Warning: If you have not read Chapter 14 of LovelyAmberLight Reality, STOP, read it first, and then come back and read this. You have been duly warned. We will be very distressed if you haven't for this has a spoiler from that chapter.

Nine rushed back into the console room with the details of the scans he took of Lilly only to find the area empty. He was disturbed that she hadn't followed his indication to follow him into the hallway but Lilly was so naturally curious and he had only been gone a matter of minutes. Did she get lost in the hallway? Lilly would know the ship by now but then it was utterly dark and if he had the habit of going rather quickly in pace that she might have strayed behind.

He searched the corridor finding nothing. Was she with Sara and Rose? He pondered the situation for a moment. He immediately went looking for them finding the girls still in the wardrobe room.

"You two," He called out grimacing as Sara tensed. What did he do to her? He hoped that this future incarnation was a dimensional duplicate. He couldn't imagine treating someone in such a way where his mere presence brought about such a traumatic response. When his infirmary was fully functional, he would do a proper examination to see exactly what he was dealing with. He relegated his voice to a softer tone. "Either of you seen Lilly?"

Sara looked at Nine alarmed. "She's not with you?" She shook her head frantically. "She said she was going to give you your sonic." Her mind started to churn.

"Just relax." Nine said. "She did. Just can't find her."

"What d'you mean?" Rose asked. "She's still in the TARDIS, yeah?"

Sara could see the tension on his face. If he's here then where's- "Where's Ten. Where's the other Doctor?" She demanded and from his expression, she suddenly knew. "He's gone isn't he?" Her heart began to pound. "He took her."

"What?" Nine's face seemed to darken at the notion. "Told him she's my responsibility. He wouldn't-"

"He would!" Sara exclaimed. "He kidnapped me. Chased me down in London, blamed me for Christina's death, for Ade-" She cut herself off, not wanting to cause a paradox or mess up this Doctor's timeline. He still had a chance to make it right as far as she was concerned. "He wrestled me into the dirt and forced his way into my mind. It wasn't the only time. " She swallowed. "You don't know him, what he's become." A stray tear trickled down her face.

"We'll just have to get her back then, won't we?" Nine said gently as Rose put a comforting hand on the girl's shoulder.

"No." Sara knew what she had to do and it devastated her but she wouldn't allow for Lilly to suffer. She had already seen one friend die. She would give up any notions of freedom before seeing that happen again. "I'll turn myself in." Her hands trembled. "He'll let her go. "

"Not happening." Nine was adamant. "Will think of something. Always do."

"This is my mess." Sara closed her eyes attempting to summon the remnants of her courage. "I need to clean it up."

Nine was readily amazed to see a human willing to make a sacrifice for someone she only just met. It was moments like these that reasserted his faith in the human race when they exhibited genuine kindness, so much like Lilly and Rose but he made a promise and it would go against his very principles to implement such a trade. The thought of him allowing such a thing struck him as cowardice.

"I said 's not happening." He put a gentle hand on the girl's shoulder and her eyes flew open. "Made you a promise, didn't I?" He smiled at her. "Intend to keep it. You're not going back there."

Besides, wouldn't work. He knew himself a little too well. His future regeneration would be anticipating that and then he could get his hands on both girls. He wasn't about to lose either Lilly or Sara. He just needed to out think himself.

When Lilly awoke she found herself laying on one of the beds in the TARDIS infirmary. There was a gentle hum in the background, and the smell of disinfectant in the air.

"The power's back on," she said to herself, thinking she was on her own TARDIS, and wondering why she was in the med bay.

"No. We're not recharged yet. I put in a back up system after ending up stuck in a parallel universe once before." Ten stepped into view, adjusting some kind of gizmo in his hands. He looked up at the lights on the ceiling. "I just had to activate it to get it to kick in. It's not enough to travel anywhere..." His gaze fell on Lilly. She'd sat up, and scrambled back from him. "...but it's enough," the Doctor continued. "She should be finished recharging in no time." Ten looked at how Lilly withdrew from him. He raised an eyebrow, and the corner of his mouth gave a little smirk. "Bit skittish are we?" he asked.

Lilly raised her fingers to the temple Ten had touched when he'd ordered her to sleep. "Why... Why did you do that?" Her voice trembled.

Lilly wasn't brave like Sara or Rose. She was naturally shy. And unlike her friends who would confront an enemy head on, Lilly would do anything to avoid conflict, only fighting when backed into a corner, and only stating her opinion when she felt like she had backup.

