To the Doctor's relief, Legion had let them leave the "town", their large eyes watching them as they left. He was fairly certain that a few would follow them for a little while, but doubted that they would follow them very far from the town. Despite their frightening appearance and sound and their almost threatening nature, they were obviously afraid of them.

They had been walking in silence for a half hour before Martha finally addressed what they had seen.

"Doctor," she said tentatively, her voice coming out almost hoarse. "Doctor what were they? Some of them looked... human."

"Some of them were human," the Doctor replied, his voice sounding more cold than he had intended. He didn't really want to talk about it. He barely wanted to think about it. He had seen a lot in his time, but never anything like that. Nothing came close.

"How can that be?" Jack asked. "Earth is billions of light years away. And some of them looked like Sontarans. How can that be?"

"I don't know," the Doctor replied. He had a theory, but they didn't need to hear that at the moment.

"What was wrong with them? How did they all get here?" Martha pressed, her voice rising. She sounded like she was on the verge of panicking and was working very hard to keep herself under control.

"Maybe "He" is a slave trader," Jack suggested, but he didn't sound too convinced with himself.

"No, those weren't slaves," the Doctor said.

"Well, then what were they? What aren't you tell us, Doctor?" Martha asked, grabbing his shoulder and stopping him in his tracks.

The Doctor sighed, but didn't turn around. He had gotten fairly used to the darkness and didn't want to see her face. "What you saw were husks. Humans, Sontarans, Graske, and others, but they're not themselves anymore. They've lost that part that makes them who they are; makes them different."

"So... they've lost their humanity?" Martha asked.

"Essentially," the Doctor replied. Now his voice sounded quiet and he wished he sounded more comforting.

"Okay, then what is Legion?" Jack asked.

"I don't know." He had been tossing around several theories in his mind. Perhaps it was an entity that had taken the husks as home, but then, he had been so sure that he'd seen a tiny sliver of life in the eyes of the young... Silurian. It had been a Silurian. The Doctor felt a pang of sadness at having identified what it had once been, but quickly pushed away all thoughts of it, focusing his mind on the problem at hand. His other theory was that they had been supplied a name by something else -most likely "Him"- and with what little was left of them, had taken to it without argument. This felt more likely. Whatever had happened to Legion had created a new species, one of instinct and simple understanding and thought. They had no individual identity save for the fact that they had individual bodies. What could cause something like that was beyond him.

"Maybe Legion is an entity all by itself," Jack mused, voicing the Doctor's first theory aloud. "A collective consciousness."

"No, they were smart enough to look after themselves," the Doctor said. "They might have all had the same name, but I think they had a basic idea that they were different from each other; only enough to watch out for themselves, rather than the group as a unit. If they were a collective consciousness, they wouldn't have left that young Silurian out in the open like that."

"But they all spoke the same, like they were all thinking the same thing," Martha said.

"They were thinking the same thing. They're not very intelligent. It's like the saying, "great minds think alike but fools never differ". They're not smart enough to have different opinions from each other."

Martha was quiet, before saying quietly, "That's so sad. How did that happen to them?"

"I told you, I don't know," the Doctor said. "But I'm guessing "He" does."

"Where do you think "He" is?" Jack asked.

"Most likely at the center of the planet," the Doctor said.

"Past those mountains, then?" Jack asked, gesturing towards the tall black masses that they had been walking towards.

"Right-o... remind me never to say that again," the Doctor said.

Martha gave a short chuckle and the Doctor smiled pleasedly. "So, we're going rock-climbing, then?" she asked.

"Yep," the Doctor replied, letting the P pop on his lips.

"I'm not really dressed for it," she said, looking down at her shoes with dismay. They weren't exactly designed for long treks, much less rock-climbing.

"Don't worry, neither am I," the Doctor said. He loved his trainers, but they could get uncomfortable if he walked around in them for too long.

"That's why I like boots," Jack said. "You never know when you might need to climb up a mountain."

"Well, if you dressed with that logic in mind, you'd wear an umbrella hat," the Doctor said. "A pair of gloves in case it got cold and a bathing suit underneath just in case you come across a lake."

