S: Wow. When I began writing Memories on a Wall, I had no intention of doing this. None. And then, as soon as I posted MoaW, this began trickling into my head, and refused to leave.

Disclaimer: The movie Cars is owned by Disney and Pixar, I make no claim to it. I did invent the character Micky Strike, and (as far as I know!) XhaustClean. Just drop me a line if you'd like to borrow them.

Dedication: For razzamatazz73 and SevenStar, both of whom asked how everyone else took it, even though I wrote about Doc again anyway.

WARNINGS: DEATHFIC, HEAVY ANGST, ETC.

SHATTER

"How's it looking out there, Rookie?"

Lightning McQueen snorted into his radio. "Honestly, Doc, when are you going to stop calling me that?"

The Hudson Hornet chuckled softly. "I dunno, kid. Maybe when you win every race in a season?"

"Okay. Next year, then."

Doc barked out a laugh. "Don't get cocky, Rookie!"

Although, in all honesty, Lightning had every right to be cocky. His second year racing had seen him break Doc's long-held season-wins record. Two years later, Lightning had broken his own new record. Three years after that, he had broken it again. Now, nearing the end of his tenth year of racing, the only reason he had eight Piston Cups to his name instead of nine was the race he'd thrown in his first year.

Everyone knew that today's race, his tenth Piston Cup, would see a ninth trophy in his display case. Going against Lightning McQueen was a suckers' bet at best – sheer idiocy at worst.

"It's not cockiness, Doc. It's self-confidence," Lightning countered, and the Hornet could hear the grin in his voice.

"It's complacency," Doc corrected sharply. "Keep your eyes open and your mind on the track. And stay away from that Dinoco rookie!"

"Shouldn't be too hard."

Doc frowned at his radio. "He's as fast as you, kid."

After the King's retirement nine years ago, Dinoco had encountered a run of bad luck with racers, starting with Lightning's refusal to sign on. They'd traded for an experienced car, but gotten only four seasons out of him before he, too, retired. The next two had both been raw recruits, plenty fast but unskilled, and both had raced themselves into the ground within a season. The seventh year, they had elected for experience over speed, and traded for another veteran racer. He had lasted them two years, never placing better than twelfth.

And this year, they were back to untested talent. Micky Strike was a jumped-up drag-stripper who had caught a highly-placed eye. He'd quickly acquired a reputation for being a loudmouthed, short-tempered punk off the track, but on it…

"Oh, he's faster than me," Lightning answered easily. "I snuck a peak at him in practice the other day, and they were clocking him at two-twenty."

"That fast?"

Lightning's top speed was barely 205 – quite honestly, even that was a push – but he did have one very big advantage over Strike.

"Yeah, and I don't think he was even maxed out. But that was on a clear track, Doc. You know he can't do that here."

"That's why I want you to keep away from him. Get that boy in a crowd, and he panics. Can't remember where his tires are. No peripheral judgment. He's dangerous, Lightning. Why Tex is keeping him out there, I don't know."

There was a short silence that was broken by Lightning's chuckle.

"What's so funny, Rookie?"

"Junior. He said, 'probably because he's the only one who has a chance of beating us.'"

"No doubt," Doc replied dryly as the loudspeakers blared to life, welcoming the roaring crowd to this year's Piston Cup.

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"How you doin', Rookie?"

"I'm okay, really. Promise," Lightning answered, agitation lacing his tone. Four major wrecks on the track had pulled over a dozen competitors from the ranks, and the ones that were left were becoming uneasy. None of the crashes could be blamed directly on Strike, but he was, indirectly, responsible for at least three of them. The last pile-up had bounced Lightning off the outside wall, leaving him with a few bad dents and a blown tire, the latter of which Luigi and Guido were repairing even as they spoke.

Doc, for his part, suppressed the urge to glance up towards the viewing boxes. Despite the usual expectations for a racer's wife, Sally attended races only rarely, and this was the first race she'd come to that things had been going so seriously wrong.

Doc swore he could feel her anxiety from here.

"I don't like this," Sarge growled from off to Doc's right. "That blue brat is going to get somebody killed."

It was a mark of how worried everyone was that even the all-embracing Fillmore didn't bother to contradict him. Blessedly, Mater was back in Radiator Springs; the truck would have been having engine failure from the tension on the track.

"Guys, am I good?"

