Don't you dare!

Nett pulls a lever, but nothing happens.

NETT: We've… we've lost power over the disintegrator. All we can use is the door controls.

ARA: What about Korath?

FLAMARD: I want that light as bright as possible without burning out. Korath needs light to survive.

KORATH: You'll keep me alive? But I'm dangerous, count the shadows.

NETT: Wait, that can't be...It is!

FLAMARD: What, what is it?

NETT: One of the hazard suits just logged on. Someone's still alive up there.

FLAMARD: Not for long.

REKK: We've got to help them.

FLAMARD: ...Oh, I guess you're right. But I'll go. Alone.

REKK: Are you sure that's a good-

FLAMARD: My decision is final.

REKK: ...Yes, sir.

FLAMARD: Everyone keep away from Korath whilst I'm gone.

OLSON: You'll need to arm yourself.

FLAMARD: What good are weapons against those things? You saw what happened.

KORATH: Flamard, I want to come with you.

FLAMARD: What? Did you even hear me? No, not happening.

KORATH: Look at this. I'm going to die anyway. Better I die helping you and dying away from the others than killing everyone in here.

FLAMARD: No.

KORATH: Well, you don't have a choice. I'm coming. You can't hold me back, you can't even touch me, otherwise you'll get infected yourself.

Flamard sighs.

FLAMARD: No-one else is coming, got that? Come on, Korath. Nett, the doors.

ARA: Be careful.

KORATH: We'll save them, don't worry.

The vault doors open. Flamard and Korath exit into the dark hallway, torches in one hand and scanners in the other.

Scene 10: Canteen
The Doctor, Amy, Rory and Gyrd walk through. It is dark, but not too dark. The power is going down.

DOCTOR: If the lights are going out, it means the Vashta Nerada could be near. We've got to keep moving.

RORY: Aah!

They look over to Rory, where there are rotting skeletons under the table.

DOCTOR: Okay, stay calm.

The Doctor takes out the sonic.

RORY: Is that going to happen to me?

DOCTOR: Not if I can help it. The Vashta Nerada have moved on from here. But if they can smell dinner, they're coming.

RORY: Then why haven't I been eaten yet?

AMY: Just be glad you haven't.

DOCTOR: Light slows them down, it's waiting for the right moment to eat you and then move onto us.

AMY: Ah, great.

GYRD: Speaking of...that corridor was lighter a second ago.

They look back to where they came in from.

DOCTOR: Alright, we've got to go a different way.

GYRD: I don't know if we can.

DOCTOR: There's a vent up there. Amy, you're small enough. There could be a power conduit. Take the sonic, if you can get it to work, then the lights should turn back on.

AMY: Of course it's me. What does this conduit look like?

DOCTOR: Like a power box. A few short bursts from the sonic should do it.

RORY: Be careful.

AMY: Always.

The Doctor passes Amy the sonic as she pries open the vents.

AMY: What if the Vashta are up there?

DOCTOR: Well then there's really nothing we can do for you.

AMY: Slightly regretting my decision, but alright.

Amy climbs in.

RORY: I'm not sure about this, Doctor.

DOCTOR: Look, if I could fit inside, I would. But seeing as she's the only one who can, we don't have a choice.

Scene 11: Vents
Amy crawls along, noticing the power conduit. She starts to use the sonic on it, but suddenly, she hears something, and stops.

KORATH (oc): I'm getting life-signs on here. Distinct ones, not like the things all around the base.

She looks down through a grate and sees Flamard and Korath walking along.

Scene 12: Corridor
The room is getting darker.

FLAMARD: I'm sorry, Korath. I really am.

KORATH: It's fine. You'll look after her, won't you? Ara. We grew up together.

FLAMARD: I'll do what I can, but I think it's a bit too late with the Vashta Nerada.

KORATH: The what?

FLAMARD: Oops.

KORATH: You know what they are...their name...How? And why didn't you tell us?

FLAMARD: I've met them before. And I didn't tell you, because I'd get exposed.

KORATH: You…what?

FLAMARD: I'm afraid you'd call it...sabotage. The planet's been invaded, Korath. And no-one can talk to each other to fight them, because I've taken out the comms towers secretly, and none of you have noticed. Any last words?

KORATH: We...we welcomed you, Flamard. We welcomed you!

FLAMARD: And that made it so easy to infiltrate your society.

KORATH: ...Ara...she's in trouble.

FLAMARD: There's nothing you can do for her. Night, night!

Flamard does a patronising wave. Korath starts to run. The lights go out, and Korath is nothing but a skeleton.