"I needed to scan you and my counterpart would never allow it. Seems I'm a bit stubborn that way."

"You could have asked."

"Yeah, I seem to remember asking."

"I would have said yes, if you'd asked again. I was already thinking about..."

"Oh, ho ho. Perhaps... perhaps eons ago I might have given you a second chance. But I'm so old now. I asked once. No second..."

"...chances. You're that sort of a man," Lilly finished his line feeling a sense of fear settle over her. This man was not like her Doctor.

The Doctor smiled at Lilly. "Now, that's interesting." He set the apparatus he was working on on the foot of Lilly's bed before turning to face her. "That's something you and Sara seem to have in common. Repeating others before we speak. I ran into another creature who could do that, trapped on a bus on the planet..."

"...Midnight," whispered Lilly. Her brows raised in confusion. Why wasn't she keeping her mouth shut? Why was she finishing his sentences? "You were traveling with Donna, but she didn't go on the bus with you. They were going to throw you off the..." Lilly covered her mouth with both hands trying to get herself to stop talking. "What have you done to me?!" she asked through her hands.

"It's a side effect of one of the chemicals I had to give you for one of your scans to work. Pity it won't last. I suppose I could give you a second dose, but I don't know if your system could handle that. From what I've seen of humans, it looks like it would compromise your immune system, amongst other things. It probably wouldn't be a good idea to add any more stress to your already taxed physical structure. Who broke your arm, by the way?"

"The Doctor," Lilly answered through her hands.

Ten raised his eyebrows in surprise. "And why did he do that?"

"He fell and I..." Lilly stopped talking. The uncontrolled answers stopped. She let out a sigh of relief, and smiled before uncovering her mouth.

Ten frowned. He glanced at the ground for a moment, put his hands in his pockets, and rocked back on his heals, blowing out a breath of air as he did so. He had to be careful with Lilly. He knew. If he played his cards right, things could work very well in his favor.

"I'm sorry," said Ten. "I'm sorry that happened. I guess it's a good thing I was there to help you."

"What happened to you?" asked Lilly. "You shouldn't be like this. You're not supposed be..." She didn't want to offend him. "...not nice?" she finished.

"How do you know?"

Lilly didn't answer.

Ten pursed his lips. "I'm going to be clear. And I'm only going to say this once, so listen up. You are going to answer my questions quickly and honestly. You will hide nothing from me. And trust me. I'll be able to tell if you're not being honest. So, don't even try. If you lie to me, or refuse to answer my questions, I'll go inside your mind and find the answers myself. Either way I'm going to find out what's going on. The choice of how comfortable for you that will be is up to you." He looked pointedly at Lilly. "Do you understand?"

Lilly looked at her hands. She was scared, so scared. "We have a deal. The other Doctor and I. We have a deal to always tell each other the truth."

Ten looked at Lilly with surprise. Why would he ever make a deal like that?

"There are some exceptions. Like...like if the truth will cause a paradox or get someone killed. But other than that we tell each other the truth no matter how much it might scare or hurt the other person's feelings."

Is that why his ninth self explained why she was his ward instead of lying about it? Was it this deal she spoke of?

Lilly swallowed. "I'll answer your questions. But I won't cause a paradox. I won't be the cause of other people dying." She looked up at the Doctor, gritting her teeth, and giving him her hardest look, trying to make a show of bravado. "Am I clear?" she asked, trying to sound tough, but coming across a little soft.

Ten smiled. He smiled, and then he laughed. It wasn't a forced laugh, or a phony laugh. It was a real laugh, heartfelt and good. It had been... Well, he couldn't remember the last time he'd laughed like that. She was cute. The way she tried to sound tough, the way she tried to give him 'the look', it was down right adorable. It reminded him of that look his daughter used to give him as a child when he would tease her. Lilly looked on in surprise.

"I see why he likes you," said Ten when he finally calmed down. He was still smiling, and a little part of him softened for just a moment. But the moment past. And being faced with the very real possibility of Lilly or Sara altering his past enough to erase what he'd done to keep the universe alive pressed back down on him with more weight than he could carry.

His hardened look returned. And in what seemed like a blink of an eye, the Doctor moved to the side of Lilly's bed. He took hold of her arms and pulled her to stand in front of him. She tried to step back when his hands shot up to grab hold of her head, two fingers on each of her temples.

"No. Please!" Lilly's hands instantly shot up to hang onto the Doctor's wrists. She knew what this was. She remembered the 'final action' all too clearly. And even if he wasn't going to hallow out her mind, she recognized the position.

