"What is that noise?" cried Telperion, the Ahkbar of Exertia.

"Sire, what noise?" inquired the guard, confused.

"It sounds like…like…the universe," he breathed. "It can't be…it's impossible…"

Telperion ran out of his throne room into the main courtyard just in time to see a blue box materialize not thirty meters outside of the door. A strange, blonde creature walked out of the box, followed by a tall, pointy-haired humanoid that looked strangely familiar.

"By the light of Genesis!" whispered the Ahkbar as he gazed upon the strange newcomers, the tall one especially. Yes, it looked very familiar…almost too familiar. Telperion began to wonder if the rapture had already come.

"Oh…ah, hello! Wasn't expecting to run into you. Well, not just yet, anyways," greeted the tall creature awkwardly. It ruffled its brown, pointy hair. The blonde, shorter one (most likely a female) stared at Telperion.

The Ahkbar just stared at them. Then, to the surprise of both humanoids, he threw himself on the ground at their feet. "My lord, please come with me, before anyone else sees you!" He ran to the door of the throne room.

"Well, I guess this is what you'd call the royal treatment," muttered the blonde creature to the tall one.

"Trust me, Rose, this place is really cool! They've got the Olympus building, the tallest structure in the universe, and there's plenty of neat stuff to do!" rambled the Doctor. "This species is way advanced!"

"Okay…and just what do these 'advanced' beings look like?" countered Rose.

"Um…you know that monster from the movie Alien?"

"Yeah?"

"They look a bit like that."

"Oh, no, could we please not?" cried Rose.

"Oh, come on!" groaned the Doctor. "They're perfectly harmless! I mean, they eat meat, just not people meat. Besides, we've already landed. You might as well come."

"All right…" sighed Rose.

They stepped out of the TARDIS into the light of a blue sun. They appeared to be inside a big, glass dome with various buildings scattered about. "Remind me where we are again," said Rose.

"We're in the Andromeda Galaxy, on the planet Exertia, which is almost entirely covered with desert. It orbits the star Genesis, which is a bit of a runt as far as blue hyper-giants go. To be specific, we're on top of the Olympus building in Silver City. And that building right in front of us, if I'm not mistaken, is the throne room and governing hall of the Ahkbar, or king, of Exertia."

Just then, a seven-foot-tall, lizard-like behemoth with large horns burst out of the building's double doors, barreling straight towards them. The Doctor was right; it looked almost exactly like the thing from Alien. "Oh, God, what is that?!" exclaimed Rose.

"Well," said the Doctor, pulling at his ear, "that'd be the Ahkbar."

The Exertian king skidded to a stop a few feet away from them, breathing heavily. "Oh…ah, hello! Wasn't expecting to run into you. Well, not just yet, anyways," said the Doctor. The king continued to stare, then threw himself down at the Doctor's feet. He mumbled something about coming with him, and then took off towards the throne room. After looking confusedly at each other, they followed after the king.

They found the Ahkbar sitting on his throne with two muscular guards that looked taller and even more terrifying than he did. "I wish to be alone with these visitors," he ordered. The two quickly acquiesced, retreating through a side door. The king looked at Rose and the Doctor. "Well, don't be shy," he said with an accent that sounded vaguely Russian. "Come closer!" They approached the Ahkbar, who got up…and bowed to them.

"So, your highness, I couldn't help but wonder…why do you act as if we are gods?" asked the Doctor.

The Ahkbar rose to his full height and looked him dead in the eye. "You are a Time Lord, are you not? I heard your TARDIS land."

"Erm, yes, I am. I'm the Doctor."

Suddenly, the king embraced the Doctor. "To think that I'd meet the Oncoming Storm himself, let alone any Time Lord!" he cried. "We thought we'd never see one again after the Great War." The Doctor gagged and struggled in his arms. "Oh, sorry," he said, releasing the gasping Time Lord.

"Yeah, no problem," he said after some heavy breathing. "You probably won't see another one of my kind, though. I'm the only one left."

"Oh…I am so sorry to hear that," muttered the Ahkbar. "Oh! I never introduced myself properly! How incredibly thoughtless of me. I am Telperion, and, as you probably know, I am the Ahkbar of Exertia and the leader of this city-state. And who is your companion here, Doctor?" he inquired, turning to Rose.