Scene 13: Vents
Amy gasps. Flamard hears and looks up.

FLAMARD: We've been seen!

Amy opens the power conduit and sonics it a few times. The lights turn on.

FLAMARD: Do you really think that'll stop us?

Amy starts to crawl backwards as the vents start to get darker.

Scene 14: Canteen
The lights switch back on as Amy falls out. Gyrd catches her.

AMY: It's coming, it's coming!

They all back away from the vent as the darkness pours out of it, filling the skeletons as they start to rise from the floor.

RORY: Well, I'm going to have nightmares.

DOCTOR: Run!

They all run out.

Scene 15: Corridor
They run through. The shadows follow them, blotting out the lights. They are surrounded.

DOCTOR: We're trapped.

Doctor The shadows part as Flamard walks through.

DOCTOR: Step away, the darkness will kill you.

AMY: Doctor, no. He's with them.

DOCTOR: What? That doesn't make sense. Vashta Nerada don't have allies, they just eat.

GYRD: Flamard? What...I don't understand. [Track 3 ends]

RORY: You know him?

GYRD: He's a refugee. Outcast from his own society for a crime he didn't commit. He joined our politics soon after.

FLAMARD: Not exactly. That was just my cover story.

GYRD: Cover story?

FLAMARD: I brought them here.

[Track 4: This World Is A Lie]

DOCTOR: Why? What do you have in connection with them? They're a swarm, they're not exactly intelligent.

FLAMARD: My family and I went on holiday to Mulass in the Bamako Galaxy. The Vashta Nerada infected my wife and my children. I begged them to stop, and they agreed, if I were to join them. I agreed, and now I am the leader of this mission - to obtain food. I shall do this for all worlds, and my family shall live peacefully, whilst the insignificant die alone.

DOCTOR: Except, you're missing one thing. I'm not from this world - your signal jamming does nothing for my tech.

Amy throws the Doctor the sonic. He points it up to the ceiling and activates it. The lights shine brighter, breaking through the shadows, and they all start to retreat.

FLAMARD: We shall be back.

DOCTOR: I know.

Flamard runs with the Vashta Nerada. [Track 4 ends] Rory looks down.

RORY: Doctor! My other shadow, it's gone!

DOCTOR: Scared off with the rest, presumably.

Amy hugs Rory tightly.

DOCTOR: Why would the Vashta Nerada follow with his plan?

RORY: To be fair, it is quite a sound plan.

DOCTOR: But why focus on one planet at a time when...Oh. Oh, of course. This is just the first! Gyrd, this planet, it's a potential battleground, yes?

GYRD: Yes...Oh!

AMY: Wanna catch us up?

DOCTOR: Think about it. Both sides of the war would have their eye on this planet. So if they see something happening, they would obviously see it as an act of aggression from the opponent and invade as soon as possible to get what they can.

AMY: Which would lead to a big conflict, and the Vashta Nerada can spread.

DOCTOR: The Vashta Nerada are everywhere, they've hidden the planet in shadow. That's why it didn't show up on the museum - from exterior views, it's not there anymore.

There is a rumbling from above.

RORY: They're coming. It's started. What do we do?

DOCTOR: I don't know...I really don't know. Wait...we've got to find Flamard again!

They all run off, the Doctor leading them.

Scene 16: Vault
The doors open, and Flamard walks in.

ARA: Flamard? Where's Korath?

FLAMARD: I'm sorry, there's nothing I could do. One second he was alive, talking to me, and the next...he was gone.

Ara breaks down into tears. The room shakes.

NETT: It's the Xuw, they're here.

FLAMARD: Okay, get that door closed.

Nett starts to work at the controls.

NETT: Losing power.

Scene 17: Corridor
They exit the lift and see the closing vault door.

DOCTOR: Quickly, we've got to get in!

They run towards the door.

Scene 18: Vault
The Doctor runs in.

NETT: When that closes, we can't get out!

DOCTOR: What?

They all turn to see the Doctor.

DOCTOR: Hold that door open!

Amy, Gyrd and Rory push against the vault door, holding it back slightly, but it's still closing.

RORY: Could do with some help here!

REKK: What do you think you're doing?!

DOCTOR: Flamard, when was the last time you saw your family?

FLAMARD: I...I don't know.

DOCTOR: Probably when you started this scheme, yes?

FLAMARD: Well, yes.

[Track 5: I See You Silence]

DOCTOR: I think that they were eaten, Flamard. The Vashta Nerada can't resist, and when your usefulness has expired, they'll eat you too.

