Author's note: My very first Adult fic (well, one of many but I get nervous posting them.) Be kind with your reviews.

Summary: My Alternate Universe version of Last of the Time Lords, not much in the plot line going on, more along the lines of smut, with a side of slight plot.

Full list of Characters: Martha, Jack, Simm!Master, Ten.

Warnings!: D/s, Oral sex, Gender swapping, don't like? Don't read, and if you do? enjoy!

Martha had been summoned to the Master's chambers onboard the Valiant, she couldn't think for the life of her why, she wasn't escorted either which she found strange, she was thankful and worried at the same time when she saw that the Doctor wasn't in the cage he was usually kept in, or in the tent.

She walked to the Master's bedroom and knocked.

"Enter Miss. Jones."

When she opened the door she wished she didn't, sat in his leather desk chair was the Master, jacket off, sleeves rolled up, with his trousers undone and at his feet was a brunette woman sucking him off.

"Ah Miss. Jones, what took you so long?"

"I'm here now, is this what you wanted me for? To witness this poor woman on her knees?"

"Oh no, you see Martha...she's very good, just as she's always been. You see Martha, when I aged the Doctor I—"

Martha didn't let him finish.

"You killed him didn't you?"

"Oh heavens no, he's far more valuable alive, besides according to some people namely the whore at my feet I could never bring myself to actually kill him...now I've forgotten what I was saying?"

Martha felt sorry for the woman who had been degraded to this hedonistic act for a man with a way too big ego, she didn't even know who she was.

"Who is this poor woman?"

The Master chuckled.

"Ah yes that's what I was saying, see if I had the Doctor's biological code to age him or de-age him I can make him look as old as I like or as young as I like, I could even put him back inside the loom if I wished, see with power like that over his DNA...well the freak raised this point before I decapitated him yesterday morning, nothing like a morning kill is there? If I could diddle with the Doctor's DNA to age and de-age him then what else could I do, so I went to my lab and I designed another little surprise using the Lazarus Technology, I altered a few bits and bobs in it and created a master piece."

Martha sighed.

"Your ego astounds me."

"Thank you, so aren't you going to ask what this master piece was?"

She sighed again.

"Fine, what is this master piece?"

"Do you like guessing games Martha?"

He said this without looking at her, just idly stroking the brunette's hair as she swallowed him whole and then pulled back up only to be pushed back down.

"Stay there you whore, keep going until I tell you to stop."

The woman managed to take a hurried breath before her mouth was too full to take another one.

"Just tell me and let that poor woman go."

"Nah, she's too good to let go, see how easily she obeys, I've tried this with humans, they can never quite stay there long enough, and they always suffocate on me. Right anyway I'll get you to guess anyway...It seemed to me what the freak was saying was if I could fiddle with the Doctor's body that much to make him young or old or even kill him then what else could I do to his body, I could never resist a challenge so I made something and incorporated it into my laser screwdriver, I tried it out this morning and low and behold it worked."

"I'm still not following."

The Master twirled the laser screwdriver in his hand and chuckled, he took a fist full of the woman's hair.

"Okay, so think about it, if I could age and de-age him with the original technology, what could I do with this new piece of technology? Hmm...I could say...Ooh...I dunno, change his sex."

He yanked the woman who was sucking him by her hair and threw her to the floor, her head smacking the bed post.

"Now are you following me?"

Martha looked at the woman on the floor whose lips were puffy and only slightly blue.

"Oh my god."

"Oh well done Miss. Jones, but you have to agree what a master piece she is."

"You are sick! When you were made your parents should have thrown you in the bin and started again."

Martha ran to the Doctor's side, he was panting furiously trying to regain his lost breath back.

"Doctor are you alright?"

"I think you'll find Martha that he is quite incapable of speech. He talked too much and with the high pitched voice it irritated me so I made sure to shut him up."

"Master what have you to gain from this? Return him to his normal body and leave us all alone. You've taken over the Earth what more do you want?"

The Doctor looked up at Martha and shook his head, attempting to warn her not to ask the Master that fateful question.

The Master grinned.

"Why I'm so glad you asked, Doctor will you get the door please?"

