Disclaimer: I don't own Doctor Who. Just Sophie my o/c.

A/N: Thank you to everyone who followed/favourited and reviewed last chapter and another thank you to Saberbladeprime for helping me out once again!

CHAPTER 3

New Earth

Sophie approached the console as the Doctor shrugged off his long coat and slung it carelessly over one of the supports.

"So, where are we going?" she asked curiously and the Doctor beamed a grin at her as he walked back towards the console.

Rose crossed her arms, resting a hip against the console as she shrugged, "Dunno… every time I asked he just grins," she pointed a thumb at him, "Just like he is right now," she murmured trying to look put out, but her own grin was ruining the effect, "I think he's trying to be all impressive,"

The Doctor shot her a look, "I don't need to try. I am impressive,"

Sophie cocked her head a little, a smile playing about her lips, "Oh dear… I'm getting a sense of déjá vu…"

The Doctor merely grinned again as he began to move about the console pushing buttons and turning knobs, before he pulled a lever with extra vigour, feeling rather excited about his first trip in his new body. "Pull that lever, will you?" the Doctor asked of Rose, the blond immediately reached for the lever in front of her and pulled it down.

"Am I holding it?" she asked.

"Nope," the Doctor replied and Rose retracted her hand allowing the lever to rise again, "Sparks, that knob, two turns, anti-clockwise," he told her with a pointing at one of the knobs on the console in front of her.

Sophie closed her hand about the knob and swiftly turned the knob twice and the Doctor quickly hit a button in front of him and the Tardis began to move through the vortex with a purpose rather than just drifting idly.

"And we're off!" the Doctor exclaimed jovially, grin still pulling up his lips as he hit a last button.

"Off where?"

"Where to?" Rose and Sophie found themselves asking simultaneously.

The Doctor grinned wider at his companions excited expressions, "Further than we've ever gone before."

*O*O*O*

Rose and Sophie stepped out of the materialized Tardis, looking with eyes filled with wonder at the sight of the massive city and the cars that were zooming through the air above their heads. The Doctor emerged a moment after them, coming to stand beside Sophie, "It's the year five billion and twenty-three… we're in the galaxy M87, and this… this is New Earth."

"That's Just…" Rose murmured, "That's just…" she tried again.

Sophie nodded still awestruck as she took in the world they were on, "Amazing?" she suggested, though she had a feeling it didn't quiet cover the entirety of what she was feeling in that moment, but it was probably closest she could get.

Rose nodded, "Yeah, that," she agreed with a small laugh.

The Doctor grinned at their reaction, "Not bad. Not bad at all!"

"I'll never get used to this. Never," Rose murmured and Sophie nodded her agreement, "Different ground beneath my feet," the blond started hopping in place, "Different sky…" she stopped hopping, "What's that smell?"

Sophie sniffed the air, "I'm getting apple… maybe…" she murmured as she glanced about for an apple tree, a slightly perplexed look crossing her face when she couldn't see one anywhere.

The Doctor crouched down and pulled a few blades of green grass and held them up for them to see, "Apple grass."

"Apple grass!" Rose exclaimed with a grin.

Sophie blinked and took a brief sniff of the grass clutched in the Doctor's hand, before she let out an amazed laugh, "That's just…" she shook her head as her shoulders shook with mirth.

"Amazing?" Rose suggested for her this time.

Sophie returned the blondes grin, "Yeah, that," she echoed Rose's earlier response and the two shared a laugh.

"Yeah, yeah!" The Doctor agreed as he dusted off his fingers, letting the blades of grass fall back to the ground.

"That's beautiful," Rose said with another grin.

"Gorgeous," Sophie agreed.

The two shared a look, "And completely impractical," they laughed again.

The Doctor grinned at them, "Smells good though."

"Oh, I love this!" Rose beamed and linked her arm through Sophie's, "Can I just say travelling with the both of you… I love it!"

"Me too!" Sophie replied with a beaming grin of her own.

"Me three!" the Doctor responded and Sophie glanced over at him as his hand slipped into hers, "Come on," he urged and in the next moment the three where running. Rose unlinking her arm with the brunette's so that she could more easily keep her feet.

*O*O*O*

Sophie lay in between the Doctor and Rose on his long brown coat, that had somehow elongated itself so that three of them could fit on it as they relaxed on it. The three of them staring up at the sky and what they could see of the city they were on the outskirts of. Cars continuing to zoom over their heads as they travelled over the water towards the city.

"So, the year five billion… the sun expands, the Earth gets roasted," the Doctor began to explain as unknown to them a metal three-legged spider with a single red eye scurried quietly closer.

"That was our first trip," Rose remarked with a smile.

"We had chips!" the Doctor recollected fondly.

"Uh-huh, with the yummy relish dip they gave us instead of tomato sauce 'cos they'd sold out," Sophie recalled and they laughed lightly at the memory.

"So, anyway…" the Doctor began again after a moment when their laughter had tapered off, "Planet gone, all rocks and dust, but the human race lives on, spread out across the stars. Soon as the Earth burns up… oh yeah, they get all nostalgic… big revival movement… but find this place!" the Doctor sat up so that he could get a better look at the view, "Same size as the Earth… same air… same orbit... lovely! Call goes out, the humans move in."

"It certainly sounds like something us humans would do," Sophie murmured contemplatively as she shifted a little so that she could lean back on her elbows.

Rose shifted to so that she was sitting up a bit more, "What's the city called?"

"New New York," the Doctor replied.

"Oh, come on!" Rose said sceptically.

"It's is!" the Doctor insisted, "It's the city of New New York!" the Doctor's expression turned pensive.

Sophie arched an inquisitive brow at him, "What?"

The Doctor smiled at her, "Well… strictly speaking, it's the fifteenth New York since the original, so that makes it New New New New New New New New New New New New New New New York… what?"

Rose smiled and gave her head a little shake, "You're so different."

"New New Doctor."

Sophie tilted her head at him, "Wouldn't that be New New New New New New New New New New Doctor?" she teased.

The Doctor pouted slightly, "Well, if you wanna get all technical about it."

Sophie smiled teasingly, "You're the one who was 'strictly speaking'."

Rose blinked as she finished mentally counting all the 'new's Sophie had said and her mouth fell open slightly as she processed, "So... that'd mean this is your 10th..." she trailed off as she continued to gape a bit in mild shock, her eyes met his and she couldn't help the 'are you kidding me' look she gave him.

The Doctor tensed slightly shrugged a bit, eyeing the blond with concern, "…Yeah."

Rose blinked at him a moment longer before she shook her head at him, "Strange you are," she remarked and the Doctor felt his shoulders relax.

Sophie giggled lightly, "The good kind of strange though," she told him with a smile and the Doctor grinned at her, whilst Rose rolled her eyes playfully at the two of them, a fond smile quirking her lips as she watched the two of them.

The metal spider scurried closer and came to a stop, it's red eye focused on the trio…

*O*O*O*

"Impossible!" Cassandra gasped as she stared at the image in the orb, "I recognize those children… their faces! Show me their faces!" she demanded.

"Closer, closer," Chip ordered the spider, "Faces! Faces! Faces!"

*O*O*O*

Rose looked away from the two, her gaze focusing on the city for a moment before she jumped to her feet and turned to them again, "Can we go visit New New York… so good they named it twice?" she asked with an eager grin.