"It won't hurt if you don't resist."

Lilly felt the heaviness of his mind as the Doctor began to press himself against her, penetrating the very edge of her consciousness. He wasn't even to her outskirts yet. He was being gentle, a kindness for making him laugh.

"I said I'd answer!" shouted Lilly. "I said I'd tell you the truth!"

"You said you would withhold some things from me."

Lilly could feel the Doctor begin to press and slip a little deeper.

"You...You asked if I understood! I was clarifying. That's all. I was just trying to... Please. Please. Anything you want. Just don't do this. I'll tell you whatever you want to know. I won't hold back."

The Doctor paused to look at Lilly. Should he stop? It was rare that a human could handle the mind of a Time Lord beyond basic hypnosis and surface commands. If he continued, this might not even work. Still, it did feel good to have another mind pressed up so closely against his. And she might change her mind if he was to withdraw. Maybe he could just stay like this for a while. Lilly's mind felt nothing like Sara's. Sara's mind was strong, powerful. It felt like home. Lilly felt so very... human, simple, but he felt comfortable there nonetheless.

"Alright, Lilly," answered the Doctor. He didn't move or release his hold on her. "This is your only chance. We'll see how you do."

Lilly let out a shuddered breath, trying to hold it together. She was more frightened now than she'd ever been. Maybe it was the fact that this version of the Doctor was so dangerous. Maybe it was the fact that she was being threatened. Or maybe it had something to do with how this telepathy felt. The last time the Doctor touched her mind, he was angry. His touch reminded her of the pull of a magnet, and her mind felt like it was covered in a thick gel sucking at her when he'd finally pulled back. This time though, it felt different. There was no magnetic pull. There was no fluid-like sensation. It just felt... felt... intimate. Like the Doctor was about to take something from her, something no one should be aloud to touch.

Was this the difference between Nine and Ten? Had even the feel of their telepathic touch changed. Or was this Ten really not the Doctor at all. Maybe he was some kind of imposter. Whatever the reason Lilly was scared, properly scared of him. She could only imagine how Sara must have felt, being stuck with him for however long he'd had her. How many times had he done this to her? How many times had he threatened her? No wonder she'd seemed so beaten. She must have been an incredibly strong willed person to survive this Doctor at all. Maybe it would have been better if Rose hadn't saved him on Satellite Five.

"What do you want to know?" Lilly's voice shook.

"Everything," he answered. "Start at the beginning. How did you meet me? Where did you come from? What are you? Everything."

"Ok. Ok, it's starts off with a paradox."

The Doctor's eyes widened. And Lilly started telling him how she found herself standing in a pizzeria watching Rose and a phony Mickey across the room. She didn't hold anything back. Every worry, every thought, every moment she was afraid she was about to die, or she'd cause someone else's death, she shared it all. And even though she was terrified, even though his hands were holding tightly to her head, and she could feel his mind hovering over her, it felt good to finally be able to share all her secrets. It was liberating to let it all go. Every time she cried, remembered her fear, or rejoiced in the beauty of something the Doctor had shown her, it showed in her features. And Ten felt what she'd felt. He lived what she'd lived through her feelings.

By the time Lilly reached the part of her story when the ninth Doctor decided to preform the final action, Ten withdrew himself from Lilly and stepped back.

"But... That's illegal." Ten's voice was full of astonishment. "The 'Final Action' protocol was deemed one of the most barbaric practices ever conceived by a Time Lord. Why would I ever...?" Something didn't make sense here. "I know I'm firm," said the Doctor. "I certainly don't have as much mercy as I used to. But I would never..." Ten clenched his jaw. He had a few questions for Nine.

"He didn't do it," defended Lilly.

"Obviously."

"He...He gave me a second chance," Lilly made her point. "And... I gave him a second chance too. We've been friends ever since."

"Right," said the Doctor. "Don't try to manipulate me, Lilly."

Lilly swallowed, and wrapped one hand around her wrist for comfort. She was grateful; at least he wasn't touching her anymore.

"Continue," ordered the Doctor. "Tell me the rest."

Lilly went on with her story. She told him about Nine's promise. Ten smiled when he'd learned Jabe survived.

"I always liked that tree," he commented, taking note of the differences in how he remembered events.

There was a look of awe on his face when Lilly told him about how she and Rose sang for the Earth's funeral, and a look of grief when she described how Nine explained how to deal with death during their trip back to modern London. She told him how excited Nine got at the idea of Lilly traveling with him. And Lilly explained her concerns about Nine not traveling anymore.

