A/N: Hello again… part 3 of my series- now we're gonna meet some giant bears! Oh, the adventures…

Summary: I've sung with plants and argued with birds- this time I'm going to the Mist System- home to the giant armoured bears of the Western Galaxy…

Four: The Mists

Rose

Ice. I love it- ice, art and fluffy things are my favourite things. Oh, and chocolate. But chocolate is a given; so ice, art and fluffy things are my top three. So for my next adventure, I wanted a bit of all three.

"So you want- frozen water, Leonardo daVinci and… teddy bears?" The Doctor repeated slowly. "Well, you'll be pleased to know your place at the funny farm has been booked."

Rose tilted her head at the Doctor's jibes. "What, and yours hasn't?"

"Hey, I own the farm, lady- don't insult me!" He crowed, grinning. "And you have to admit, that's odd, even for my standards."

Rose snorted. "Oh, sure."

The Doctor didn't seem to hear her. "Well, let's be off," He cried as the TRADIS jerked and threw them around. "Frozen Leonardo Teddies await!"

* * *

"Rose, welcome to the Mists." The Doctor announced, throwing open the doors, wincing at the cold air. "Brr, that's a bit…woo!"

"Y-you c-c-can s-say that ag-gain!" Rose managed through her chattering teeth. She hugged her arms closer to her body, crossing them tightly over her thin t-shirt.

"Oh, go and get changed, you melon." The Doctor said absent-mindedly, failing to notice Rose's fierce glare. "Just don't take all day- I know what you females are like- such ditherers!"

"I'll give you dithering." Rose muttered, but it was too hard to stay mad at him, and finally she gave up and smiled- he grinned loopily back.

"There's my non-melon Rose!" He cried with delight and swept her into a choking hug.

"Yes, and non-melon Rose needs to breathe, Doctor!' She huffed at the lack of air. He let her go apologetically. "Now, I'm going to change- or at least put on a coat." He winked.

"There's a lovely blue one in the cupboard that will match your skin complexion and is fitted to compliment your figure."

Rose lifted her eyebrows. "What are you, Gok Wan?"

"Who?"

"Oh, never mind." She smiled and headed back into the warmth of the TARDIS. "See you in a sec."

* * *

The Mists System was like nothing Rose had ever seen- lying in the South of the Western Galaxy; it was a thin white belt hanging in space. It consisted of twenty-seven planets, each with one to eighteen moons in orbit. Or, in Ether's case, none- the biggest planet, Ether Gala, didn't have any moons- instead the other twenty-six were in orbit around it, as substitute.

"So this place is called Mist? Original!" Rose snorted and the Doctor nodded.

"Well, you could call it Fog, or Haze… or Smog, I suppose." He frowned. "Doesn't fit as well though, does it?" he mimed bowing to a guest. "Welcome, sir, to Smog!" He shook his head. "Nope, no custom at Smog." Rose shook her head at him and started walking, leaving him to talking to thin air.

Not that he would mind. The air would probably talk back. Thinly.

The ground underfoot was unexplainable to Rose; it seemed almost insubstantial at times. If she looked directly at it, it was ordinary and solid- but occasionally, on the periphery, she would see the solidness disintegrate and the earth became powderlike, as if the planet itself was made of mist. Like Selena, everywhere was covered in snow and ice- but there were no trees or plants that she could see, only the flat, white and grey plains in every direction, with several dark mountains looming behind her.

The snow was thick and heavy as she trudged through it behind the Doctor, hardly able to see him through the thick fur-lining in her hood- her vision was now permanently blotched with splodges of pure white and silver. She had taken the Doctor's advice and was now wearing the blue coat he had suggested- he had been right, of course; the coat suited her perfectly, and flattered her, which was always nice.

It was quite an eye-catching blue- a strong block colour with a white faux fur lining all through it; the fur also rimmed the hood, which was the cause of her blindness. She had picked out- with, again, the Doctor's wisdom- a set of olive green gloves and matching scarf. Coupled with her yellow-blonde hair, black jeans and striking red shoes, she looked rather like a block painting. But it was an effect she liked, although the clothes were not those she would normally choose.

"No matter, they are for weather, not fashion, Tyler!" the Doctor called from up ahead, making Rose jump- she could never decide whether she was just easy to read, or the Doctor could read her mind when he answered her unsaid thoughts. "Now, come on, there's a blizzard setting in!" Rose made a face at his back, and he stopped and turned back to look at her sternly. "And I saw that."

As ever, the Doctor was right- it began to snow a mere ten minutes before they cleared the top of a snow-covered hill- its existence only evident in the slope of the ground, as it was camouflaged effortlessly with the nearby snow-covered flat land- and a settlement appeared.

"We'll reach it in around five minutes." The Doctor said, pointing at it. He caught Rose's glare. "What?"

"Would it kill you to park it a bit nearer?" she hissed, shivering.

"Well, strictly speaking, no- but you never know who you're dealing with, do you?" The Doctor countered. "They might not react nicely to a honking great blue thing whirring away in their town square."

Rose looked at him. "Honking?" she repeated.

The Doctor grinned. "Oh yes! Honking's good for the throat- I think. Geese do it- it's good, good, good! You should try it some time." He added a quick, comical honk on the end for effect- it worked, making Rose giggle.

"Maybe later." She sighed, chuckling. "Oh you are a bizarre person, Doctor."

He clucked. "Best way to be!" He cried as he bounded forward, disappearing in a flurry of snow. Rose shook her head at him and followed at a slower, more careful pace.