The Doctor stood, "Well," he began as he offered a hand to Sophie, helping her to her feet, "I thought we might go there first," he replied with a gesture at a pair of elegant curved skyscrapers that were standing apart from the city and where on their side of the river. He bent to grab his coat that obligingly shrunk down again for him as Sophie and Rose looked at the building.

"Why?" Rose asked, "What is it?"

"Some sort of hospital," the Doctor replied as he began to fight with his coat the wind making it difficult to pull it on, "Green moon on the side…" Sophie who'd turned to look at him as he spoke moved to help him get his coat on, "That's the universal symbol for hospitals," the Doctor continued and dug a hand into his pocket to pull out his black wallet, "I got this," he showed them, "A message on the psychic paper."

Sophie squinted at the words that didn't quite want to appear to her, but with a mild effort managed to make out the words 'Ward 26 please come' that were scrawled across the paper. She raised her gaze up to him, eyes curious, "The psychic paper can receive messages from people?"

The Doctor grinned at her, "Yep! Not everyone can manage to though," he enthused brightly as he closed the wallet again, "And someone wants to see me."

"Hmm. And here I thought we were just sight-seeing," Rose teased lightly, "Come on, then," she linked her arm through Sophie's smiling brightly, "Let's go and buy some grapes."

Sophie glanced over at the Doctor who was on her right as the three walked towards the hospital, "Did the message come with a name?"

"Nope, but I'll find 'em," the Doctor said with confidence their eyes meeting as he grinned at her.

Sophie nodded returning the smile before she glanced away again with a confused scrunch to her brow as her stomach did that odd flip-flop summersault-y thing again completely out of the blue… it really was an odd sensation.

A short way a way, in the grass the metal spider watched them walk towards the hospital…

*O*O*O*

Cassandra gasped again, her skin that was once again lashed-up to a frame, trembling, "Sophie Connolly! And Rose Tyler! I knew it! Those dirty little assassins!" she gritted still rather sore over their first and last encounter. She'd been so close to getting away with it… to walking away with all those credits! She would have gotten away it too if it hadn't of been for that blasted Doctor and those to meddlesome kids!

"They're coming here, Mistress," Chip informed her.

"And they're both human? Pure human?" Cassandra asked, her eyes shifting pensively.

Chip nodded, "Yes… I believe so, Mistress."

Cassandra shot her eyes to him again, "Well, which is it? Yes or no?" she demanded.

"The brunette has some anomalies…" Chip began.

"Then the dirty blond will do…" Cassandra cut him off and sniffed, "I hardly want to contaminate myself if I don't have to…" she turned her gaze to the image of the three that was still being reflected in the orb, "This is beyond coincidence. This is destiny! At last I can be revenged on those two little…"

*O*O*O*

"Bit rich coming from you," Rose commented as the three of them stepped through the hospital doors and into the reception area.

"I can't help it," the Doctor insisted defensively, "I don't like hospitals… they give me the creeps."

"Never been overly fond myself," Sophie admitted, "Every time I'd go in for a check-up the heavy bleach and antiseptics smells would make my headaches ten times worse…" she scrunched her nose at the memory, "And they're all ways crowded," she muttered as she gazed about the reception area curiously, rather glad that at least in this area the scent of disinfectant and bleach were minimal, if not non-existent.

The Doctor smiled and took Sophie's hand in his own as he glanced over at the blond, "See, Sparks, gets it," Rose rolled her eyes good naturedly in response and turned her gaze to the reception area once again.

Sophie turned her head to look at him, "I said that I wasn't fond of them… not that they were creepy," she corrected and the Doctor pouted at her. Rose bit down firmly on her lower lip to keep from laughing out loud, not daring to even look at either of them in that moment, knowing that she'd laugh if she did.

"You'll see how creepy they are one day," the Doctor muttered.

Sophie blinked up at him again, "Travelling with you… anything's possible," she allowed.

The Doctor eyed her, "Was that scepticism I heard there, Sparkie?" the petite brunette shrugged a bit and raised her free hand and pinched her thumb and forefinger together, leaving only a small space between them. The Doctor huffed out a small laugh at that and squeezed her hand affectionately.

"The Pleasure Gardens will now take visitors carrying green or blue identification cards for the next fifteen minutes," a female voice announced through a speaker system, "Visitors are reminded that cuttings from the gardens are not permitted."

Rose glanced about the reception area once again, "Very smart. Not exactly NHS," she observed.

"No shop," the Doctor bemoaned as he cast his gaze about the reception area once again, "I like the little shop!" he definitely didn't like this hospital, it was creepy and it didn't have a little shop!

Rose glanced over at the Doctor curiously, "I thought this far in the future, they'd have cured everything."

"The human race moves on, but so do the viruses. It's an ongoing war," the Doctor replied moments before one of the nurses wearing a wimple walked past them, giving them a polite nod… and for the first time Rose and Sophie caught sight of their faces.

"They're cats…" Rose murmured pointing after the nurse as she continued on her way.

"Big cats," Sophie agreed quietly, her fingers twitching in her gloves.

"Now, don't stare…" the Doctor chastised lightly, "Think what you look like to them," he reminded them.

"Ooh, I'm sure we look odd to them, all 21st century garbed and all," Sophie agreed forcing herself to tear her eyes away from the back of the retreating nurse.

"It wouldn't be the clothes," the Doctor replied with a grin, "It'd be the pink skin," he glanced about again, "That's where I'd put the shop," he gestured over Rose's shoulder, "Right there."

Sophie glanced over in the direction indicated, only for the Doctor to start walking his hand still clasped in hers, "Why there?" she asked curiously as they made their way towards the lift.

The Doctor shrugged, "Seems like a good spot for it," he said cheerily as they stepped into the lift, "Ward 26, thanks!"

*O*O*O*

"Override controls," Chip commanded.

*O*O*O*

Sophie frowned, "Hang on… where's…" she spotted Rose hurrying to catch them up.

"Hold on!" Rose called as she rushed towards the lift, the doors suddenly snapped shut, "Hold on!"

"Oh, too late," the Doctor said with a mild frown as the lift began moving, "We're already going up," he called down to her.

Rose glanced about, before looking up at the two that were staring down at her from behind the glass of the ascending lift, "It's alright, there's another lift!" she called to them as she rushed over to the second lift and pressed the button to call it.

"Ward 26," the Doctor reminded her, "And watch out for the disinfectant."

Rose frowned straining to hear, "Watch out for what?" she called back.

"The Disinfectant!" the Doctor shouted back.

"The what?!" he and Sophie heard Rose's faint voice shout back.

"The disin…" the Doctor shook his head, "Oh, you'll find out." He glanced over at Sophie when she tapped him on the arm a moment later.

"Disinfectant?" she queried.

"Hmm? Yes, what about it?"

Sophie frowned at him, "Why do we need to watch out for it?" she pressed.

The Doctor scratched at the back of his head, "Ah… well…" he trailed as a voice came over the speaker.

"Commence stage one disinfection."

Sophie stiffened and let out a surprised squeal as not a moment after a green light flashed, a disinfectant shower drenched them and she stumbled back only for the Doctor to reach out a hand to steady her, glancing over at her with amusement as he calmly worked the spray through his hair with the other.