FLAMARD: No, they...

DOCTOR: Think about it. You know the Vashta Nerada.

Flamard breathes heavily.

FLAMARD: Oh, god. Oh, god! What have I done?

DOCTOR: We can stop this right now, we can stop them from doing this to other families.

FLAMARD: I can't...They're everywhere.

DOCTOR: No, you can't. But we can. Together.

FLAMARD: What do we do?

DOCTOR: You guys, help them hold the door open.

The others run over to push against the vault door. The Doctor and Flamard run over to Nett, who's still trying to use the controls to open the door.

DOCTOR: We need to send a message to the Xuw and the Oraoni, telling them that the planet is infested, this is a trap, to stay away.

NETT: But we don't have any power.

DOCTOR: Where's the closest power conduit?

FLAMARD: There's a vent outside, in there.

DOCTOR: If I wire my sonic up to one of your handheld scanners, it should boost it enough for us to transmit. Pass me.

Flamard gives the Doctor his scanner, and the Doctor does some rewiring, whilst running out. Nett follows.

Scene 19: Corridor
The Doctor opens a vent and chucks it in. A few moments later, the lights all turn on.

DOCTOR: See? Easy!

NETT: Flamard, do it!

Scene 20: Vault
Flamard types viciously away at the controls.

FLAMARD: They're coming! They're coming!

ARA: Why are we holding this open?!

RORY: Doctor, please tell me you have a plan!

The Doctor runs back in, sliding back over to the controls.

DOCTOR: Definitely! Flamard, transmit now!

FLAMARD: It's a weak signal, I can't use the communication towers to boost it!

DOCTOR: We've got one chance, but one is all we need!

Scene 21: Jungle
Spaceships start to land, knocking a few trees down, but then suddenly, turn away and start to take off. The fog starts to lift, billions of Vashta Nerada chasing after the spaceships.

Scene 22: Space
The shadows start to fade away in space.

Scene 23: Vault
The Doctor grabs Flamard's hand.

DOCTOR: Out, out! We need to get out!

The Doctor pushes them all out of the vault as the door shuts.

Scene 24: Corridor
They all calm down. [Track 5 ends]

DOCTOR: Is...is everyone okay?

REKK: ...My clothes are in there.

They laugh.

Scene 25: Lobby
[Track 6: Don't] They all look at each other. Rekk is holding Flamard in cuffs.

REKK: What do we do with him, then?

ARA: We kill him, just like he killed all those people.

DOCTOR: And how does that make you better?

ARA: We kill his family, then-

RORY: His family is dead.

NETT: We cast him out.

DOCTOR: You know what I think you should do? Teach him the right way.

NETT: What?

DOCTOR: Casting him out doesn't work, obviously. I think his own species found out his plans and banished him from their planet. That's how he came across yours. Killing is always wrong. So keep him here, show him how to be better.

REKK: You've got to be joking!

AMY: He did the right thing in the end, didn't he?

REKK: Well...I guess...but that doesn't make up for all the deaths he's caused!

FLAMARD: No, it doesn't. So, please, let me help with the repairs. Please. Let me make up for my actions. What I did was wrong, I let my family's well being go ahead of the whole Universe.

DOCTOR: And that's not necessarily a wrong thing, caring about the ones you love. You just need to admit that you need help to save them.

FLAMARD: You're right, Doctor. You're right. I'm sorry for everything I've done. And thank you, for giving me another chance.

DOCTOR: It's not me you need to apologise to.

Flamard looks at the others, who are still concerned.

FLAMARD: I will sort out this place. I'll make sure that our- your technology is set up again. I know that "sorry" isn't good enough. So I will give you everything I can to make amends as much as possible.

Flamard looks down, guilty.

Scene 26: Jungle
The Doctor, Amy and Rory walk through the landscape that Amy saw in the painting, walking past flowers the colour of lilac, orange, white and wading through the long, tall, rich grass.

RORY: This planet really is beautiful, isn't it?

DOCTOR: Nice we're able to see it in its full glory before we leave.

AMY: What happened to the Vashta Nerada?

DOCTOR: Their atmosphere was severed in space. They were so hungry they chased after the Xuw.

AMY: That's horrible. Will we see them again?

DOCTOR: They're on Earth, too. I told you, anywhere there's meat. They're not as savage, though. Anyway, here it is!

They find the TARDIS next to a small rockface.

DOCTOR: Off we go.

They walk into the TARDIS. It takes off. [Track 6 ends]

ROLL CREDITS
NEXT EPISODE: Rise of the Robots