A long flash of blue light appeared in the Halliwell manor kitchen. After a few moments, Cole and Leo materialized, sweating and breathing heavily.

"We probably should have brought some salt." Leo stated through heavy breathing as he and Cole hobbled over to the table chairs and plopped down in them.

"I figured an athame would be enough to kill one." Cole retorted trying to catch his breath.

"I told you, I don't think they respond to magic the same way demons and warlocks do." Leo responded, gasping and swallowing.

"Oh my god, are you ok?" Phoebe exclaimed as she stood up and went to Cole's side and hugged him.

Piper hurried over to Leo's side. "What happened?" she asked in a worried tone.

"We ran into one of those fendahleen while in the underworld." Leo answered, finally catching his breath. "But we're ok."

Phoebe looked at Cole very concerned. "So they know you're alive?" She asked, dejectedly.

"No, I think it was just trying to feed." Cole answered while sitting up strait and taking one last deep breath. "Most of the demons aren't happy about the fendahl's presence." He continued, "They are paranoid about its intentions and don't trust it. Supposedly, The Source allowed it to use one of his oracles to become a fendahl core and allows it to feed on demons indiscriminately."

"That would explain why it can gather enough energy to create the fendahleen so quickly." Phoebe speculated.

"It's already consumed more high level demons than The Source was willing to part with." Cole interjected. "Its energy consumption is much slower now."

"That's good." Piper stated with forced optimism.

Cole looked over at Piper with an unemotional stare. "It gets worse," he added, "the Source also made a deal with it. If it can destroy the power of three, he will help it gain access to the heavens where it can gorge itself on the power of the gods."

"That's not good." Phoebe stated with wide eyes.

"Great, now there are aliens and demons after us." Piper whined.

Suddenly there was a loud oscillating screech and a blue pulsating light coming from the back yard. All four of them jumped up and ran to the window and peered outside to see a wooden, blue box materializing in the middle of the yard.

"What is that?" Leo asked, dazed with confusion.

"I think it's The Doctor's space ship." Phoebe answered halfway overcome with bafflement.

"It's a little weird for a space ship, isn't it?" Cole asked, unconvinced.

"Yeah," Phoebe agreed, "but he asked if he could park it in our yard." She finished, shrugging her shoulders and opening the back door to get a better look. Cole wrapped an arm around her and stared at the box intently.

It grew silent and the box stood there, unmoving, as the four of them studied it intently. After a few moments, the door opened.

The Doctor and Paige exited the box laughing. "…and then I told him," The Doctor continued his story, "'what is pre-revolutionary France doing on a space ship? Get a little perspective' and then…" He stopped mid-sentence once he saw everyone staring at them. "Hello."

Paige looked up at everyone as her laughter slowly waned "Hi."

Piper glared at them contemptuously "I'm glad you guys are having such a wonderful time, but we are dealing with serious problems right now!" she yelled at them at her wits end.

The Doctor held back a chuckle and glanced over at Paige as she did the same.

"Oh my god." Piper muttered under her breath as she turned around and stormed inside.

"So, what did you guys figure out?" Paige asked Leo as he looked over the T.A.R.D.I.S. with a sense of disbelief.

Leo turned to her and explained, "The source has made a deal with the fendahl that it will kill you and your sisters for access to the heavens so that it can feast on the power of the gods." He then turned to The Doctor and asked, "So, is this really your space ship?"

"And time machine." He answered ecstatically.

"Wait, I thought you told us going to the past was careless?" Phoebe examined, remembering be told of when he fixed the hole in time caused by her granny's boots.

"Only if you're improper about it," He explained, "you know, going back in your own timeline or breaking fixed points in time…otherwise it's no different than traveling through space."

Leo looked back at the T.A.R.D.I.S. with a look of disapproval. "Well, it's just that…it's a blue wooden box." He explained as he continued to puzzle.

"Well, yeah." The Doctor answered, then unlocked and opened the door. "But take a look inside."

Leo and Phoebe peered inside and stared in awe at the interior of the T.A.R.D.I.S., Leo repeatedly looking behind it then inside it.

Cole looked over at them in disbelief. "Are any of you even remotely concerned that The Source has just recruited an invincible alien to kill us?" He asked, a little irate.

The Doctor approached Cole holding his hands behind his back. "Oh, come now, nothing is invincible…I never got your name."

"It's Cole." He replied with a cold glare.

"Well, Cole," The Doctor held out his hand, "I'm The Doctor."

"I know." Cole answered, brushing passed The Doctor and going over to Phoebe, trying not to show his amazement at the T.A.R.D.I.S.