"I'm Rose Tyler. I'm from a planet called Earth."

"Ah, the Planet of the Arts!" the king said dreamily. "Oh, Doctor! I just remembered. There is something I must show you." He walked over to the ornate, heavy double doors. The Doctor and Rose quickly followed him.

"What does he mean, 'Planet of the Arts'?" whispered Rose to the Doctor.

"Oh, that's what a lot of species in this galaxy call Earth. It's one of the most artistically developed planets in the Local Group."

They eventually came to a crude, temple-like structure right in the center of the courtyard. The outside was carved with strange symbols and patterns; the cavernous inside, however, was much more ornate. Every inch of the temple's interior, it seemed, was covered with hieroglyphs and drawings that looked a lot like the cave paintings one would find on Earth.

"This temple to our deity, Exodus, was found fifty of our planet's years ago not too far from the outskirts of Silver City. We had it moved all the way up here to preserve it from the elements," explained Telperion.

The back wall of the temple behind the altar was covered entirely by a primitive sort of mural. It appeared to depict the Exertians' myth of creation and the development of their civilization. The great central figure, however, commanded the most attention—partially because it took up almost half of the area of the back wall, but mostly because it looked incredibly familiar…

"You had asked, Doctor, why I acted as if you were a god?" muttered the Ahkbar.

"That looks almost exactly like…like me!" exclaimed the Doctor. "You think I might be a deity?"

"I know you to be only a Time Lord," Telperion replied, "but anyone else may think you to be Exodus. If you plan on doing any sightseeing, I suggest you try to keep a low profile. And, whatever you do, keep out of sight from—"

At that moment, a cacophony of surprised shouts erupted from the temple entrance. Four Exertians decorated with silver necklaces and bracelets were cowering on the ground as if they were about to receive intense pain. Telperion groaned. "—the High Priests of the temple." He approached the four trembling priests. "Rise, all of you!" he shouted; the four scrambled to their feet. They stared at the Doctor in wonder; one, probably the Head Priest, eyed him with skepticism.

"Well, well, it appears as though the Creator of Worlds has decided to drop in for a visit!" hissed the Head Priest in a sinister voice that immediately gave the Doctor and Rose the creeps. "You never told us you had friends in such high places, Your Majesty," he murmured, turning to the king.

"I didn't either…until about fifteen minutes ago," retorted Telperion.

"Interesssssssting," hissed the Head Priest. He crept over to the Doctor, stopping only inches from his face. "And who might your little…partner be?" he whispered, looking askance at Rose.

"She's, um, my companion," said the Doctor hesitantly. "She comes with me on my travels."

The priest looked dead into his eyes. "How very, very curioussssss…" he said slowly. He slithered over to join the other priests in front of the king. "I hope you and your guests enjoy the ressst of your evening," sneered the Head Priest to Telperion.

"Thank you, we will," said the king gruffly. The Doctor and Rose followed close behind him, hoping to get away from the priests as quickly as possible. The said priests, meanwhile, were staring even more skeptically after them.

"Exodus was never mentioned to have traveled with anybody, let alone a permanent companion," whispered one of the lesser priests. "Do you think this strange creature could be the fabled Creator?"

The Head Priest narrowed his eyes as he watched the king and his guests pile into an elevator to the floors below in the courtyard. "No."

"But the other citizens of the city will think him to be so!"

The Head Priest scratched his chin and grinned slyly. "Well, we'll just have to figure out a way to prove them wrong, won't we?"

"So who were those nasty-looking characters back there again?" whimpered Rose as they descended down the elevator.

"They are the High Priests of the Temple of Exodus," said Telperion grimly. "To share my personal opinion, I believe they are radicals, and should lurk about somewhere else, preferably a dark place where they belong. They believe religion—well, their own beliefs, that is—and government should never have been separated—something my predecessors worked most of their lives to accomplish. I hope not to sound too paranoid, but I imagine they want to see me dethroned!"

A rather uncomfortable silence followed as they descended deeper and deeper into the core of the Olympus building. Finally, Rose couldn't help but break the silence somehow. "So, that's a strange name for an alien, Telperion," she noted awkwardly. "It sounds more like something you'd find in a Tolkien book."