The Doctor tried to resist, but since he had been changed to a she, his mind had been altered by the Master to be more susceptible to suggestion, so when the Master asked him to do something it came with an extra helping of hypnotism and he was futile to resist no matter how much he wanted to.

The Doctor looked at Martha with teary chocolate brown eyes and made his way to the door, when he tried to stand the Master tutted.

"No, no Slave, crawl."

Back on his knees the Doctor crawled to the door and locked it, Martha looked at the Doctor who looked apologetic, she could vaguely make out the mouthed words 'I'm sorry.'

"Sorry for what Doctor?"

The Master stood up while Martha had her back towards him, he gripped her around the waist and pinned her arms to her sides in the process.

"Martha has anyone ever told you the first rule of war?"

"No, and I suppose you're going to tell me now."

"Yes I am, lesson number one, never turn your back on an enemy."

Then he chuckled.

"The Doctor learnt that the hard way, the very, very, very hard way, didn't you Doctor?"

The Doctor nodded in agreement. Even in this female state he still remembers the pain of being torn into like a present at Christmas. He also remembers the shame he felt as even though it hurt like a knife wound he still enjoyed it.

"Still though Martha I didn't really have to turn him into a woman."

"Then why did you?"

"The power of course, I have that much power over him and all he did was sit there as I did it, if you exclude the thrashing around he seemed quite pleased with the arrangement, after all a nice wet pussy is not as painful to be fucked than a dry, tight ass, even if I do enjoy watching as his arse gapes so prettily around my prick even I have my weak spots."

"Master you are a sick and twisted freak."

"Yes, yes Martha I've heard that all before, it's starting to turn into a compliment."

"It's true, you won't get away with this."

"I already have, oh I know, would you like to know a secret about your beloved Doctor?"

Martha didn't want to admit that she was intrigued to what this secret could be.

"Go on then, although knowing you you're probably going to make it up."

The Master chuckled.

"If that's what you choose to believe. Right so here it is, your beloved Gallifreyan hero here is a whore."

Martha shook her head and scoffed.

"You're a liar."

"Yeah I thought you'd say that. But it's the truth, as I was saying earlier I didn't have to turn him into a woman, I chose to do that just to prove I am better than him, that I hold all the cards, that I can do whatever I like to him and he can do nothing. Not because he can't, but because he won't. So back to this secret."

Martha shook her head.

"You're lying, there isn't an honest bone in your body. Anything you say I'm not going to believe."

"Fine, suit yourself. But the truth of it is Martha that if I ever wanted my cock sucked all I have ever had to do is ask him, and he's on his knees in seconds, mouth open and waiting for me. How'd you feel about that?"

Martha could say nothing, she didn't want to believe him and she knew she shouldn't, but the look on the Doctor's face told her that the Master was indeed telling the truth, a mix of shame and embarrassment crossed his delicate female features.

"Doctor is that true?"

The Doctor looked up at his companion and nodded, thankful for the curtain of long brown hair that covered his watering eyes.

The Master chuckled and held Martha tighter, so tight he cut her air supply off.

"Such a fun secret isn't it Martha? The mere thought of it makes my cock twitch. That he denies all his human companions who lust after him and falls in favour of me. That's all he's ever done, when he needs his arse filled he comes to me, he falls to his knees and he begs me and oh he begs so nicely, those big soulful eyes looking up at me as he begs me to fuck him into oblivion, to hurt him, to absolve his sins."

He chuckled and threw Martha down.

"Doesn't it make you feel proud to be a part of that?"

Martha refused to look at either Time Lord, the man she had loved more than anything in the entire world not only turned out to be gay but turned out to be a whore to the man who had kept her family captive, killed Jack over and over and hunted her down like a dog, it made her feel sick to be called his companion.

As a final kick in the ribs the Master walked to the Doctor and hoisted him up off of the floor, he dropped him down and grabbed his left wrist and shoved it in front of Martha's face, this close it was blurry but as her eyes focused she could see a band of silver scattered with tiny diamonds glimmering on the Doctor's ring finger, her mouth opened and she looked up at the Doctor who noiselessly sighed as he realised she'd seen it, the Master added the first ounce of noise when he laughed and then spoke.

"How does it make you feel that even after all this he still said yes."