"Well," The Doctor put down his hand and spun around address to Paige, "isn't really a 'people person', is he?"

Paige let out a small chuckle. "You could say that. You weren't really that nice to him earlier though."

"Oh, well, you know, he was being a bit rude." The Doctor explained as he shifted around and then smiled as endearingly as he could.

Paige shook her head and laughed. "Yeah, like you were much better."

"Hey, I always introduce myself before I'm rude." The Doctor replied in defense. "It's only polite."

Paige rolled her eyes in a playful manner.

"Ok, we really do have serious problems to deal with." Leo reminded everyone as he walked away from the T.A.R.D.I.S. and toward the kitchen door.

Suddenly there was a loud crash from inside the kitchen. Everyone immediately ran inside to see Piper sprawled out in front of the stove, which had been dented badly by the impact of her body, with boiling potion spilled all over her. Standing in the doorway between the kitchen and the living room was a tall, strong man with dreadlocks and a tattered jacket over his equally tattered and dirty clothes.

"Piper!" Leo and Phoebe exclaimed as they ran to her side. The man glanced over at the group as they entered the door and saw Leo and Phoebe running to Piper's side. With a wave of his hand, threw Phoebe and Leo into the wall with a loud thud. Their impact splintered the wood slightly and they fell to the floor unconscious.

"These 'Charmed Ones' are nothing." The man stated as he looked Cole, Paige, and The Doctor over. He then lifted The Doctor up using his telekinetic powers. "You're next."

The Doctor donned a cold, intensely menacing glare at the man as he thought the situation over in his head. The man momentarily stared in awe at The Doctor before shaking his head slightly and continuing with his original intent. Suddenly an athame flew past The Doctor's left ear and into the strange man's chest. The man dropped The Doctor and reeled back in pain for a moment before being engulfed in flame, reduced to a pile of ash. The Doctor landed on his feet and turned to look at where the athame originated to see Cole in a follow through position.

"That, Doctor, was a demon." Cole stated before rushing to Phoebe's side. "There are plenty more where that came from as well." He held her in his arms, making sure she would be alright.

Paige rushed to Piper's body and checked for a pulse. "She's alive, but these burns are real bad."

"Hold up." The Doctor stated before rushing into the back yard.

Paige held Piper in her arms and tears started welling up in her eyes.

A short moment later The Doctor returned with a jar of ointment. "This is advanced burn treatment. It should stop the pain and minimize any scarring." He explained as he handed Paige the jar

"If Leo was awake, he could heal her." Paige suggested as she opened the jar and applied a bit to Piper's burns.

The Doctor hurried over to Leo and checked him over with his sonic screwdriver. "He's out cold." He explained as he stood up and spun around. "The demon seemed uninterested in you lot." He postulated while looking over the kitchen and its damage.

"The Source must view you as some sort of threat to the fendahl." Cole suggested as he picked up Phoebe and moved her to the living room and placed her on a couch. "We can probably assume that you are going to be the first target, but if The Source find out that we've been weakened this much he's going to get much more aggressive."

Paige orbed Piper onto a couch in the living room and Leo into a chair then knelt down next to Piper showing obvious worry toward her wounds. The Doctor glanced over at Paige with a look of sorrow.

Cole suddenly flew through the air and smashed through the grandfather clock. Paige and The Doctor spun around in surprise to see the same demon standing in the doorway where his pile of ashes was. The demon gestured toward a chair and lifted it telekinetically. He flung it toward The Doctor and it exploded in front of The Doctor's face. The room was silent except for a faint, oscillating buzzing noise as the dust cleared, and as a majority of the dust settled the demon could see The Doctor holding his sonic screwdriver up, pointing it at where the chair exploded, glaring intensely into his eyes. Suddenly The Doctor jolted to the right and ran toward the foyer. The demon was slightly taken back for just a moment, then growled under his breath and gave chase.

Paige rushed over to Cole and made sure he was alright, then stood up and looked around feeling a little overwhelmed. After a short bout of mild panic, she noticed Cole's athame lying on the floor in the kitchen entrance. "Athame!" She orbed it to her hand and rushed off in the direction The Doctor and the demon ran.

She entered the foyer to see the demon making telekinetic gestures toward The Doctor, slowly advancing, and The Doctor pointing his sonic screwdriver and turning it on at every gesture, slowly retreating. The Doctor backed up until he bumped into the wall and could no longer retreat. The demon chuckled slightly as he approached The Doctor and picked him up by the front of his shirt.

"Athame!" Paige orbed the athame into the demon's back and he growled as he dropped The Doctor and burst into a pile of ash.