Guido, busy inspecting Lightning's axle, chattered unhappily towards Luigi, tightened down the lug nuts, and carefully set Lightning back on all fours.

"You're fine," Doc interpreted.

"The damage, it is only cosmetic, but I wish it were not. I do not desire him to go back on the track!"

'You and me both, Guido,' Doc thought grimly, and nodded the all-clear.

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There were six laps to go. The field of competitors had been narrowed to twenty-one after another round of wrecks, though none of the injuries were terribly serious. All of the remaining racers were grimly determined to finish the race, but the accidents were taking their toll on everyone's nerves. Even Strike was no exception.

While Chick Hicks had deliberately caused accidents, Micky Strike was not, in truth, a malicious car. The accidents he caused were precisely that; accidents, stemming from youth and inexperience.

However, that didn't make the results any less traumatic.

The pack was coming to the turn when the juggling at the front caused them to go four-wide into the corner. Lightning was second from the inside, Strike to his outside, and Junior running on the wall. The slightly panicked XhaustClear car stuck to the inside wisely dropped back as they reached the curve. It was hard to say exactly what happened next; perhaps his tire caught a piece of debris that had been missed from the earlier wrecks, perhaps it had just overheated and had a poor sense of timing.

But regardless of the cause, the outcome was the same. The front passenger tire of the XhaustClear car blew out, sending him reeling harmlessly back to the inside.

The noise, however, was enough to snap the over-tight nerves of Micky Strike. He braked, perhaps instinctively, and swung for what was usually the 'safe area' towards the inside of the track.

Directly into the side of Lightning McQueen.

Going at over a hundred and fifty miles an hour, the impact in his rear quarter sent Lighting into a violent spin, up, in front of a franticly-braking Junior, to impact the outside wall with his speed barely slowed.

Numb horror seized Doc with a relentless grasp as he watched the shattered body of his friend and protégé recoil off the unforgiving concrete.

In the distance, he thought he heard Sally screaming.

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The desert dust that had seemed like a shower of gold after each of their victories now seemed nothing better than an all-encompassing haze in the late-afternoon light. Perhaps it was the dust that choked Doc so, as he rolled slowly down the offramp and towards Radiator Springs.

It wasn't until Luigi literally ran into the back of him that he realized he'd stopped.

RADIATOR SPRINGS – HOME OF LIGHTNING MCQUEEN!

The billboard that had once declared Radiator Springs 'A Happy Place!' had been repainted, so many years ago now, to thank and welcome the young racer who had been the rebirth of their town.

It took him another moment to realize that the buzzing in his ear was actually Luigi's voice, babbling apologies, excuses, something. Shaking his head, Doc dismissed the little Fiat and turned his eyes away from the sign as he rolled on. It would have to be repainted, again, but not the way it once was. Now, Radiator Springs would never be 'A Happy Place!' again.

He was nearly bumper-to-bumper with Sheriff before he saw the line of cars across the road. Sheriff was at the forefront, of course, but the rest of the old residents were there as well, ranked up across the tarmac like some sort of glittering, waylaid circus train, and for the first time Doc realized just how bright some of their colors were.

It was wrong, somehow, that their colors should be so bright and cheerful when the world should have been so dark.

"Doc," Sheriff said, his voice low, urgent. "Tell me it's not true. Tell me he isn't…"

The words wouldn't come, to either of them. Silently, Doc averted his eyes and slid around his oldest friend, proceeding up the street in silence. He barely noticed as the Miata twins dissolved into hysterical wails, didn't see when Mater's eyes welled up with bleak, silent tears. He didn't see Flo, Ramone, and Sheriff sag under the weight of the grief that had followed them back, or hear Red as he burst into howling sobs of pure, raw agony.

The entire way back from the track, he had barely noticed the rest of the pit crew. Hadn't seen Guido weeping on his little trailer that Sarge pulled. Hadn't seen Fillmore so upset and distracted that he'd forgotten his own trailer and all of his gas cans three states back.

He hadn't seen Sally, so numb with grief and horror that she hadn't spoken, hadn't eaten, hadn't slept since Lightning's….

He had only led them back to Radiator Springs, blind to everything but his own grief.

Behind him, he half-heard Sheriff snapping orders to the assembled cars. "Sarge, arrangements have to be made-"

"Sir!"

"Flo, take care of Sally."

"Of course, Sheriff. But… what are you doing?"