"It is, actually," interrupted the Doctor. "It was the name of one of the trees of Valinor, from the Silmarillion. A bit of a sad book, really."

"That is true," muttered the king, "but I was born long before that book—or Tolkien for that matter—ever existed. I was Telperion before the tree was."

"Ah…I see," said Rose.

There followed yet another awkward silence, punctuated, like before, by Rose.

"Exactly how tall is this building again?"

"Six jahls tall, so it'd be about fifteen of your miles high," replied the king.

After ten excruciating minutes, the three finally reached ground level. Upon exiting the elevator, they found that they were in what looked like an unusually cavernous indoor parking lot. Spacecraft (many of which looked like fighter jets) filled almost every space, the most jaw-dropping of which was a long, jet-black aircraft. Telperion scanned his hand on a screen on the side of the black craft; a previously unnoticeable door slid open on the same side.

"This is my Xenos spacecraft," he explained. "I usually only use it for intergalactic travel, but we'll use it as a shuttle to get out of this building, since Olympus is wider than it is tall." The three piled into the craft; Telperion climbed into the cockpit. "Fun fact, this craft is named after Xenos, the largest and closest of Exertia's two moons," he added.

"What's the name of the other one?" asked the Doctor as the engines warmed up. "I know about a second moon, but I can never remember its name."

"Lovath is the other one. It's so small and far away that when it eclipses Genesis, it never completely covers the star. Oh, by the way, you might want to fasten your seatbelts for this."

The ship purred to life, and slowly turned towards a tunnel in the closest wall of the parking lot. There was a great roaring from the engines, and the spacecraft suddenly shot forward. Rose and the Doctor were immediately pushed into their seats by the G-force of the thing. A little screen on the wall in front of Rose blipped and pulled up a reading: 4 G's.

The Xenos careened through the seemingly endless tunnels. Rose looked at the little screen again: 5 G's. She squeezed her eyes shut and hoped to God she wouldn't black out. A few seconds later, the window next to her revealed the light of day, and the pressure was starting to come off her chest. When she could move comfortably, she turned over to the Doctor and found that he had completely blacked out during the whole ordeal. Rose gave him a good whack on the chest to revive him.

The now-conscious Doctor gazed out his window with slightly-blurred eyes. He noticed a familiar landmark that shouldn't have been there. "Is that the Tower of Orthanc from the Lord of the Rings?" he asked with words that were a bit slurred.

"Yes, it is," answered the Ahkbar over the cockpit intercom. "We decided to build one here because…well…we could. We also have a Barad-Dur a few hundred miles to the left." Rose tried to catch a glimpse of the famed tower through the Doctor's window.

They eventually found a parking spot about two hundred miles due north of the tower. Telperion spoke over the intercom again: "Remember to be very discrete when we get out. We don't need you drawing any more attention than you already have." The Doctor and Rose climbed out of the Xenos…into a crowd of Exertians. Luckily, Telperion stepped out in front of the Doctor before anyone could see his face. "I don't have anything to cover your face with, so just do your best to keep your head down."

"Oh, you can wear my hoodie," piped up Rose, "but it'll probably be a tight fit, considering your height."

"Well, this won't be awkward at all," grumbled the Doctor as he pulled on the hoodie.

Telperion, Rose, and the Doctor navigated their way through the crowd—not as difficult a feat as one would think, considering the fact that most people tend to get out of the way of their king when he's walking about. Unfortunately, that action also tends to attract attention…such as the four High Priests of the Temple of Exodus, who had followed them.

"Which one is the fake again?" whispered a lesser priest.

"The tall one with an ill-fitted sort of cloak, you sssstupid twit," hissed the Head Priest. He darted after the Ahkbar and his bevy of humanoids.

Telperion, however, heard his approach and quickly changed course, grabbing the Doctor and Rose under his arms. They took off for the closest building, which just so happened to be a gift shop. Once inside, the three took refuge behind a shelf of Olympus building models. Just in time, too, because the four priests came in at that moment.

The Head Priest hissed out something that sounded like a laugh. "Come out, Telperion, and we won't hurt your friendssss just yet."