Sophie caught the amused look he gave her and her eyes narrowed on him slightly, only to be caught off guard as the spray finished and a puff of white powder hit them, making her flinch slightly and splutter a bit and caught the soft sound of what had to be a muffled chuckle from the Doctor that had her shooting another glare at him. 'Jerk-Mc…' she cut the thought off… swallowing a bit thickly… she didn't think 'Jerk-Mc-Jerk face' suited him anymore… not with his new face… his new personality…

The green light flashed again and Sophie flinched half-expecting to be doused again, only for a dryer to engage and warm air to suddenly be rushing over them. She spied the Doctor spreading his coat out and she mimicked the action, wanting her wool jacket to dry, not to mention her shirt underneath.

The lift doors opened and the two stepped out, Sophie quickly organizing her curls into some form of order once again, "Well, I never thought I'd have a shower in an elevator," she exclaimed a bit bemusedly.

"Bit of an experience," the Doctor agreed, "Bit creepy perhaps?"

"No, but I'm certainly not growing any fonder," Sophie muttered, before she narrowed her eyes on him again a bit suspiciously, "Coulda used a bit of a warning…"

"I did!" the Doctor protested, "I said 'watch out for the disinfectant'."

Sophie continued to look at him quietly, an eyebrow arching and the Doctor smiled at her all innocence. The look had her eyes narrowing on him again… he had… he totally did that on purpose… 'Oh… you… you, git!' she mentally huffed as she rolled her eyes at him in mild irritation and crossed her arms.

The Doctor's smile shifted from innocent to fond, his brown eyes warm as he continued to stare at her and in the next moment he reached out and lightly bopped her on the nose with the tip of a finger.

Sophie stared at it for a moment, the last of her irritation fading away to nothing as he lowered his hand again and she couldn't help but be amused and she let out a light laugh that had the Doctor's fond smile widening into a grin, one that Sophie returned.

"Come on, let's go find who wants to see me, then we can go explore New Earth… maybe try the chips," he suggested hopefully.

Sophie nodded, "Sounds good," her expression turned a bit thoughtful as they started down the short hallway towards the double doors that were clearly marked as the entry into Ward 26.

"What?" he asked curiously.

Sophie blinked and then smiled at him enthusiastically, "Oh, I'm just wondering what types they have now."

The Doctor nodded smiling brightly, "Oh, I bet they have all sorts from salty-vanilla original to spicy cosmos and probably even the old Earth classic…" he trailed as he noticed the look Sophie was giving him, "What?"

"…Spicy cosmos?"

"Very spicy… and with a hint of that cosmos feeling… every spice fanatics favourite," the Doctor replied.

"…And salty-vanilla original?" Sophie questioned next with a slight scrunch of her nose.

"A classic. Not to be confused with salty-vanilla-caramel…" he took in her expression and grinned in amusement, "Both better then they sound. I always liked salty-vanilla original myself."

"Huh…" Sophie murmured musingly, "I thought you would have been a salty-vanilla-caramel fan."

"Why?" the Doctor smirked, "Cos, it's sweeter?"

"No… cos it sounds the stranger of the two," Sophie replied.

The Doctor's smirk faded and he pouted at her, "Oi!" he grumped a little, only to smile again as Sophie grinned teasingly at him, her blue eyes alight with her amusement.

"Cheeky…" he muttered under his breath as they stepped through the doors and into the ward and a voice came over the speakers in response to their entry.

"Please report to reception."

And a few moments later the two were being escorted through the ward by a veiled nurse. "Nice place," the Doctor commented as he glanced around them, "No shop, downstairs. I'd have a shop. Not a big one, just a shop. So, people can… shop."

The nurse removed her veil and levelled an unimpressed look at the visitors, "The hospital is a place of healing," she informed them rather shocked at the mere suggestion of a shop.

"A shop does some people the world of good," the Doctor commented, "Not me. Other people…"

Sophie shrugged, "True, but I always preferred a book to retail therapy…" Sophie trailed as the nurse led them past a patient whose skin had turned completely red, the sight distracting her.

"The Sisters of Plentitude take a lifelong vow to help, and to mend…" The nurse informed them as they continued on.

They came upon a bed with an extremely obese man whose skin had become a sickly grey. A primly dressed woman with a stern appearance about her stood by his bedside.

"Excuse me!" the woman bristled as she noticed them glancing at the man on the bed and moved around the bed towards them, "Members of the public may only gaze upon the Duke of Manhattan with written permission from the Senate of New New York."

"That's Petrifold Regression, right?" the Doctor asked with a nod at the Duke.

"I'm dying, sir," the Duke replied, "A lifetime of charity and abstinence, and it ends like this."

"Any statements made by the Duke of Manhattan may not be made public without official clearance," the woman jumped in, eyeing the two like a hawk.

"Frau Clovis!" the Duke exclaimed with a pained wheeze and the woman was immediately back at his side grasping his hand, "I'm so weak."

Clovis turned to the nurse that was escorting them, "Sister Jatt!" she exclaimed outraged, "A little privacy, please."

Sister Jatt lead them away from the ailing Dukes bedside, "He'll be up and about in no time."

Sophie began to nod, glad that the Duke would be making a recovery only to pause mid nod as the Doctor spoke.

"I doubt it," he glanced over at Sophie who had turned questioning eyes up at him, "Petrifold Regression? He's turning to stone. There won't be a cure for…" he's gaze turned pensive as he thought about it, "Oh… a thousand years? He might be up and about, but only as a statue…" and Sophie grimaced sympathetically and glanced back towards the bed the Duke was laying in… that didn't sound pleasant at all.

"Have faith in the Sisterhood," Sister Jatt's soft voice drew Sophie's attention back to her, "But is there no one here you recognise?" she asked and the Doctor began to look around the ward again, "It's rather unusual to visit without knowing the patient."

"No," the Doctor spoke and Sophie followed the direction of his gaze, her eyes catching on the same thing his had and her eyes widened in recognition, "I think I've found him."

Sister Jatt followed the visitors over to the Face of Boe, "Novice Hame… if I can leave our visitors in your care?"

"Oh, I think our friend got lost," the Doctor turned to Sister Jatt, "Uh, Rose Tyler. Could you ask at reception?"

"Certainly, sir," Sister Jatt turned to leave.

"Thank you," Sophie murmured gratefully as she glanced back in the direction they'd come. It was odd that Rose still hadn't joined them.

Sister Jatt looked back at her and inclined her head slightly, "Madam," she murmured in return, before she turned away once again and walked away.

"I'm afraid the Face of Boe's asleep," Novice Hame told them as the two moved a bit closer to the patient entrusted to her care, "That's all he tends to do these days. Are you friends, or…"

"We met just the once on Platform One," the Doctor replied as Sophie knelt down by the face. The Doctor glanced at Novice Hame, "What's wrong with him?"

"I'm so sorry," Novice Hame murmured gently, "I thought you knew. The Face of Boe is dying."

"Of what?" the Doctor asked as he and Sophie both turned their heads to look at her in shock and surprise.

"Old age," Novice Hame sighed sadly, "The one thing we can't cure. He's thousands of years old. Some say millions, although that's impossible."

"Oh… I don't know," the Doctor murmured with a smile that was tinged with sadness, "I like impossible."

"Me too," Sophie murmured quietly as the Doctor knelt down beside her.

The Doctor smiled at her, before he looked to the Face of Boe again, "I'm here. I look a bit different, but it's me… it's the Doctor. And I've got Sophie with me… you met her on Platform One too,"

"Hello," Sophie murmured softly, "I took your advice…" she glanced over at the Doctor who was giving her a curious look now, "It took a little while, but I let the Doctor help me,"

The Doctor glanced over at her mildly surprised, "He spoke to you?" he asked curiously, he hadn't known that.