Precisely four minutes later, and Rose had to stop again. She looked up at the gigantic castle thing in front of her in awe.

"Wow." She murmured, and it really was. It was rather like the ice-castle from Narnia- the entire structure was made of glass or ice, or some other transparent material that shone like crystal. Its turrets were jagged and ripped, as if some colossal hand had snapped of the smooth edges, leaving the splintered end behind. Almost the whole front was occupied with a towering, crystal gate- as Rose watched it, craning her neck and giving herself neck ache to see the very top, it began to lower, as if some unseen force was welcoming them in.

"I think we're expected." The Doctor grinned, stepping backwards nonchalantly as tons of frozen ice slammed into the snow- sending it up in white flurries- mere centimetres from where his feet had been. Rose stared at him blankly, and then shrugged. "Let's go say 'ello, 'ello." He chuckled.

"We're not policemen, Doctor." Rose muttered, and the Doctor shot her a serious but playful look.

"We, um, could be." He argued, and then laughed, giving her an appraising eye. "Nah, you're not serious enough to be PC Plodetta."

* * *

They were welcomed by a young, pale-skinned girl dressed in an inky-blue robe. It was slung casually around her thin frame like a sheet and tied at her middle with a fine silver, tassled belt- to Rose it resembled something much like a Roman toga. The girl looked human at Rose's glance- she was extremely pale- but white, not a milky-pale, with blue-black, shoulder-length hair. Her ice-blue eyes matched the jewelled necklace around her neck. She introduced herself as Caie, Daughter Keeper of the Second Viea Court. Rose noticed, when the girl reached up to adjust her dress, that she had black tattoos running over the skin like water on her hands- the palms had an unfamiliar symbol on them, which intricate tendrils of ink broke away from and curled around her fingers like snake tails. More tendrils travelled up from her wrists, twisting around her arms and stopping at her elbows.

The Doctor smiled warmly at her, but Rose noticed it didn't reach his eyes- there was a strange sort of disturbed pity in them instead. Caie either didn't notice or chose to ignore his expression, and instead turned to Rose.

"You are welcomed, Miss Tyler." Rose felt the Doctor shifted behind her- she flicked a glance at him and saw the warmth and pity had drained out of his expression- instead she saw a flat, cold anger that was quickly smoothed away as Caie turned to him.

"As are you, Gallifreyian."

The Doctor's eyes narrowed and his words were almost spat out at the girl. "Stop it." Caie's face held only childlike innocence, but Rose trusted the Doctor too much to be swayed by the look. She knew he wouldn't dislike such a person on first glance- he must know something she didn't, she thought as she watched Caie locked gazes with the Doctor with an almost predatory glint in her eyes. It flashed up and away before Rose could be certain, though, and after several seconds, the two relaxed and drew away from each other, the Doctor turning to Rose with his usual cheery grin returned. She immediately relaxed her tensed muscles, relieved to see it back on his face- she was instantly on alert if she saw the Doctor's smile gone. With one last, lingering look at Rose, Caie nodded and backed away, melting into the shadows until Rose couldn't see her anymore.

"Who was she, Doctor?" She asked quietly after they had remained in silence for several moments. He paused before answering.

"One of the cult of Gilia." He replied. "A highly religious race bent on converting everything to their cause- they are known throughout the universe for their history. Mass suicides, political statements, strikes and protests you name it, they've done it- they'd be left alone if they were harmless, they'd just be another religion out there, content to believe what they wanted and to shut everyone else out.

"But the Gilia Children are different- they manipulate, hypnotise and blackmail people into following their cult. They use old magic; back from the Dark Times- they're heavy into sacrifices and all that, all for The Greater Power." He said the words as if they left a bad taste on his tongue, and Rose frowned.

"A few sheep now and again can't be too bad though- a lot of religions do that don't they?" Rose asked, and the Doctor shot her a dark look.

"I didn't say they were animal sacrifices, Rose." He said quietly, his voice flat. Rose choked back a response- she suddenly felt sick. The Doctor noticed and she felt his arms encircle her shoulders. She clung to him tightly, grateful for the familiar weight and scent.

"It's okay, Rose." She heard him murmur, and she nodded into his shoulders. "You're fine, they won't hurt you."

"But how did they know who we were? Who I was?" She asked, feeling tears threaten to well in her eyes. She tried to swallow the fear that was suffocating her, but a fear tears fell and tracked tear-marks down her cheeks. The Doctor wiped them away and kissed her forehead.

"The inhalation of certain chemicals old magic produces grants them temporary telepathic skills." He explained, still holding her tightly, as if reluctant to let go. "Allows them to slip past ones mental barriers and see the upper layers of mental consciousness, where memory is- didn't affect me, but everybody knows who I am anyway!" His remark made her smile and she drew away from him, laughing quietly. He grinned at her.

"Come on, let's go see some ice-arty teddy bears." The Doctor grinned, pulling her through the frozen corridors. Rose couldn't understand his sentence, but she didn't care- she was just concentrating on not falling over as the Doctor pulled her along.

She was concentrating so carefully, in fact, that she didn't catch the flash of ice-blue eyes from the shadows, or the pale skin that caught the light, the black patterns on it glinting like shark eyes.

A/N: Ooh, the suspense! Oh well next chapter up in a bit, guys! (And Gals.) As always, of course everything is the DW people's, except the Gilia Children and the Mists System. They're mine so no stealing!