"I figured if he stayed on Earth, by the time he started traveling again, Rose would be dead. And without Rose, he wouldn't survive the daleks on Satellite Five. And if he didn't survive that he wouldn't be around to stop the reality bomb."

"You do realize you can't keep traveling with him. Don't you?" asked the Doctor. "You're changing events. You're rewriting my history."

"I know," said Lilly. "But he won't travel without me. And he won't leave me behind. I've done the best I can. I've tried not to change too much. And honestly, what choices to I have? He says he's not a fixed point, and he can travel with whomever he wants. He's a Time Lord. And I'm only human."

The Doctor nodded. "You...You've done pretty well, for a human."

"Do you believe me then?"

Ten nodded. "Most of it. I suppose from a human's understanding of time, you've been as honest as you can." He didn't believe she'd seen his life on the tele. There's no way that could have happened. But for some strange reason both she and Sara perceived time similarly. Maybe it was just the familiarity of a television telling stories. Maybe it had something to do with how the human brain was able to translate temporal information into something they could understand. Either way both girls had an understanding of things they shouldn't know. Both girls needed to be supervised, controlled.

"So..."

"So?"

"Can I... Can I go back to my Doctor now that..."

"No. You'll be with me from now on."

Lilly wrapped her arms around herself. He wasn't going to let her go.

"I'm sorry," offered Ten. "I can't allow you to rewrite my past. I might not remember you yet, Lilly Brooks. But I'm sure I will once time catches up to me. And when that happens, I'm sure we'll be friends again. In the meantime, your welcome to anything on my TARDIS. Find yourself a room. Eat what you like. The library is off limits for now." He still had to secure any books that might contain his name. "But any other room not locked, you're allowed access to." He took several steps to come close to Lilly, wanting to make his point. He looked down at his prisoner, power echoing off of him. Lilly would have stepped back away from him, but there was nowhere to go. She flinched when he reached down to run his thumb across her temple, making himself clear. "You are not to leave my Tardis without me. One chance. One warning. Am I clear?" Lilly nodded, not able to look away from his eyes. "Sara needs to be here too," he added.

"Sara needs to be here too," Lilly repeated his words.

"Right." Ten stepped back from Lilly, and headed towards the door. "Oh." He turned back to face her. "Thank you, by the way. Thank you for insisting I go back for Rose."

It would take twenty-four hours to fully recharge his TARDIS but there was enough power now to put it into lockdown mode as a safety measure. Ten may have Lilly but Nine doubted he would leave the parallel universe without Sara secured as well. It was one of those times when he should of trusted Lilly's instincts. Human intuition baffled him but how often had it been proven correct? Lilly and Rose's instincts with the Gelth and their true nature was accurate and he had argued against in his eagerness to assist them, which had profound consequences.

He remembered how upset Lilly was after she was forced to witness the death of Charles Dickens …he grimaced at the memory when she desperately begged him to save the author's life. But Lilly had tried to warn him that Ten shouldn't be allowed onto his ship. Whether it was her psychic power or her human intuition, he should have taken it into more careful consideration but he wanted to get a better gauge on future regeneration.

After locking the TARDIS down, he returned to find the two girls in Rose's bedroom and he was grateful for the moment that Rose had not left his newest ward's side. Humans, good instinct aside, were strangely unpredictable creatures especially when they had experienced a concussive series of traumatic events.

"Lettin' you two know, have to lock down the TARDIS for the time being." Nine informed them calmly.

Sara glanced at him panicked. It reminded her too much of when she had woken after being chased down in London after Adelaide had died. So he's going to imprison me anyway?

"Wait, why?" She asked quickly, her breath coming rapidly. Maybe this was a trick after all. They were still the same person.

"Need to keep you safe while he's out there."

"By locking me inside." Sara said flatly. She was retreating as her eyes just stared at him blankly. Had she really exchanged one prison for another? She trusted Lilly but in her way, Lilly was so innocent and didn't have the personal experience she encountered with the Doctor's future self. This Ninth version of the Doctor was several years removed from becoming the Time Lord Victorious but what if his path remained fixed? What if he didn't bounce back?

"Not the same, Sara." He sighed. "You need to trust me."

"He said the same thing." Shaking her head. "Look how that turned out."

"He's right." Rose said reassuringly. " 'S not the same."