Sophie glanced over at him, "Briefly… he um…" she glanced over at Novice Hame who was watching them, before turning her gaze back to the Doctor, "He gave me some advice and then… got kind of, uh… cryptic."

The Doctor blinked and glanced over at the Face of Boe curiously, before focusing on Sophie again, "Cryptic?"

"Yep."

"Cryptic how?" the Doctor pressed curiously.

Sophie blinked and arched a brow at him, "Just cryptic…" she frowned thoughtfully, "He said something about me being young…"

'That's none of your business Doctor,' a projected tired strained voice spoke into their minds, cutting Sophie off as she blinked in surprise as she turned her attention back to Boe, 'And not why I asked you here…' the Face of Boe's voice trailed.

"Face of Boe?" Sophie asked as his silence stretched.

Novice Hame checked him and sighed sadly again, "He's fallen asleep again," she informed them.

"Well that's just…" the Doctor trailed as he opened and closed his mouth a few times.

Sophie blinked at him a little quizzically, "Are you pouting?"

"No," the Doctor responded, but jutted out his lower lip out at her in a definite pout, getting a light chuckle from Sophie.

*O*O*O*

"Hope, harmony and health. Hope, harmony and health."

Sophie heard over the speaker system as she stood by the Face of Boe, across from Novice Hame as she moved her fingers over the holographic pad of her mobile, typing out a brief text message to Rose. She was slipping her mobile back into the inside pocket of her woolly jacket when the Doctor walked back over to them a cup of water in each hand. He handed one over to Novice Hame who took it gratefully.

"That's very kind," she murmured as the Doctor stepped over to Sophie, "There's no need."

The Doctor smiled kindly at Novice Hame, "You're the one working," he replied as he handed the other cup to Sophie.

"Thanks," the brunette murmured gratefully.

"There's not much to do," Novice Hame admitted, "Just maintain his smoke. And I suppose I'm company. I can hear him singing, sometimes, in my mind… such ancient songs…"

"Are we the only visitors?" the Doctor asked.

Novice Hame nodded, "The rest of Boe-kind became extinct, long ago. He's the only one left. Legend says that the Face of Boe has watched the universe grow old," the Doctor smiled, "There's all sorts of superstitions around him. One story says that just before his death, the Face of Boe will impart his great secret, that he will speak those words only to those who are like himself."

"What does that mean?" the Doctor asked with a frown.

Novice Hame shook her head, a little self-consciously, "It's just a story."

"I love stories," Sophie murmured encouragingly.

"Tell us the rest," the Doctor urged.

Novice Hame stared at them a moment longer before she relented at seeing their open curiosity, "It's said he'll talk to a pair of wanderers. To a man without a home and a woman who has never known hers. The Lonely God and The Lost Girl."

The Doctor frowned lightly, he'd recognized himself easily enough… and the woman… he glanced at Sophie… it was possible, that that was her. There were many types of 'home' after all… and she'd never known her family… feeling his gaze, she glanced up at him, blue eyes flecked with hazel meeting his curiously. He offered her a soft smile, hearts beating a little faster in his chest as she smiled back at him, eyes still silently questioning him.

"This is of course, just a story…" Novice Hame reminded them as she observed their reaction to her story.

The Doctor and Sophie looked over at her. The Doctor nodding, "Yep – just a silly old story," he agreed, and winked at Sophie as she sent another slightly bemused questioning look his way.

*O*O*O*

Cassandra stood in front of a mirror examining herself with something akin to horror, "Look at me!" she cried, "From class to brass… Although," she pulled down the zipper of the shirt a little more and felt along her new curves, "Oh… curves… oh, baby," she hopped up and down, Chip copying her, "It's like living inside a bouncy castle!"

"Mistress is beautiful," Chip told her with an ecstatic grin.

Cassandra winked at him, "Absolutement!" she turned her gaze back to her old skin that was now faded and cracking, "Oh, but look…"

"Oh…" Chip frowned as he examined it, "The brain lead expired… my old Mistress is gone," he murmured sadly.

"But safe and sound in here," Cassandra reassured him tapping her head…gosh it felt weird to have fingers again.

Chip turned back to his Mistress, "But what of the Rose child's mind?"

"Oh… tucked away…" Cassandra replied, "I can just access the surface memory," she paused again, her expression a little thoughtful as she gleaned what she could of Rose's surface memory, "She's… she's still with that Sophie brat and… that man… gosh! He's the Doctor! The same Doctor with a new face!" Cassandra scowled, "That hypocrite!" she turned back to the mirror she'd been examining her new face in, "I must get the name of his surgeon. I could do with a little work. Although," she murmured thoughtfully as she felt her new bum turning herself so that she could check it out in the mirror, "Nice rear bumper… hmmm."

*O*O*O*

Sophie watched the Doctor as he patted his coat pockets, "Phone," he muttered, "Phone… phone… phone…" he dug his hand in deeply, "I swear I put it in this pocket… maybe…" he swapped pockets checking the other.

"Did you lose it, maybe?" Sophie asked as she watched him continue to search his pockets with a growing frown.

"Um," the Doctor glanced over at her, "I don't think so… but…" his expression turned pensive, "Maybe… maybe…" he muttered as he reached into his inside suit jacket pocket, frown deepening as he dug about… "Ah-hah!" he cried in triumph as his fingers closed about a phone shaped item and he drew it out, "See, haven't lost it!" he grinned at Sophie.

Sophie blinked at the item he was holding, before turning her gaze back to his triumphant face, "Um, Doctor… that's not a phone… that's uh… I don't know what it is…"

The Doctor blinked and then actually looked at what he was holding, "…oh… my mistake…" he mumbled as he stared at what he was holding in confusion.

"What is it?" she asked curiously.

"Uh… it's a, um…" the Doctor shook his head, "Something that has no business being in my pocket!" he tossed it into a nearby bin, and started his search again… "I can't have lost it… stupid pockets…" Sophie heard him mumble just before he gave up and started looking around the Ward.

Sophie shook her head at him slightly and reached into her own jacket pocket as the Doctor started away from her with another exclamation, "Doctor," she called after him making him pause and turn back with a questioning look.

She waved her mobile at him and the Doctor grinned and quickly moved back over to her, "She didn't reply to my text, but maybe she'll answer her phone…" she pressed a couple of buttons, using the feature that was reminiscent of the 'speed-dial' function in her home century to quickly dial the blondes number as she raised the small device to her ear and blinked a bit as the Doctor shifted closer to her, before she shrugged a little and held the device so that it was between them enabling the Doctor to easily be able to hear.

The phone continued to ring and for a moment Sophie wondered if it'd go to voicemail… when the call finally connected, "Rose, where are you?"

"Uhm… wotcha…" came a delayed response that had Sophie blinking, never had she heard the blonde say 'wotcha'.

"Where've you been?" the Doctor asked, "How long does it take to get to Ward 26?"

"I'm on my way, governor." Sophie frowned slightly mouthing 'governor' as Rose continued to talk, "I shall proceed up the apples and pears."

"You'll never guess," the Doctor exclaimed with excitement, "Sophie and I are with the Face of Boe. Remember him?"

"Of course, I do…" came the brisk somewhat clipped response and Sophie frowned a bit deeper with confusion, "That… big old boat… race…" Rose's voice grew softer and trailed.