The Doctor and Paige looked at each other with a sense of mutual surprise. The Doctor knelt down and scanned the pile of ashes with his sonic screwdriver. "His life energy has been scattered," The Doctor observed as he sniffed the pile of ashes, "but his physical remains are acting like a magnet, drawing it back to the ash."

Paige widened her eyes at the news. "So, it's just going to keep coming back?" She asked rhetorically.

"It would appear so." The Doctor replied, deep in thought. "Yes! I can probably reverse engineer the attraction's frequency and apply it to a much stronger magnetic pull!" He exclaimed as he scanned the pile one last time and checked his sonic screwdriver. He jumped up and ran toward the kitchen, "I need a few things!" He proclaimed, "Keep an eye on that pile!"

Paige was slightly startled by his sudden enthusiasm, still nowhere used to The Doctor's antics, but felt a sense of comfort knowing that his brilliance had worked in the past. She picked up the athame and gripped it tightly as she orbed Cole to a chair, then turned to watch the pile of ashes intently.

A long minute and a half later, Paige could hear rustling and banging in the kitchen. The Doctor then ran into the foyer carrying a dust pan and broom and swept the ash pile up.

"I ran out of extension cord." He explained as he covered the pile the best he could and rushed back into the kitchen. He then placed the ashes in between three conical shaped metal structures that he had wired together with a large cord extending out through the garden and into the T.A.R.D.I.S. He then scanned the ashes and made final adjustments to the structures with his sonic screwdriver. "One more moment." He stated as he ran out to the T.A.R.D.I.S.

Suddenly the pile of ash started swirling and the demon began reconstituting. He finished then looked over at Paige and grinned slightly. As he pulled his arm back to gesture a telekinetic thrust toward Paige the structures started glowing and electricity momentarily arced from their tips. The demon's limbs all felt as heavy and stiff as iron as he fell to his hands and knees, then eventually he could no longer hold up his own weight and fell over onto his side.

"What…have...you…done…to…me!" The demon demanded, barely able to speak through the crushing weight.

"Uuummm…" Paige stammered half confused and half ecstatic and relieved.

"Well," The Doctor began as he entered the kitchen from the back yard, "you have such an attractive personality, and I decided I needed you all to myself." He knelt down close to the demon's face. "So you won't be going anywhere, I'm a little overbearing like that." He patted the demon lightly on the head then jumped up and grinned widely at Paige.

"Wow." Paige exclaimed in awe. "How did you do that?"

"Oh, just your standard magnetic field warped by superconductor and set at a frequency that matches the psychic reconstitution waves of an immortal being." He responded, giving Paige a cheeky smile.

"Right, how silly of me." She responded while rolling her eyes. "Do I dare ask how you were blocking his magic?"

The Doctor looked over his sonic screwdriver and shrugged. "The psychic projection from the demon mimicked acoustic levitation in such a way as to be cancelled by simple destructive interference wave, sonic technology at its simplest, really." He placed the screwdriver in his pocket and clasped his hands together behind his back.

Paige nodded her head slightly not even trying to pretend that she understood. "Well, can you sonic Leo awake by any chance?" She asked.

"Sorry, that's a bit beyond a screwdriver's capabilities." He responded as he hopped up and sat on the counter.

After a few moments of silence Paige glanced over at the demon. "But we could use your…super magnet thing to drain the fendahl's energy levels." She theorized as she looked over the structures.

"No," The Doctor answered somewhat distracted in thought, "that demon has a unique energy spectrum that is specifically attracted to his physical remains, making the magnet a logical conclusion. Most organisms' energy spectrums don't behave as such and will not react accordingly."

Paige could hear movement and then a soft groan come from the living room and rushed to investigate. Phoebe had awoken and was grasping her head in pain. "Are you ok?" Paige asked as she set the athame down on the coffee table and sat on the edge of the couch next to Phoebe.

"I've been better." She groaned as she tried to sit up. "Is everyone else ok?"

"Everyone except me and The Doctor was knocked out." Paige explained. "Piper was burn pretty badly, but Leo hasn't woken up yet, you were the first."

"Did you vanquish the demon?" Phoebe asked expectantly.

"Well, yeah." Paige started answering, unsure of what to say. "Twice, but it kept coming back to life, so The Doctor trapped it in the kitchen."

Phoebe jumped up from the couch and almost lost her balance, but recovered. "It's still in the house!"

"Yeah, but it's ok." Paige affirmed as she helped Phoebe back onto the couch. "He can't even move or use any of his magic…it's all kind of being sucked out of him."

Phoebe closed her eyes and focused for a moment. "I'll be ok, you should go check the book of shadows for him and find out how to vanquish him for good." She suggested after composing herself.