"Says the big, bad-" she froze as they stared at her. "Sorry, just tired." She said covering for herself swiftly. Now could she be so negligent? Wasn't she usually so cautious about preventing a paradox? Erring on the side of safety? Of course, she made a mess of Mars by her concealment and the Doctor's curiosity of her aversion caused the disaster he was in. She knew she couldn't afford to make the same mistake with this Doctor and Lilly had told her he was very mindful of future information. Probably just as well.

"I'm sorry Rose." Sara found herself repeating. "I didn't mean anything. I'm just not feeling so great." It was a safe option. Rose might only think she was going to call her some form of a bad name rather then the paradox she represented.

" 'S alright." Rose smiled at her.

She saw Nine analyzing her with a somewhat critical expression although she had difficultly discerning his gaze. Sara found herself gritting her teeth with anxiety since she indeed almost made a minor slip but it wasn't a reference this version would know. Not yet anyway. Besides, she caught herself before letting loose the information so no harm done. What did he call Lilly? 'Time Sensitive'? Ten had only expressed that she was a possible weapon with her energy particles and future knowledge. It was a rather ridiculous title to call someone who had only ended up in their reality by accident and having the basis of their knowledge be derived from a British TV show. Ten had never negated her use of TV episodes as references when she provided insight into his future but after speaking with Lilly, she had to wonder whether he believed her at all.

"Infirmary should be up and running." Nine said. "Should get you checked out."

"Infirmary?" Sara repeated thinking about the two days she spent confined under the stasis field. This didn't sound promising to her at all and she couldn't help but wonder if she made a fatal error and upset him? Oh God. What have I done wrong? She thought desperately.

"Please," She started. "I'm f-fine." She shook her head as her hands trembled. "There's noth-"

"Will only take a minute. Promise." Nine said to her gently.

Sara nodded exceedingly reluctant taking a deep breath. If she played along, well, she had gotten out of a locked TARDIS before and she knew she had to somehow get back to Lilly. If she refused to cooperate with this Doctor at present then he could very well confine her to his sickbay or put her in that sleep room she took to dreading. She would then be helpless to take any measure of control and her inner practicality conveyed she had to keep all options open.

Slowly, she got up and started to follow him out in the corridor and down the hall. Suddenly, she was overwhelmed by a profound sense of dizziness more then she had ever experienced before. She watched in horror as her skin seemed to light with the diffuse glow that she once attributed to her imagination and she blinked rapidly to clear it. The glow nearly seemed to settle but her light-headedness would not dissipate and she put her hand out for support against the nearest wall.

"Woe, you all right?" He asked and she felt him take her arm but Sara couldn't think to respond, her throat constricted and she could sense something near her. Something she readily knew. A presence that exuded power that suddenly perpetrated the outskirts of her mind boring into her very skull. She shrieked in agony, clutching her head before her body gave way and collapsed.

She was in the console room of the TARDIS and Sara glanced around, feeling perplexed. How did I get here? She vaguely remembered being in a hallway or possibly in Rose's company until the details became to blurry to decipher.

"Sara."

She turned around seeing Lilly and her eyes widened. "Lilly. Are you okay? What did he do?"

Lilly appeared to look frightened as she glanced around her surroundings. "He's in-" She couldn't seem to continue her sentence. "You need to come here too." Her voice had a slightly dull edge to it.

"Come there-?" Sara at once understood. "He wants me back." She said flatly.

"Very good Sara," Ten affirmed as he made his way down the stairs. "I must say I have missed the feeling of being inside your mind."

Sara felt sick. "You don't have to do this." She glanced at Lilly. "What did you do to her?"

"Nothing permanent." He paused. "Yet."

"You brought her mind in here?" She asked. Ten said nothing. "What the hell is wrong with you? Oh wait, you're sick. Stupid question."

"No less then what was done to me."

"What was done to you." Sara repeated. "Did I invade your mind and forget?" She flung up her hands. "Oh right. I'm not a Time Lord. I'm human. I can't."

He only gave her a hard stare. Lilly remained quiet through their exchange. This is my fault. Sara's guilt was tremendous. It was she who had run bringing Ten in her wake allowing him to take Lilly in her stead. If she had stayed where she was, none of this would have happened.

"Look, ok, you win. I'll get out. I'll come back." Sara assured him. She had done it before and Nine wouldn't necessarily expect it. "But if I do, you let her go. That's the deal, right?"

Ten smiled at her indulgently. "That's the deal." He repeated. In the back of his mind protected from Sara's thoughts he knew every word was a lie. He had to manipulate Sara, get her to return to have both girls. His earlier self wouldn't have prior knowledge of Sara's foresight of escaping the TARDIS. He merely told him that Sara contained energy particles that could endanger the universe. If he thought Sara was time sensitive too…well, it didn't matter. Sara was intuitive and reckless. He knew her far too well.