Sophie opened her mouth making to say something when the Doctor distracted by the exclamations of joy coming from Duke of Manhattans sickbed, "We'd better go… see you in a minute." And Sophie blinked as without even a goodbye Rose hung up.

"That was a little odd…" she trailed as the Doctor stepped away moving towards the celebrating Duke. She followed, tucking her phone back into her pocket.

"Didn't think I was going to make it," the Duke was saying, before he caught sight of the two approaching, "It's those two again! My lucky charms. Come in," he beckoned them, "Don't be shy."

"Any friendship expressed by the Duke of Manhattan does not constitute a form of legal contract," Clovis a flute of champagne clutched in one hand, quickly informed them.

"Winch me up. Up!" the Duke ordered merrily giving his guests a thumbs up as Clovis pressed a button that had the bed beginning to tilt up, "Look at me. No sign of infection."

A waiter approached the two, "Champagne, sir? Madam?"

"No, thanks," the Doctor declined.

Sophie shook her head, "None for me," and the waiter nodded moving away again.

"Uh… You had Petrifold Regression, right?" the Doctor asked the Duke as he took in the man's sudden state of health with surprise… it shouldn't have been possible… not for another thousand years at least…

"'Had' being the operative word!" the Duke declared gleefully grinning broadly at his guests, "Past tense. Completely cured."

"But that's impossible…"

"Primitive species would accuse us of magic," An older nurse said as she approached them, having caught the end of the conversation, "But it is merely the tender application of science."

The Doctor turned to her, "How on Earth did you cure him?"

"How on New Earth, you might say."

"What's in the solution?" the Doctor pressed her.

"A simple remedy," the nurse replied.

"Then tell me what it is."

"I'm sorry. Patient confidentiality," the nurse eyed him, "I don't believe we've met. My name is Matron Casp."

"I'm the Doctor."

"I think you'll find that we're the Doctors here," she turned her gaze to the petite brunette beside him, "And you? I haven't seen you here before either."

"Oh, I'm Sophie."

Sister Jatt approached, "Matron Casp, you're needed in Intensive Care."

Matron Casp turned away from the visitors, "If you would excuse me," she said to them as she walked away with Sister Jatt.

Sophie watched them for a moment before she shifted a little closer to the Doctor so that she could whisper, "When you say impossible...?"

The Doctor glanced down at her, "I mean it should be completely…" he murmured lowly and he took her hand in his and they moved away from the Duke of Manhattans bed, glancing about, "Where is that girl?" he muttered still not seeing the blond.

*O*O*O*

"This Doctor man is dangerous," Chip warned his Mistress as she fixed herself up in the mirror.

"Dangerous and clever," Cassandra glanced over at Chip briefly before going back to her reflection, "I might need a mind like his. The Sisterhood is up to something. Remember that Old Earth saying, never trust a nun? Never trust a nurse. And never trust a cat," she turned to Chip, "Perfume?"

Chip pulled a small bottle of the perfume out of his pocket and handed it over. Cassandra tucked the vial down her cleavage, before she gave herself a last once over and strode out of the room with purpose.

She could fool the Doctor and that little brunette hussy. It would be no trouble at all…

*O*O*O*

"It was a perfectly normal blood wash," Sister Jatt informed Matron Casp as they walked through a dimly lit area approaching one of the many green-lit bulkhead doors, "And all of a sudden it started crying. It's this one," she opened the door so that they could peer inside, eyes immediately going to the male patient within as he reached out to them.

"Please, help me," he begged weakly.

"Look at the eyes," Sister Jatt urged Matron Casp ignoring the patients plea entirely, "So, alive."

"Positively sparkling!" Matron Casp agreed.

"Please, where am I?" the patient asked once again going ignored.

"Speech!" Matron Casp exclaimed with surprise, "How can it even have a vocabulary?" she wondered.

Sister Jatt shrugged, "Sister Corvin's written a thesis on the migration of sentience. She calls it 'The Echo of Life'. It's well worth a read."

"Help me," the patient pleaded again staring up at the two cat nurses.

"I've seen enough, thank you," Matron Casp remarked with a disgusted grimace at the diseased ridden patient. Sister Jatt promptly closed the door on the pleading patient leaving him in the dark once again, "If this happens again, we might have to review our brain stem policy," Matron Casp commented as she started off back down the rows luminous green bulkhead doors they'd passed previously.

"And what should we do with the patient?" Sister Jatt asked.

"Standard procedure. Incinerate," Matron Casp ordered dismissively.

Sister Jatt nodded and at the end of the row she reached out and grasped a handle and pulled it and the pod-like-cell the male patient was in lit up, both cat nurses ignored the terrible agonized scream that came from the pod as they continued on their way.

*O*O*O*

"Ambient temperatures stands at fourteen degrees," the female voice came over the speakers again, "This temperature is designed to promote healing and well-being."

Cassandra stepped into Ward 26, her hands patting her hair into place, the strands soft under her hands… it'd been so long since she'd had hair… she'd forgotten how nice it could be… and troublesome. Her gaze found the Doctor as he examined the drips, a pair of spectacles resting on the bridge of his nose. She almost wanted to snort at the old far outdated technology. Honestly why go to the trouble of changing your face so much, getting all that work done and still being stuck with something as ridiculous as spectacles… though they did suit him she supposed…

The petite brunette beside him turned her head then as if sensing her gaze and blue eyes met hers and the other woman beamed at her brightly.

"Finally!" she called out and the Doctor turned away from the drip to look over too.

"There you are!" he said with light exasperation and beckoned her over with an enthusiastic wave.

Cassandra fought down the urge to roll her eyes and instead forced a smile as she swaggered over to the pair.

"You took your time," Sophie commented, "I thought I was the space-cadet?" she teased lightly.

Cassandra flipped the blond locks she was now calling her own, "Can't rush brilliance darling," and Sophie blinked at her confused all over again by the blond.

"Come and look at this patient!" the Doctor urged and guided both of his companions over to the patient with red skin, "I showed Sparks this earlier," he chattered, missing the somewhat confused look that crossed of Rose's face as he pulled off his glasses and tucked them away, "It's Marconi's Disease. Should take years to recover. Two days. I've never seen anything like it. They've invented a cell washing cascade! Their medical science is way advanced. And this one…" he led them over to another patient this one as white as his hospital gown.

"Pallidome Pancrosis. Kills you in ten minutes, and he's fine," the Doctor waved cheerily at the patient who turned his head to look at them at the sound of his voice. The Doctor turned to his companions as they began walking. "I need to find a terminal. I've got to see how they do this," the Doctor continued whilst Sophie eyed Rose with continued confusion… noticing an odd change to blonde's stride as they walked, making her confusion and concern grow, "Because if they've got the best medicine in the world… then why is it such a secret?" he wondered.

Cassandra stopped, "I can't Adam and Eve it."

"Huh?" Sophie questioned as she and the Doctor stopped too both staring at her confused.

"What's… what's with the voice?" the Doctor asked as he eyed the blond with curious, but mildly confused eyes.

Cassandra stared at them belatedly realizing that she may have messed up a little, "Oh… I don't know," she waved off airily, "Just larking about. New Earth… new me," she breathed staring at the Doctor intently, ignoring the confused look Sophie was still levelling at her.

"Well, I can talk. New new Doctor," he said with a grin.