Telperion looked around for a better place to hide. His keen eyes found a nearby doorway, perhaps a broom closet. Grabbing the Doctor and Rose, he darted for the closet. The Head Priest wheeled around, but could find no one except rather confused-looking customers. He looked all around the store, but failed to notice his targets hidden in the closet. Hissing with displeasure, he turned back towards the other priests. "They mussst have gone out the back door. Let'sssss go." Telperion, the Doctor, and Rose breathed a sigh of relief as the four stalked out the back of the shop.

"Just out of curiosity, how come none of the other Exertians have horns?" whispered Rose to Telperion as they got out of the closet.

"Well, it's kind of a genetic thing," explained the king. "You see, all of the Ahkbars before me had horns, but no one else did. All of the Ahkbars are somehow related to each other, even if it's somewhat distant. The fact that the Ahkbars are the only horned Exertians is pretty much a staggering coincidence."

"As fun as this idle banter is," interrupted the Doctor, "I'd like to get back to my TARDIS as soon as possible. Plus, I look quite silly in this hoodie. And why did we leave the building in the first place?"

"Oh, I'm sorry," said Telperion forcefully, "but I thought some obvious tourists would like to do a little sight-seeing while they were here. Besides, I thought we'd lose them if we got out of Olympus, but apparently not."

They walked out of the store and tried to make a beeline for Telperion's waiting Xenos when they noticed the four priests lying in wait for them not far from the entrance. "Everybody MOVE!" bellowed Telperion; the crowd immediately parted for them. The king, Rose, and the Doctor sprinted for the spacecraft, with the priests close on their tails; luckily, they didn't seem able to keep up with their prey. The three were almost to the ship.

"AAGGHHH!" Telperion suddenly collapsed onto the ground and went into spasms. The Doctor screeched to a halt and turned to help him. "Help me, Rose!" he yelled. The two grabbed Telperion under the arms and dragged him to the ship; however, in the process, the Doctor had unknowingly uncovered his face to the curious crowd. The priests were now distant, but they were gaining. The Doctor slapped the king's hand onto the scanner, unlocking the doors. Rose and the Doctor got him into a passenger seat, but now there was no one to fly the ship. The priests were getting closer.

"Rose, you're going to have to get in the cockpit!" said the Doctor. "I have to help the Ahkbar here! Get in there, quickly! He can talk you through the flying process."

"But…" protested Rose.

"JUST DO IT! We don't have time!"

Rose jumped into the cockpit and closed and locked both doors. She was relieved to find only a few buttons and levers on the dashboard, but she still was nowhere near able to fly the ship. "How do I get it off the ground?"

"Pull the lever on *wheeze* the far left, and flick the first two switches *gasp* closest to the central joystick!" stammered Telperion, who was still in spasms.

Rose quickly followed his instructions, but the engines weren't warming up quickly enough; the priests were now clawing at the spacecraft. "What do I need to do now?!" she whimpered.

"Unghh…" Telperion couldn't respond. The Doctor quickly performed chest compressions. "Try to activate autopilot and set the destination for my parking space…no, the top of Olympus!" he replied when he could speak again. Rose frantically set the autopilot, but the Xenos's engines still weren't ready; the Head Priest had by now climbed onto the cockpit windshield and was banging on it.

"Tell me what's wrong with you and what you need," said the Doctor to the hyperventilating king.

"It's…my…heart," he responded. "I…need…to calm…it…down."

Just then, the ship roared to life and rose off the ground. The Head Priest just had time to slide off the windshield before the Xenos shot towards the Olympus building. Rose sank into the seat and breathed a big sigh of relief.

Meanwhile, the Doctor was turning the passenger area upside-down trying to find something to help the convulsing Telperion. He couldn't find any sign of a first-aid kit anywhere. "Wait…what's this?" He picked up and licked what looked like a bar of soap sitting on a little ledge behind the passenger seats. He suddenly started grinning from ear to ear.

"What…are you…so happy about?" grumbled the king weakly.

"Here, suck on this. It'll lower your heart rate," said the Doctor.

"After you've…been coating it…with your saliva? I…don't…think…so!"

"It's subterranean water snake wax! It's superb for its ability to slow one's heartbeat; I'm not sure why you'd use it for soap."

"Soap?" Telperion said confusedly as he put the bar into his mouth. "What's soap? I just…forgot I…had that."