With that thought in mind, he pulled himself out of Sara's mind and left.

Sara awoke to being carried in Nine's arms. She saw the worried expression on his face and noticed how quickly they were moving through the corridors. Was he running? Normally Sara would have objected to being carried, but after what had just happened... What happened? After whatever it was that had just happened Sara knew she was too weak to stand on her own. She didn't even have the strength to lift her head from off Nine's shoulder.

"NO!" shrieked Sara when she saw one of the beds in the infirmary. Adrenaline flooded her system, and she found the strength to begin fighting her way out of Nine's arms. Nine was so surprised at Sara's outburst and subsequent physical retaliation; he'd almost dropped her. He had no idea a flashback of being trapped on one of the med bay beds was racing through Sara's mind. He had no idea the infirmary was one of the rooms Sara felt the most frightened of. Between being bound to one of those beds, unable to move, for days, and being at the mercy of Ten's continuous examinations and tests, this room, this laboratory was as close to what Sara could imagine hell was like. She was on her feet now, and pulling away from Nine who had a hold of one of her forearms.

"Please!" she shouted, tears starting at the corners of her eyes. "Please! Don't hurt me! Don't put me in there! No tests! No examinations! I didn't do anything wrong! I didn't run from you! You don't have to strap me down! I didn't break your rules! I'm sorry! Whatever I did, I'm sorry! I didn't mean to! Pleeeeease!" Sara's last plea was broken into a sob.

Nine's eyes widened in surprise for only a moment before his features darkened into an anger like no other. Time itself seemed to ripple in waves coming off of the Time Lord like heat waves rippling off a car in mid summer heat. The fury coursing through him would have caused Rassilon himself to flee in terror. But his fury wasn't for Rassilon. It was for himself. What had he done to this little girl, this child not even fifty years old? Just what kind of monster was he destined to become? Instantly recognizing the panic Sara was in, he moved, pulling her into the corridor they'd just left. He wrapped his arms around her tightly. Pulling her into his chest, he hugged her.

"'S alright," he soothed. "You're safe." His voice was soft as she struggled against him. "No tests. No exams. Didn't do anything wrong. Don't have to go in there." He spoke his words quietly just above her ear in that special tone he knew had a calming effect on humans. Finally, she stopped struggling against his hold. "Shh-sh-sh. I've got you. Promise. You're safe," he tried to comfort her when she started to cry. Her whole body shook as she sobbed into his shoulder. And instead of fighting to get away from him, she began clinging to him like he was her last hope. He didn't release his hold on her, and her whole body trembled in response to the emotional terror she'd just faced as she cried. Tears of empathy came to the Doctor's eyes, one of them escaping to trickle down his cheek.

What about Lilly? he thought. What could he be doing to her right now? If this is what his future self had done to Sara, obviously a human with great self-determination, how could Lilly survive. She already had a tendency to be more timid than any other companion he'd had. How could she possibly maintain any sense of self, if he was doing anything to her like what he'd done to Sara? The Doctor clenched his jaw. He had to get Lilly back. He had to get her back now. There was no time for gathering information, for learning what the future incarnation was like from Sara like he'd planned. There was no time. Lilly couldn't wait. And there was nothing that could stop him from rescuing her.

Maybe this is how I'll die, thought the Doctor, thinking about the measures he might have to take to get Lilly back. Temporally displaced suicide. It was better than the alternative. It was better than letting himself harm his companions.

Sara's trembling stopped. Nine relaxed his hold on her, but she continued to lean against him.

"What's the matter?" asked Rose as she caught up to them, breathing heavy from running. The Doctor hadn't waited for Rose when he'd run Sara to the infirmary. "'S she alright?"

Sara stepped back from the Time Lord, and used her hands to wipe the residual tears stains from her cheeks. She took a deep breath.

"Sorry. I don't know why I..."

"It's alright," the Doctor cut her off. He turned to face Rose. "Do you remember where the deadlock switches are in the console room?"

"Yeah."

"Good." He pressed his lips together, then sighed. "I'm going out. Got to get Lilly back. I'll deadlock the TARDIS on my way out. Need you to let us back in. Understand?"

Rose looked at him, concern on her features, before answering. "Alright."

"Might be in a bit of a hurry too. Need you to be Johnny on the spot."

"What's the matter?" asked Rose.

"Think Lilly's in trouble."