"Mmm…" Cassandra nodded as she gave him a far from innocent once over, "Aren't you just…" and in a move that shocked the Doctor stiff she reached up grabbing his face and pulling him into a hard kiss. Cassandra pulled back from the visibly shocked Doctor and licked her lips, "T-Terminals this way," she informed them slightly breathless as she walked off in the direction of the terminal.

The Doctor stared after her a moment, before he stiffened in horror, his hearts pounding horribly against his ribcage as turned to Sophie who wasn't looking at him, but rather at Rose's retreating back, "Uhm… Sparks… I um… I didn't…"

Sophie pulled her concerned gaze from Rose's retreating back to look at the Doctor, "It's not just me, is it?" the Doctor stared at her confused, hearts in his throat, "There's something odd going on with Rose?"

The Doctor blinked a little thrown for a moment… "Oh… um… yes… I suppose… yes…" he cleared his throat, "Odd… definitely odd…" he touched his lips with a bit of a grimace even as he internally wilted, in that moment he wasn't sure what was worse… Sophie misunderstanding what had happened or not seeming to care at all…

As they began to walk after Rose, Sophie swallowed, her gloved hands clenched at her sides tightly. She didn't understand it… not at all… but there was a horrible sick feeling churning in her stomach… and it felt awful... absolutely awful… she turned her mind from the feeling however, and did her best to stomp it down into nothing… so that she could focus on Rose. She was concerned for the blond… she was acting so odd… right down to her walk…

The Doctor subtly wiped off his lips again and glanced over at Sophie, hearts beginning to calm in his chest and slowly he reached out and brushed his hand against hers and when she didn't react negatively he grasped it in his own and felt a small amount of relief as her fingers easily clasped about his, "I didn't kiss her back," he blurted and grimaced slightly, he hadn't meant to say that, but he ploughed onwards as Sophie glancing up at him again, "She just kind of grabbed me…" he trailed as Sophie nodded.

"Yeah… I saw…" Sophie murmured, "Kind of out of character… I mean she's flirted before… but I've never seen her kiss anyone other than Mickey…"

The Doctor nodded, "It is a bit," he acknowledged and the two turned their gazes to Rose.

From where she was standing, impatiently waiting with her arms crossed Cassandra eyed the two and huffed under her breath as she scowled in mild irritation, eyeing the petite curly haired brunette critically. There was no accounting for taste, it seemed. She cleared the annoyance off her face and did her best to smile like she thought Rose would at the two as their gazes focused on her, it wouldn't do to give the game away… and it wasn't like she actually wanted the man anyway, but it would have been useful if she'd been able to wrap him about her finger, but it seemed the little brunette tramp had done that already.

*O*O*O*

Out in the waiting room of Ward 26 Sophie stood beside Rose as the Doctor used the terminal, their eyes fixed to the screen as he glanced over the hospital details he'd brought up, "Nope…" he declared, "Nothing odd… surgery… post-op… nano-dentistry… no sign of a shop… they should have a little shop."

"We'll file a complaint slip on the way out," Sophie replied and then blinked contemplatively, "Do they still have those?" she wondered.

Cassandra rolled her eyes as the Doctor smiled at the brunette and made a sound of affirmation. Honestly the two were sickeningly sweet, missing the brief concerned and confused look said brunette sent her as she started to pace, "Forget the shop, and focus…" she snapped earning another look from both the Doctor and Sophie at her uncharacteristic reaction, "There's something missing!" she remarked, "When I was downstairs, those nurse cat nuns were talking about Intensive Care. Where is it?"

The Doctor turned his gaze back to the screen, "You're right. Well done."

Cassandra stopped pacing, "Why would they hide a whole department?" she muttered.

Sophie tugged curled her fingers into the ends of her hair, "And what are they doing in there that they feel the need to hide it?" she questioned softly.

"It's got to be there somewhere," Cassandra commented, "Search the sub-frame," she ordered the Doctor.

The Doctor blinked and fought the urge to raise his brows at his blond companion, even as he eyed her contemplatively his mind working, "What if the sub-frame's locked?" he questioned.

Cassandra gave him a look, "Try the installation protocol" she stated impatiently.

'Doctor, how did she know that?' Sophie projected to him as she eyed the blond beside her.

'I'm not sure…' the Doctor responded.

Sophie blinked glancing at him, 'But you're working on a theory?'

"Yeah," the Doctor spoke out loud staring at Rose still.

'Follow my lead?' he projected.

"Sorry," he apologized out loud.

'Ok,' Sophie responded without hesitation.

A line of tension in the Doctor's shoulders relaxed marginally as he turned back to the terminal, "Hold on," he pulled out his sonic screwdriver and pointed it at the interface and with a quick buzz he had the whole wall sliding down to reveal a corridor.

The Doctor and Sophie watched as 'Rose' smiled and walked right into the revealed passageway. He exchanged a brief look with Sophie before they followed the blond into the corridor.

"Intensive Care. Certainly looks intensive," the Doctor remarked as he glanced about the corridor they'd entered.

*O*O*O*

The three headed down a staircase, the blond still ahead of them. They stepped off the last stair and into a huge cavernous room that was lined with cells with green luminous bulkhead doors… hundreds if not thousands of them… row after row after row… just going on and on… or at least that was how it appeared to Sophie's eyes as she peered about the dimly lit room.

The Doctor stopped by one and opened it and their eyes landed on a man who was covered in boil-like pustules his skin a sickly colour and surrounded by a strange smoke – just staring at them with eyes that were dull and almost lifeless and yet filled with pain.

Cassandra made a disgusted face at the sight of him, "That's disgusting," she remarked, her tone echoing the disgust on her face her lips twitching down into a sneer, "What's wrong with him?" she demanded to know taking a small step back from the man in the cell.

"It's horrible…" Sophie murmured sadly as she stared at the man who barely seemed to register them, or maybe he didn't at all.

"I'm sorry," the Doctor murmured, "I'm so sorry," he apologized, a simmer of anger beginning to bubble as things started to click into place. He closed the door of the cell-like pod and shifted over to the next one.

"Why would they do thi…" Sophie began only for the blond to cut her off as the Doctor opened a second pod.

"What disease is that?" Cassandra demanded to know eyeing the revealed woman who looked no better than the man, two fingers pinching her nose as she stared with equal disgust, missing the look Sophie shot her for her callous tone.

"All of them," the Doctor replied solemnly drawing Sophie attention again, "Every single disease in the galaxy. They've been infected with everything."

"Everything…" Sophie murmured aghast, her eyes widening as she processed what he'd said… 'they've been infected' as in deliberately… but that was… "Ooh…" she breathed out with mounting horror and sadness as she stared at the rows of pods again… all of them… she felt sick!

"What about us?" Cassandra demanded and Sophie shot her another look, "Are we safe?"

"The airs sterile," the Doctor replied, "Just don't touch them," he warned before he closed the lid of the pod and moved to look over the railing Sophie and Rose following… the brunette's eyes widening further at the sight of all the others… so many… it appeared endless. She felt the Doctor's mind brush across hers soothingly and she brushed back as his hand came to rest over hers giving it a brief squeeze.

"How many patients are there?" Cassandra wondered.

"They're not patients," the Doctor responded his voice cool with his simmering anger.

"But they're sick," Cassandra pointed out.

Sophie swallowed thickly, "Yeah… sick and locked away down here."