If he had been paying attention, Doc would have noticed the grim tone in the other's voice. "I need to go deal with Doc."

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"Someone needs to give a statement to the press," Sheriff added flatly, almost two hours later. He'd been talking to – or rather, talking at – Doc almost the entire time, but the old Hornet hadn't taken in a word of it. The most Sheriff could get out of him was a few mumbles, none coherent, and Doc hadn't made eye contact since his return.

Another mumble.

"Dangit, Doc, would you speak up?!"

"I said it's my fault!!"

Startled, Sheriff jerked back a good three feet, then collected himself and jolted forward again. "What in blazes makes you think that?!"

"I knew. I knew that Dinoco punk was dangerous. I knew he was going to hurt someone, I knew Lightning was at risk, I knew I should have scratched him, and I didn't. It's my fault…. that Lightning's dead."

Horrified, Sheriff rolled back a few feet, his eyes never once leaving the anguished Hornet. And then he threw himself back into drive, accelerated, and slammed into Doc's bumper.

"Hey!"

Rolling backwards again, Sheriff swung around to change his angle and accelerated again, this time slamming into Doc's front passenger-side fender.

"Garfield, what the hell do you think you're doing?"

"Knocking some damn sense into you, that's what I'm doing!" Sheriff growled, rolling backwards yet again and looking for another spot to aim. "Were you the one that hired Strike?"

"No!"

"Where you the one that caused that accident?"

"No!"

"Were you the one that killed Lightning?"

"…I just said I was."

The screech and bang echoed a third time, and Doc was jolted backwards, his right eye half-closed against the pain.

"Where you the one that was out there on that track?"

"You know damn well I wasn't on the track!"

The fourth hit came right on the corner of his frame, denting his grille and bumper and sending the Hornet skidding backwards two feet despite his locked tires.

"You think you could have convinced that kid to scratch no matter how high the risk was?" Sheriff was panting now, his front tires braced wide as he prepared to hit his friend again.

But there was no need.

"No," Doc whispered, sagging suddenly, his undercarriage striking the concrete floor. "No. He wouldn't… Lightning wouldn't have scratched."

"Just like you, right?" Sheriff snarled, and Doc's gaze flew up to meet his, at last. "Let me give you a piece of advice, Paul Hudson. If you're going to start mourning for Lightning McQueen, first, you have to stop mourning for yourself."

Without another word, the Sheriff turned and rolled out of the garage, leaving the Hudson Hornet alone in the dark.

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Even at the biggest races, he had never seen so many reporters in one place. Fortunately, the bleak atmosphere of the proceedings had affected even the press. Many wore black bands on their side mirrors or antennae, and all were somber and silent as the truck pulled in.

Mack, his mirrors and antenna likewise veiled, drove with a bowed nose as he pulled the black-draped trailer through the intersection. Despite the grim mood, several of the bolder reporters began quietly jockeying for positions close to the trailer's tail as Mack parked.

'What are they expecting? For Lightning to roll off that ramp, flashing his bolt at them all, as cocksure and arrogant as he was in his first season? For the older and wiser Lightning from later on? What do they want from him, now that he has nothing left to give?'

Near the trailer's ramp, Sheriff and Sarge were doing a fair job of crowd control, and the press finally backed off enough for the ramp to be lowered.

No matter what they had hoped for, the contents of the trailer were not changed. The misshapen, black-shrouded husk within was not changed by wishful thinking.

It was Mater and Guido who maneuvered themselves through the spaces left by the press, their engines uncommonly loud in the eerie silence. Guido was the one who went up the ramp to the trailer's grim cargo, attaching Mater's tow hook to Lightning's twisted undercarriage before slipping around behind the shrouded form. Between the two of them, the broken body was lowered gently down the ramp and settled on the small, open trailer that would be used to carry Lightning to his final resting place.

The town's regular inhabitants and a select group of racers - Junior, Strip, and a few others - maneuvered their way into place around the trailer as honor guard. Sheriff took the lead of the group, his red strobes giving the dust a crimson cast. Directly behind the trailer was Sally, still sobbing softly, but no longer the broken, silent shell she had been a few days ago. The others flanked out to either side of the trailer, red-eyed and weeping as they prepared to take the final drive with their friend.

Hitched to the front of the trailer, his repaired front and side still raw and unpainted, the Hudson Hornet waited, with tears of pride, love and grief – all for his student - pouring down his face.

THE END