Rose nodded her understanding, and the Time Lord didn't wait for any further discussion. He ran.

"Get to the console room fast as you can," he called out from down the hall.

Rose smiled at Sara before bringing her eyebrows together in concern. She reached out to put her hand on Sara's arm. "Are you alright?"

"Yeah. It's just..." Sara looked down the corridor where Nine ran. "He's different. He's so different from my Doctor. It's like... It's like he's a different man. Isn't it?"

Rose looked quizzically at Sara. A different man? "Well, yeah," answered Rose. "They might have the same name, but... Why would you think they're the same ma...?" Rose thought about her own question. "The Doctor, my Doctor, asked your Doctor, 'how long until I'm you?'" Her hand shot up to cover her mouth. "No. Can't be. How could they possibly be the same? That's not makin' sense."

"Time travel," answered Sara. "You weren't supposed to find out until he died."

"How do you mean?"

"Time Lords... they..." Oh, how much should she say? "They're shape changers. Sort of. When they die, they change. My Doctor... He's your Doctor, but from your Doctor's future. I'm sorry."

"Kaaaay." Rose nodded, unsure exactly of what Sara meant. She was sure the Doctor would explain it better when he got back. "C'mon. Doctor wanted us in the console room." Sara and Rose headed down the corridor together.

Lilly stood alone in the TARDIS infirmary shaken by Ten's words. She understood why he didn't want her to rewrite his past. She knew how dangerous that could be. There were several scenarios she could instantly think of where changing the smallest thing could bring about the end of the multiverse. It had been something Lilly'd been worried about ever since Nine brought her on board. Besides that, if she'd messed something up, if she'd done something that got the Doctor killed... She tried not to think about it. But she knew. Without the Doctor this universe wouldn't survive. And if this universe didn't survive. None of them would.

"I'll never see him again," Lilly said aloud, thinking of Nine. She knew the Doctor was supposed to be the same man. But after what just happened, it didn't seem that way. Lilly's bottom lip quivered, and her eyes teared up. She swallowed, and choked back her tears. "Quit it," she ordered herself. "It's fine. It'll be fine. He's still the Doctor. He's just going through a rough patch right now." Right now, thought Lilly. Where was this Doctor in his timeline? Sara said he'd just come from Mars. The next episode after Mars was...

"No." Lilly took in a sharp breath. The Master. It was that episode when the Master came back. She closed her eyes, trying to block out the world and with it her fear, for just a moment. "Should I warn him?" Supported on shaky legs, Lilly headed towards the console room and the Time Lord Victorious.

When Lilly cautiously entered the console room, the Doctor was standing several feet away from the console with something like the chameleon arch on his head. The apparatus he'd been working on in the infirmary was attached to it, and his eyes were closed. He stood completely still and quiet like he was in deep concentration. Lilly slowly approached him. She stood still, watching him for several minutes. When he didn't move or speak, her eyes glanced at the doors leading outside. Maybe... Maybe she could just leave. Could it be that simple? Were the doors unlocked? Truth be told, she didn't want to stay with this Doctor. He scared her. But how could she think about going back to her Doctor after what this Doctor said about altering his timeline. No. She knew. What one person wanted wasn't more important than the survival of the universe.

Lilly stood still for a moment more before she began moving towards the doors, curiosity getting the better of her. She just wanted to know if the doors were locked. Was she a prisoner here? Or was she his companion? Finally standing just in front of the doors, she turned back to see if the Doctor had moved. He hadn't. He was still concentrating on whatever he was doing. Lilly swallowed, and reached for the exit.

"One chance."

Lilly jumped and spun around quickly when she heard Ten speak. He was still facing away from her.

"I... I didn't leave," she said quickly. "I was just... I wanted to see... to look outside. That's all."

Ten reached up and removed the chameleon arch-like helmet. He turned around, and slowly gave Lilly a calculating stare. After a moment he nodded towards the exit. "Go on then. Have your look."

Surprised, Lilly turned back around. Hesitantly reaching for the doors, she pulled them open, and swallowed. There it was, the outside world, only a step away. She could smell the grass. She could feel the breeze, hear children playing, feel the sun on her face, and see the sky, the sky with the right color.

"You didn't come in here for that," Ten spoke, and Lilly turned back around to face him. He was watching her, hands in his pockets. "What did you want?"

"I...Sara said you went to Mars."

"I'm not discussing it," he turned to the console, leaving the helmet to hang, and began pushing buttons. The helmet began to retract into the ceiling.

"What is that?" asked Lilly. "What were you doing?"