"They were born sick," the Doctor stated angrily, "They're meant to be sick. They exist to be sick. Lab rats. No wonder the Sisters have got a cure for everything. They've built the ultimate research laboratory. A human farm."

"Why don't they just die?" Cassandra asked with a shake of her head.

"Plague carriers. The last to go." The Doctor replied.

"It's for the greater cause," the voice of Novice Hame came from down the corridor and the three turned to look at her.

"Novice Hame, when you took your vows, did you agree to this?" the Doctor asked as he eyed her coldly.

"The Sisterhood has sworn to help," she replied simply.

"What, by killing?!" the Doctor couldn't help but shout incredulously.

"But they're not real people," Novice Hame responded her voice gentle.

"Not real?" Sophie asked with a furrowed brow, "They look real to me… and in pain!"

"They're specially grown," Novice Hame said her voice still gentle in an attempt to be soothing, "They have no proper existence."

"What's the turnover, hmm?" the Doctor demanded to know as he advanced on her dangerously, "Thousand a day? Thousand the next? Thousand the next? How many thousands? For how many years? How many?!"

"Mankind needed us," Novice Hame replied sidestepping the question, knowing that whatever answer she gave, the angry man before her wouldn't be appeased… so it would be better to say nothing on it… for there had been many and for so long… "They came to this planet with so many illnesses. We couldn't cope. We did try," she attempted to assure, "We tried everything. We tried using clone-meat and bio-cattle… but the results were too slow, so the Sisterhood grew its own flesh. That's all they are. Flesh."

'Too slow…' Sophie mouthed as she stared at Novice Hame with a frown… she glanced at what she could see of all the pods… millions of pods… each one keeping a suffering human being trapped… all of them suffering and alone in the dark because results had been to slow… her stomach churned sickeningly and her blue gaze hardened as she turned them back to Novice Hame who was still regarding them calmly.

"These people are alive!" the Doctor told her firmly, eyeing her with increasing disgust.

"But think of those humans out there, healthy… and happy, because of us," Novice Hame urged, her voice still gentle and soothing.

The Doctor glared at her, "If they live because of this, then life is worthless."

"But who are you to decide that?" Novice Hame questioned.

"Who are you to decide that this is ok?" Sophie rebutted incredulously gesturing at rows of pods.

"We are the Sisterhood – we vowed to heal the sick long before humans settled here," Novice Hame replied calmly easily meeting the brunette's condemning gaze.

The Doctor stepped forward, "Well, I'm the Doctor," he stated more calmly then he felt and Novice Hame's gaze returned to him, "And if you don't like it, if you want to take this to a higher authority, then there isn't one. It stops with me."

"Just to confirm," Cassandra said peering over the Doctor's shoulder at Novice Hame, "None of the humans in the city actually know about this?" she enquired and Sophie shot another concerned look at the blond who was acting so out of character.

"We thought it best not…" Novice Hame began.

"Hold on," the Doctor cut in, "I can understand the bodies. I can understand your vows. One thing I can't understand, what have you done to Rose?"

Novice Hame stared at them in confusion, "I don't know what you mean."

The Doctor stared at coldly, "And I'm being very, very calm," he informed her with a deadly quiet voice, "You want to be aware of that. Very, very calm. And the only reason I'm being so very, very calm is that the brain is a delicate thing. Whatever you've done to Rose's head, I want it reversed."

"We want it reversed," Sophie added casting another concerned look at Rose who was staring at them a little wide-eyed now.

"We haven't done anything," Novice Hame insisted.

"I'm perfectly fine," Cassandra attempted to wave off their assumptions.

Sophie eyed her, "No you're not," she insisted, "You walk and talk differently and…"

"These people are dying, and Rose would care," the Doctor finished.

"Ooh, all right, you pair of clever clogs," Cassandra huffed conceding defeat, before she smiled flirtatiously stepping towards the Doctor, "Smarty pants…" she tugged at his tie playfully and her voice turned husky, "Lady-Killer…"

The Doctor pulled his tie out of her hands and stepped away uncomfortably, "No… nope, once was more than enough," he muttered eyeing the blond with concern as Cassandra rolled her eyes and glanced over at the petite brunette who was also eyeing her with concern.

"Rosie, what's happened to you?" Sophie asked as the Doctor asked as he patted his tie back down into place, the both of them eyeing the blond, who crinkled her nose in distaste at the nickname.

"I knew something was going on in this hospital, but I needed this body and your mind," she said with a gesture in the Doctor's direction, "To figure it out."

The Doctor frowned, "Who are you?"

Cassandra flipped some of her hair back over her shoulder, "The Last Human."

Sophie's and the Doctor's eyes widened in realization and they gaped slightly, "Cassandra?"

"But your skin exploded!" Sophie protested.

Cassandra rolled her eyes as she reached into her cleavage, "Oh, wake up and smell the perfume?" she snarked snappily as she whipped out the small bottle of perfume and swiftly sprayed it in the Doctor's face dubbing him the greater threat.

Sophie tried to grab him as the Doctor immediately slumped towards the ground, but only really managing in easing his fall to the floor, "What did you do to him?!" she demanded to know turning back to look at Cassandra, glaring at her only to get sprayed in the face as well and she smelt something a little sweet, "Ooh… bugg…" she slumped towards the ground as her world went black as she succumbed to the chemicals in the perfume.

Cassandra smirked, "Nighty-nighty," she crooned with a mean smirk.

Novice Hame hurried over to the two that had fallen unconscious, "You've hurt them," she gaped as she knelt down beside them, checking them over, "I don't understand. I'll have to fetch Matron."

"You do that, 'cos I want to see her," Cassandra said still smirking, basking in her triumph over the three that'd seen to the death of her beautiful skin all those years ago on Platform One, "Now, run along! Sound the alarm!"

Novice Hame hurried to her feet and fled back the way she'd come as Cassandra ripped a power cable out of the wall, setting off the alarm.

Cassandra turned her attention back to the Doctor and Sophie her expression turning a bit thoughtful, "Now then… what to do with the two of you…"

*O*O*O*

The Doctor slowly drifted back to consciousness, first becoming aware of an uncomfortable hardness at his back and a warm soft, weight on top of him… at first, he thought maybe a blanket… but then there were the warm rhythmic puffs of air against his throat, and then the soft tickle of hair and a familiar scent…

His eyes snapped open and he tensed as he took in where he was and a certain brunette that was lying on top of him, "Sparks?!" he called urgently both concerned and confused. The brunette was motionless atop him… but he could feel her heart beating and her steady soft breathes.

"Call it a final kindness," Cassandra's voice reached him, "There were others spare, but well… you seem so fond of the little brat."

"Let us out!" the Doctor shouted at her as he tried to shift a bit to wiggle his hands into his coat, but he was well and truly locked in, "Sophie," he tried this time, calling to the brunette atop him again, who still hadn't shown a sign of waking.

"Standing room only though, and it may be a bit crowded, I'm afraid," Cassandra said her tone mocking.

"What have you done to Sophie?!" the Doctor shouted.

Cassandra rolled her eyes, "Oh, she's just having a nap… she should wake up soon," she said unconcerned, her faithful Chip silent at her side.

The Doctor struggled a bit more in an attempt to get free of the cell he and Sophie had been fastened into, "You've stolen Rose's body!"

Sophie let out a small sound, before she blinked open her eyes and immediately moved to jerk back in surprise and twin pained cries sounded as Sophie bumped the back of her head and cuffs that were binding Sophie's wrists together behind the Doctor's head tugged against the back of his neck.