Paige hugged Phoebe and headed upstairs.

Phoebe turned to look in the kitchen and saw The Doctor leaning in the doorway smiling at the two sisters' interaction. "Why do you do it?" Phoebe asked The Doctor.

"Sorry, what?" The Doctor asked as he stood up straight and approached Phoebe.

"Well," Phoebe began, "when I touched your psychic paper, I saw glimpses of your life." She continued while looking into his eyes." Going around and doing what you do, it makes you feel so lonely and isolated, why do you do it?"

"Well, that's true." The Doctor agreed as he sat down next to Phoebe. "But the universe is such a big and marvelous place, there is so much to learn and so much to see." He looked off into a nostalgic thought. "All the places I've seen are fantastic, and the people that I meet are fantastic, it's fantastic, really. And occasionally the universe just needs a doctor."

"Uugh, what happened?" Leo slumped forward as he awoke and opened his eyes.

"Oh, good, you're awake!" Phoebe exclaimed excitedly as she rushed to his side.

Leo suddenly became a little concerned. "Is Piper ok? Did you guys vanquish the demon?"

"The Doctor has the demon trapped and everyone is ok, but Piper has some pretty bad burns." Phoebe responded while helping Leo to his feet.

As soon as Leo composed himself, he hurried over to Piper's side. After quickly looking over the burns he placed his hands above her and a golden glow emitted from them as her burns faded to nothing and she regained consciousness.

As Piper awoke and looked into Leo's eyes, she was overwhelmed with happiness and reached out and hugged him tightly. "Is everyone ok?" she asked as she finished her hug. "The last thing I remember was a demon flinging me into the stove."

"Yeah." Leo responded as he stood up and checked out Phoebe for damage, healing the concussion she had obtained. "We're all a bit scraped up, but The Doctor has the demon trapped in the kitchen."

"And Paige is upstairs identifying it." Phoebe added as she and Leo looked over Cole.

As Leo healed Cole, he woke up and slumped forward into Phoebe's arms. He coughed a bit as his ribs snapped back into place.

"Ouch." Cole stated as he sat up and tilted his head to the side and popped his neck. "Was there a second demon?" He asked as he composed himself.

"No." The Doctor answered his question. "The demon reconstituted himself, but he is currently trapped on the kitchen floor."

"I found it!" Paige shouted from atop the stairs. "It's a Lazarus Demon," she continued as she descended the stairs, happy to see everyone well, "the only way to keep it from coming back is to bury it in a cemetery."

"Of course!" The Doctor exclaimed. "Its energy isn't attracted to his remains, it's just attracted to remains. If placed in a cemetery, the energy will redistribute to the point that he won't be able to reconstitute."

"First he's going to answer some questions." Cole stated as he grabbed his athame off of the coffee table and headed into the kitchen.

The Doctor followed quickly after. "You can ask questions without the dagger." He demanded sternly.

"It won't do any good if I don't." Cole responded as he entered the kitchen to see the demon trapped on the floor, unable to move.

"I don't care!" The Doctor insisted as he glared at Cole with all the intensity of a being who had seen far too much suffering in his life. "He is my prisoner, and you will not treat him like that!"

Cole glared back at The Doctor, knowing that the demon had no motivation to talk if he wasn't convinced that his fate was worse in their hands than in the hands of The Source, but unable to find the right words to defend his actions.

"If he knows where The Source is, it may be our best chance of finding the fendahl." Phoebe stated as she stood in the kitchen doorway with a sad and understanding look on her face.

"There are alternatives." The Doctor retorted as he knelt down and grabbed the demon's head. He pulled his forehead close to the demon's and probed his mind telepathically. After a moment The Doctor pulled his head back and set the demon's back on the floor.

The demon growled softly as he took a breath. "Demon kind…could learn a lot…from you…"

The Doctor glared down at the demon and stood silent for many seconds before replying "Indeed they could, but not the lessons you are referring to."

"The Source…has no idea…who…he is dealing with this time…" The demon mused to himself and forced a chuckle, "I…only wish I could be around…to witness this…"

The Doctor grabbed the athame from Cole and threw it into the demon's neck causing it to burst into a pile of ash yet again. "Better get him to a cemetery, post haste."

Everyone looked at The Doctor in awkward silence for a few moments before Leo spoke up. "Ok," he began clasping his hands together, "I will orb it with Piper and Cole. Piper, you keep it frozen so that it can't come back, Cole and I will dig a hole. In the meantime, Paige, Phoebe and The Doctor can finish preparations here."

Everyone nodded in agreement.