"Talking to Sara," he answered. "I adapted a chameleon arch into a telepathic transmographier using a bilinear synaptic amplifier."

Lilly looked at the Doctor not understanding a word of his technical jargon.

"It's a phone," he explained, and started to smile. "A telepathic phone." It had been a long time since he'd had a companion who'd asked him questions. It was nice. Being able to show off a bit was nice. "I just asked her to pop over for a visit. She'll be traveling with us."

"Oh."

The Doctor's smile slipped. Lilly hadn't been impressed.

"I wasn't wanting to talk about Mars," Lilly brought the conversation back to what she came in for. "It's about the Master."

The Doctor turned his full attention to Lilly.

"I know you think he's dead. He died in your arms. But he's not. It's a trick." Lilly paused, taking in a slow breath.

"Go on."

"I don't know how much I can tell you without creating a paradox," she added. "But... I just wanted to warn you. After Mars, he comes back. He was wearing this... this green ring. And he had people set up to... to... I don't know what they do. But they use it to bring him back. Then the Ood call for you. They warn you about him."

The Doctor nodded in understanding. "Sara and I just came from the Ood."

"Oh," responded Lilly. "Then you already know."

"Yup." The Doctor flipped a lever on the console. "S'pose as soon as we get her back, we should leave. Thank you for letting me know."

Lilly forced a quick smile. "Can I... I mean, since we're going, can I say goodbye before we leave."

"No." The Doctor turned his attention to the console.

"But..."

"No." His voice was firm.

"Please."

"I said, No."

"But..."

"NO!" Lilly jumped back when he shouted, instantly trembling.

The Doctor looked at her. "You are skittish. Aren't you?"

Lilly didn't answer. But when the Doctor took a step towards her, she stepped back.

He sighed, running a hand through his hair. "It's me, Lilly. It's me. I'm the Doctor. We're the same man. You don't have to say goodbye, because I'm right here."

"I know." She glanced back at the open doors behind her, longing to step through them, before dropping her eyes to the floor. "I get it. Regeneration. Same man. New face. New everything. Rude, but not ginger," Lilly started to ramble nervously. "But, Lord Doctor," she addressed him formally like she'd seen Rassilon do on 'Doctor Who'. Her hands were trembling along with her voice.

The Doctor's eyes widened in surprise at the use of his formal title. "It's not happening." He was quickly losing patience with this human.

"Rose."

The Doctor froze.

"I'll...I'll never see her again." Lilly's breath hitched. "She's... She's my best friend. She's more than a sister. She's family. And I know... I know it's better, safer for the universe if I don't travel with her... him... them anymore. I'm..." Tears teetered at the edges of her eyes. "I'm never going to see her again. By the time you're you..."

"She'll be gone," the Doctor finished her sentence.

One of the tears threatening to fall slipped down Lilly's cheek. The Doctor took a deep breath, putting his hands in his pockets.

"I can't," explained the Doctor in a softer voice. "I'm sorry. You can't." Memories of losing Rose cascaded through his mind, bringing with them all the heartache he'd been pushing away for the last two centuries. He knew what Lilly would be feeling. Rose had been his best friend too.

"Kay," her voice broke, and she ran towards the corridor to leave the console room.

"Lilly."

She froze. The Doctor let out a long slow breath.

"C'mon." He picked up his coat. "Let's go say goodbye to Rose."

The tenth Doctor held a tight grasp on Lilly's hand as they made their way towards the other TARDIS.

"Thank you," Lilly repeated for the fifth time.

"Just remember our deal," Ten reminded.

"One chance. I know. I remember. Thank you," she said again.

Suddenly, Ten pulled Lilly hard against him, hiding her between himself and a tree.

"Well, isn't that fortuitous?" The Doctor's voice was cold.

"What... what is it?" asked Lilly.

The Doctor nodded in the direction they'd come. It was the ninth Doctor. He was heading straight towards the other TARDIS, equipment in hand. Ten smiled devilishly. He knew this meant the other TARDIS was unprotected. Getting Sara back was going to be easier than he thought. Ten whipped out his sonic screwdriver, and pointed it towards his TARDIS.

"That should keep me busy for a while," he said with a smirk.

With added strength Ten pulled Lilly along with him, holding onto her upper arm instead of her hand. They were headed towards Nine's TARDIS, double speed.

A/N: We hope you all are still enjoying the crossover. Let us know what you think of Lilly and Sara's alternate adventure here. Thanks for the reviews on the last chapter. Glad to see the enthusiasm