"Oh, crap, I left my umbrella hat in the TARDIS," Jack said.

Martha laughed.

They climbed the mountain for about an hour with relative ease. The Doctor helped them along in particularly dark spots and before long they were making their way down the other side, guiding by distant, dull lights below of another "town".

"I don't want to go in, Doctor," Martha said as they came to the foot of the mountain, looking at the lights mere minutes ahead of them.

"Me neither," the Doctor replied honestly. He would have rather faced a horde of Daleks, if Daleks came in hordes, but he was hoping that perhaps whatever lay in this town would be able to tell him where "He" was and maybe where the TARDIS was. That didn't mean, though, that Martha had to go in. "You and Jack stay here. If I'm not back in ten minutes, go hide."

"You're going in alone?" Jack asked uneasily.

"It would be less threatening if its just me."

"Exactly," Jack said. "I don't think its a good idea."

The Doctor flashed him a grin in the dark. "It's me. Don't worry. I'll be back before you can say Time And Relative Dimensions In Space." With this, he stuffed his hands into his pockets and sauntered off towards the lights.

When he walked into the town, it was just as it had been in the last. Complete silence and stillness, leaving only the feeling of being watched in its wake. He looked into the shadows, trying to catch a glimpse of what lay behind it, but saw nothing. He stopped when he had reached the center of town (there was no real indication of this, he just assumed that he had reached the center) and swayed on his heels, looking around expectantly. When nothing happened, he decided to introduce himself. "Hello! I'm the-"

"Doctor..."

The reponse was so loud and menacing that he visibly flinched at it, planting his feet firmly on the ground and looking around in alarm. "Word travels fast here," he said to himself. "And you are Legion."

"We are Legion," voices replied.

Something was different. Something was wrong. Very wrong. These voices sounded different from the ones in the other town. These were more confident and... malicious with a hint of wicked laughter.

"Yes, so I've heard," the Doctor replied, trying to calm his hearts. He could hear faint sounds of footsteps and knew that they were circling him, crossing from shadow to shadow to keep out of sight. "Don't suppose you've seen my box? Big, blue, hard to miss. Looks like a police box. Well, the outside does, at any rate."

"We have seen it," one of the voices replied. "He has it."

"So I heard. Don't suppose he'd be willing to give it back?"

"Not likely."

"Well, then maybe you'd be willing to tell me where "He" is and we can talk about it."

"There will be no talk."

"Yes, yes, I've heard this bit," the Doctor said, waving a hand impatiently. "Are you going to take me to him or am I going to have to find him and my box myself?"

"He wants you."

The Doctor paused. That was a weird way to say it. It made his stomach turn over and he had to take in a deep breath to calm himself. "Good. I have a lot to say to him. Now, just give me a minute to-"

Something rushed out of the darkness, throwing itself onto him and knocking him clean off of his feet. He landed on his back with a thud that knocked the air from his lungs, whatever had toppled him over still on his chest. He looked up into a pair of horrible, ghostly white eyes that stared down at his with maniacal glee. It almost looked like a hound. Almost. It was bony, like most of the inhabitants of the planet, and covered in a thick, shiny, black leather pelt. Its head was skeletal, the nostrils caverns in its skull, its teeth sharp and visible in a lipless mouth. There was a long, thin cord of a tail stretching several feet behind it, whipping at the air. Its clawed hand was pressing painfully against the Doctor's chest, pinning him to the ground. It looked like it was capable of standing on its hind legs, but obviously prefered being on all fours.

It stared down at him, growling viciously at him and for one horrible moment the Doctor thought it was going to maul his face off- oh the irony of it, but instead, it simply snapped at him and then grabbed him by the shirt, hoisting him up from the ground. Suddenly he felt more clawed hands grabbing at him, taking hold of his coat, his arms, his legs, anything they could grab. He knew he was going to have a lot of cuts after this, but decided he would worry about that when they were all safely back on the TARDIS.

The creatures gathered round him, lifting him up over their heads while growling and snapping at each other.