"Well, do you bathe?" inquired the Doctor, wrinkling his nose.

"Not really," replied the king. "What?" he cried, seeing the look of disgust on the Doctor's face. "We don't stink…like you do. The sand is…pretty much…all we need." He had stopped convulsing by now.

"Are we almost there?" asked the Doctor as he pulled off Rose's hoodie.

"I think so," said Rose over the intercom. "We're awfully high up…way higher than the clouds. We're level with the peak of Olympus."

"Okay," said Telperion, who had finally gained enough breath to speak normally. "Don't worry about landing, the ship can do that itself. Just remember to turn everything off and make a run for the dome! It's cold up here!"

Everyone scrambled to get out once the ship had landed on a ledge hanging past the lip of the dome (and everything had been turned off). The frigid air immediately hit them, and they hurried to get inside the dome. Telperion found a hand-reader on the glass, but when he scanned his palm, the dome wouldn't open. "The priests must have disabled it!" he cried. "I can't get in!"

"Try your other hand!" shrieked the Doctor. "They might not have disabled that one!"

The king tried his left hand, and, fortunately, a door in the glass slid open; the three rushed in and were greeted with the sight of a massive crowd of Exertians. The entire mass fell to its knees upon the sight of the Doctor.

"Oh, no…" gasped Rose. Then she saw someone rise over the rest of the crowd: the Head Priest. Two guards grabbed the Doctor and dragged him up to where the priest was; two more grabbed Rose, and a third pair held Telperion against the dome.

"Citizenssss of Sssssilver City," hissed the priest over the crowd, "thissss…creature is not who you think it isss! It is an imposssster! And your Ahkbar, here, has been sheltering it!" The crowd gasped, apparently shocked by the news.

"Oh, no, he must've been seen down at the gift shop!" thought the king. "The priests told everyone where we were going!"

"Now, we didn't come up here jusssst to tell you this," hissed the Head Priest. He snapped his fingers, and a lesser priest brought him a silver axe. The two guards holding the Doctor held him down on his back. Telperion struggled to free himself. The Head Priest raised the axe. "We came to prove it!" He brought the axe down.

"NOOOOOOOO!" roared the king, ripping away from the guards.

The Doctor winced, but the blow never came. He opened his eyes to see the Head Priest on the ground underneath…the lesser priest.

"Why, you traitoroussssss bassstard!" shrieked the Head Priest.

"You don't have to kill someone to prove they're not a god!" shouted the lesser priest.

"True…but I can still kill you!" The Head Priest rolled over on top of the lesser priest and, before anyone could stop him, broke the lesser priest's neck.

The guards let go of Rose and grabbed the Head Priest. Telperion stepped out in front of the crowd. "Citizens, it is true that this man is not, in fact, the fabled Exodus; however, he is the last member of a great race of intelligent species…the Time Lords!" Once again, the crowd gasped. "The Time Lords were an awesome people, and as Ahkbar I wouldn't allow the slaying of any of them, let alone the last one. I hereby declare the Time Lords a protected species!"

The crowd was silent, still in shock. Then, one by one, they started clapping, until the entire dome was filled with applause. "Take this murderer away," Telperion ordered the guards. They dragged the hissing and squealing Head Priest into the courtyard elevator and descended into the heart of Olympus.

The Doctor got onto his knees and bent over the body of the lesser priest; he closed the dissenter's eyes. He then turned to one of the lingering guards. "There are two more priests involved with the Head one," he said. "They haven't killed anyone, as far as I know, but I'd look for them if I were you. Just saying." He turned awkwardly away to face the king.

"Any chance you might be doing a little more sight-seeing, Doctor?" joked Telperion.

"Eh…probably not this minute, considering that I almost got killed just now, but we'll try to come back," replied the Doctor.

"Don't get yourself killed before you do!" shouted the king as Rose and the Doctor made their way to the TARDIS, waving as they walked. Telperion watched as the blue box gradually disappeared. The crowd began to dissipate, and the Ahkbar strutted back to the throne room.

Nobody saw the hooded figure standing behind one of the small buildings. It walked over to where the dead priest lay once the crowd was gone. It bent over the body and lifted its hood to reveal a humanoid head…with brown eyes and pointy brown hair…and a face that looked incredibly familiar…