Clara Oswald felt like she had few things to fear.

Actually, she had almost nothing to fear. Almost being the key word.

Her heart pounded in her chest as she darted around a corner, turning around quickly to make sure that no one had followed her. She couldn't hear anything over her laboured breathing and beating heart. She let out a breath, clutching her side as a cramp sent nerves flaring. She leaned over, breathing heavily. Her throat was dry, her body ached. How could she keep running?

Slow, loud footsteps interrupted her. Her breath caught and she froze. The sound of shoes against a tiled floor echoed through the barren and empty hallways. Clara straightened, pressing herself against the wall. She couldn't run any more, despite her mind screaming at her to flee, to hide.

"It's all right, Clara."

She felt tears burn as they blurred her vision of the window next to her. A shadow grew longer next to her. The moon hung in the sky, bright and gleaming in the darkness.

"It'll all be over soon, Clara Oswin." The shadow became clearer as Clara wiped away the tears, a sniffle escaping her. "I promise this will all be over quickly."

She gave a small sob as the figure that cast the shadow turned and smiled at her. She felt herself sliding against the wall, the back of her head scraping against the bricks. She hugged herself as the figure stepped in front of her, blocking her vision of the outside, the moonlight darkening his profile.

A torch came to life above her head. The flickering fire cast an ominous shadow from the person.

"Beautiful, fragile humans." The man whispered, his voice carrying a tone of appreciation. "Running was the only reason why you survived for so long."

A whimper sounded from the girl, her sleeves damp from wiping away tears.

"You told me to run." The man's voice was low, almost intimately so. "Back in the TARDIS."

Clara shook her head, her hands raising to cover her ears. Blood-soaked hands caught her wrists, and she gave a cry as the man lifted her to her feet and pressed her against the wall, hands caught at the sides of her head. She struggled to stand, her feet feeling like lead, barely supporting her weight. She shook as the man pinned her legs with her own, his breath brushing against her face.

"Listen to me, Clara." The man's smile seemed to grow wider, more sinister. "You told me to run. Ever since I started running you were there. You were there all the time. Haven't you wondered why I only came after you now?" Clara didn't respond, choking out a sob as tears streamed down her terrified face. "You saw me. The moment you arrived you saw me kill Susan." The man chuckled. "It took a while, I was still getting through her sixth regeneration." Clara tried to push away, a scream of frustration and fear rising from her. "Rassilon did one thing right, limiting regeneration. Well, until he died." He gave a small laugh. "But you saw me. You ran. And I never went after you.

"Then you saw me kill Ian. Barbara was crying at me to help him. Well, until she realised that I had killed him." A laugh escaped the man. "Romana's screams, you heard, of course. Time Lords do tend to scream louder than humans. And Adric. He thought I had rescued him. He thought that I saved him." Mirth shook him, his laughs rebounding around the corridor. Clara felt as though she would collapse if the man wasn't holding her up.

The man seemed to sober, his eyes glinting. "Human blood and Gallifreyan blood are different. You remember that." A hand caressed Clara's tearful face, leaving a smear of red. "I took on quite a lot of human companions after the war." The man chuckled again. "The screams of the Time Lords. So many of them... Some of them knew what I was going to do." His fingers dug into Clara's face, making the girl flinch. "And they asked me, begged me to save them." He rubbed his blood-stained thumb over the indents his nails had made. "But why should I? The entire species was corrupt. I had no reason to help them."

Clara felt herself fall, the Doctor's arms coming up to catch her. Sleep weighed her down, her eyes fluttering shut. She could run. It was her chance. But she was too tired, she couldn't run any longer. That man had a box that could travel through all of time and space. She would never be able to outrun him.

"You should have seen Rose's face." The man whispered to her, easily picking her up, her legs bent over an arm, the other supporting her shoulders. "You remember Rose, don't you, Clara?" She made a noise of protest, every word registering in her mind just another reminder of how different her friend had become. How far he had fallen.

"She cried, of course. Most of them did. Well. Ace didn't. Neither did Martha. They yelled at me, scolded me even." The man's laugh carried around the empty halls. Clara flinched. The sound was wrong. It wasn't happy. It wasn't humorous. It wasn't right. "Humans bleed so easily. How can you be so amazing and so breakable at the same time?" Clara didn't answer, her eyes falling close. She didn't think that he wanted an answer.

"Donna was already too far gone. I didn't have to do anything." The man continued. Clara felt herself shake. The part-Time Lord human must have screamed for help as her mind burned away. A door creaked open as light shone down on her, the darkness turning orange. Clara forced open her eyes and shut them immediately as a bright light glared at her.

"Amy and Rory..." The man's voice took on a fond tone. "Maybe they didn't deserve to die. Maybe none of them did. But they're dead, and I can't change that." The man huffed, setting Clara down on a soft bed. She tried to open her eyes, but sleep was starting to beat her down. "I cared for them, Clara. I cared for all of them." The man's voice sounded sorrowful. He sounded too sorrowful. There was no tone of sincerity. "They died quickly, if that's reassuring." Clara shook her head, the words loud and clearer than before. "They all died and that's a good thing." A hand brushed away a tear. "It doesn't sound like a good thing. None of their deaths sound like good things. But Clara, maybe you'll die not knowing. I don't want you to die not knowing why I did all those things. You think that I'm a future version of your Doctor. Maybe one who put on a perception filter for my companions' sake, for your sake.

"Clara, if I hadn't pulled you out of your time stream, you would have gone on to meet my tenth incarnation. Things would have happened, you would learn things I never wanted you to know about." The man's voice was close to her, whispering into her ear. "I have never considered my companions as my pets. You're all so much more than that.

"You're the people who taught me more about humanity than any old book could. Humans are selfish, they're greedy and corrupt and they have ruined the Earth." Clara wanted to open her eyes, to tell the man that he was wrong. "But they can change. Some of them try to, most of them fail. But your wills are so powerful." A hand pressed against where her heart would be. Clara tried not to flinch at the touch. "You can do so much," he sounded almost reverent. "And that's exactly why I need you gone."

Clara's eyes snapped open as the man gripped her neck. Her hands came up to stop him, eyes watering as she looked up to the man she thought she trusted, the man she thought was worth dying millions of times to save. That man looked cold now, determined. His hand tightened.

"No," she forced out, her heartbeat so loud in her ears. She couldn't breathe, she couldn't think. "Please-" She tried to cough, as the man squeezed, his hand wrapped around her throat in a vice grip.

"I think," the man whispered, his words barely heard over Clara's quickly beating heart, "that humans always look so beautiful just before they break."

The hand faltered, just for a moment. Clara heaved in a breath as her head pounded, large gulps of air forcing in and out of her mouth. Her hands rubbed at where the man had choked her.

"Doctor-"

A sickening crack reverberated through the room.

And silence fell.


I don't even know what I just wrote. I'm sorry.

I have far too much of a preference for Dark!Eleven. The other incarnations have had their dark moments but Eleven's is just so jarring and terrifying.

Basically Matt Smith is an awesome actor and I DON'T WANT HIM TO LEAVE

Reviews are nice, but not entirely necessary... Just please don't tell me that this was awful I know it was awful it's not edited or beta'd I'm just sorry