"Take him to him!"

one said- he was much larger than the rest and indeed more vicious looking. "Search for his friends. Take them! Take them!"

"No, no, don't do that!" the Doctor shouted at them in a state of panic, but none of them were listening to him. They howled with delight and the ones that had hold of the Doctor began to run out of the town with alarming speed and agility. "Wait! Wait!" He shouted, struggling madly against the clawed hands holding him, but it was no use. Before he knew it, the town -and Jack and Martha- were long gone behind him.

Jack looked around the darkness with a grimace. The Doctor's ten minutes were almost up and still he had not shown up.

"Do you think he's alright?" Martha asked, hugging herself against a sudden gust of cold wind.

"He's the Doctor," Jack replied.

"That's not the most comforting thing you could've said," Martha said.

Jack couldn't help but smile at that, but it quickly faded when he heard faint crunching of dirt beneath feet. "Someone's coming." He looked at Martha just as she began to open her mouth, no doubt to call for the Doctor, and quickly threw a hand over her mouth to silence her. Before she could protest, he picked her up and began to drag her backwards, whispering in her ear for her to shush.

Martha complied and he let go of her. Grabbing her hand, he guided her backward, looking in the darkness for some brush or a tree to hide behind. He knew that whatever was coming wasn't the Doctor. It was too big.

In the short time they had been on this planet, Jack had only encountered a few trees, all of which were supremely dead; like touch it and it disentigrates dead, but they would still be good enough to hide behind. To his great relief, he was able to find a very large one and quickly ushered Martha behind it, followed after her. Both were careful not to touch it, lest they destroy their hiding place, but got as close as they could.

The footsteps suddenly grew in number, alerting Jack that there was more than one of whatever it was lurking out in the dark. He raised his unholstered gun, trying to covertly peek out from behind the trunk of the tree to see what was out there. It was really a useless gesture. He could only just barely see what was in front of his face.

He turned his head from around the tree, coming immediately face to face with a pair of bright, ghostly white eyes. He froze on the spot, staring into their depth with alarm. Should he move? Should he shoot? So far, the eyes just continued to stare at him unseeingly and he hoped that perhaps it was blind. This theory was tossed however whenever the eyes shifted at a small motion from Martha as she shifted into a more comfortable position. She didn't know it was there. She didn't even know there were more walking around. Jack had only been aware of them because of his long years of training.

Suddenly, a voice far more horrid than the voices of Legion at the other village had been rang out in the darkness. "Do you see them?"

The eyes seemed to flicker and then the thing in front of him spoke, "No." It then turned away, stalking off into the darkness.

Jack let out the breath he had been holding and then sunk deeper behind the tree, pulling Martha close so as to ensure she was well hidden.

"Find them! He wants them!" the voices howled, followed by lots of snarling and growling. Soon, the crunches of their footsteps vanished from earshot.

Jack relaxed and slowly stood up, gun pointed out into the dark. He was fairly confident that they had gone, but he wanted to be sure. After surveying the area, telling Martha to remain hidden, he returned to the tree and helped her onto her feet.

"It feels like I have bits of glass in my pants," Martha moaned bitterly. "What were those?"

"I don't know. I don't think they were Legion, though. They sounded different; bigger."

"You don't think they... that they..."

"I don't know," Jack said. "The Doctor's smart. He's probably out there right now looking for us."

Martha looked around, as though hoping that he would suddenly pop out from behind the tree they had been hiding behind.

"One of them saw me," Jack said.

Martha turned to him. "What?"

"One of those things. I was trying to get a peek at them, and it saw me. It was staring right at me. It saw you, too."

Martha's face, although blurred by the darkness, was still unmistakably horrified with this knowledge. "But, why didn't it attack?"

"I don't know. One of the others asked if they saw us. It said it didn't."

"Why would it do that?" Martha asked, hugging herself again, but not from the cold.

"No idea," Jack admitted. "But we shouldn't hang around here. Come on. We need to find a better place to hide."

"But what about the Doctor?"

"He'll find us. Now come on," Jack said, taking her hand and leading her out into the darkness, hoping that what he'd said was true.