"Ow!" she groaned and then froze a bit as she realized the small space they were trapped in, "Oh… bugger…"

"Cosy? Are we?" Cassandra mocked, "Over the years, I've thought of a thousand ways to kill you, Doctor. And now, that's exactly what I've got. One thousand diseases. They pump the patients with a top-up every ten minutes, the fact that you'll infect your little accomplice the moment your infected is an added bonus, hmm… and by my count you've got about three minutes left. Do enjoy yourselves," she gave a small laugh.

"Cassandra! Let us out of here and get out of our friend!" Sophie shouted almost hitting her head again against the door of the pod.

"Mm, no I don't think so… but I'll leave this body eventually. I just need to find someone younger, and less common, before I junk her with the waste. Now hushaby. It's show-time," she shushed them as Novice Jatt and Matron Casp approached her.

"Anything we can do to help?" Novice Jatt asked.

"Straight to the point, Whiskers. I want money," Cassandra demanded.

Inside the cell the Doctor strained and struggled as best he could, but there wasn't much room in the tiny cell with one, but with two… he paused and peered at Sophie in the dim lighting, "Do you think you could reach my sonic screwdriver? It's in my coat pocket,"

"My hands are cuffed behind your head," she responded a bit dryly, forcing herself to breath evenly and not hyperventilate at being trapped in such a small confined space… with the threat of imminent infection looming.

"Yeah, but maybe you could lift 'em up or manage to work them down…" he trailed off as Sophie started trying to move again… forcing himself to focus on the imminent problem… on the fact that his Sparks would die if he didn't get them out.

"Which one?" she asked.

"The left."

Sophie panted lightly as she struggled. Something was stopping her from lifting her cuffed hands up and over the Doctor's head and so now she was trying to wiggle her arms down around his shoulders… and for a moment she thought that maybe she'd succeed but… "I'm sorry," she apologized as she stilled, conceding defeat reluctantly, "There isn't enough room in here…" she muttered, her elbows and wrists smarting painfully.

The Doctor nodded, "Right then, plan B…"

Sophie blinked and looked at him hopefully, "There's a plan B?"

"Uh… yes… well, it's more of a thing…" he rambled a bit just as the doors opened freeing the Doctor, "Plan B," he said reaching into his pocket and pulling his sonic, a buzzed it in the direction of the cuffs making them release Sophie's wrists, "I grab the Sonic screwdriver," he stated as they all but leapt up and out of the open pod, his hand finding hers as he took in the situation they were now in as dazed infected patients stepped out of the opened pods, "What have you done?" he shouted at Cassandra.

"Gave them a shot of adrenaline, just to wake them up," Cassandra shouted back, "See ya!" she called as she turned and fled jumping out of the way of the infected as she did so, Chip close on her heels.

"Don't touch them!" the Doctor warned urgently. He paused only a moment longer to look at the two Nurses of the Sisterhood, "Whatever you do, don't touch!" he warned them, before he and Sophie took off down the hall after Cassandra.

"I think we should withdraw," Novice Jatt suggested.

"We understood what you did to us. As part of the machine, we know the machine," one of the male patients told them.

"Fascinating," Casp mused eyeing it as she backed away, "It's actually constructing an argument."

"And we… will end it," he finished and he reached over and jammed his hand forcefully into a socket, getting electrocuted and shorting out the controls and all the cell doors in Intensive Care blew, freeing the infected patients inside the pods.

*O*O*O*

Cassandra screamed shrilly as the pods opened and more and more infected patients lumbered free along the row she, Chip, the Doctor and Sophie were running down. The Doctor tightened his hand around Sophie's, "Don't stop!" he urged.

"Wasn't planning on it!" Sophie replied as she dodged around an infected man as he stepped dazedly out of his pod, her hand tightening about his too as they moved a little faster down the row.

*O*O*O*

"They're free! Novice Jatt cried as she looked over the railing at all the open pods, "By the Goddess Santori, the flesh is free!"

"Stop the pain." The patients chanted in a low murmur as they shuffled forward and Novice Jatt backed away separated from Matron Casp, soon finding herself up against a wall. One of the patients, a woman reached out and touched Novice Jatt's face and she screamed in agony… as the same boils on the patients immediately broke out of her skin… her scream cut off as she crumpled dead.

*O*O*O*

"Oh my God…" Cassandra cried aghast and horrified as they jerked to a stop as more of the infected patients shambled dazedly out of their cell-like pods.

"What the hell have you done?" the Doctor demanded of Cassandra again as he turned to her.

"It wasn't me!" Cassandra protested.

"Oh… so you didn't give them a shot of adrenaline to wake them up?" Sophie snarked as she glanced around as the infected patients began to shuffle laboriously towards them, heart pounding her chest.

"It was one row!" Cassandra protested, "One tiny row!"

"One touch and you get every disease in the world, and I," Sophie squeezed his hand, "We," he corrected, "Want that body safe, Cassandra!" he told her seriously, "We've got to go down!"

"But there's thousands of them!" Cassandra cried with fear as the infected patients shambled closer.

"Just move!" Sophie urged urgently and they broke into movement, though Cassandra with a lingering dubious reluctance 'down' just didn't seem smart...

"Down! Down! Run!" the Doctor urged Cassandra on, "Go down!" he shouted and Cassandra compiled with no other choice available to her as she hurriedly descended the stairs with the two people she hated the most in the universe and in the body of the third.

*O*O*O*

In another part of Intensive Care Matron Casp managed to reach a telephone, she immediately picked it up and hurriedly brought it to her ear, "Quarantine the building!" she shouted the order before she dropped it and dashed away, barely managing to escape some of the infected as the hospital started to shut down, as it initiated its quarantine countermeasure protocols. Shutters slamming down across the windows and the doors of the building sealing them inside.

"Repeat, this building is under quarantine," the announcement came again over the speaker system, "No one may leave the premises. Repeat, no one may leave the premises."

*O*O*O*

On the stairs the Cassandra, Sophie, the Doctor and Chip continued to hurry down them, the infected patients following them, their legs getting a bit steadier under them now, their arms outstretched, reaching for them, fingers grasping.

"Keep going!" the Doctor urged the two of them as he followed them closely, "Go down!" he urged again, his hearts pounding in his chest not so much from the run but with concern for his companions… if any of the suffering infected patients so much as laid a single finger on either of them… the sudden onslaught of a thousand different diseases would kill them perhaps in moments… their bodies wouldn't be able to handle it…

"Ooh, I hate running!" Cassandra cried as she tried to get herself to go faster... this body seemed to be handling it rather well, but that didn't mean she enjoyed it at all.

"You could always jump out of Rose's body," Sophie pointed out.

"Ha! No chance!" Cassandra responded immediately… she wasn't leaving… not until she had somewhere else better to go… or at this moment she'd take safer… safer would be grand!

"Move faster, Cassandra!" the Doctor shouted, the blond having slowed a bit.

Cassandra rolled her eyes, but upon seeing the gaining infected patients compiled.

"You can do it Mistress!" Chip cheered her on… making Cassandra smile, just a tiny bit in appreciation… but she barely noticed it, too preoccupied with her fear.

*O*O*O*

Cassandra, Sophie, Chip and the Doctor descended off the last flight of stairs and quickly made their way through a door into the basement. Cassandra immediately made a beeline for the lift and frantically pushed the call button.

"No," the Doctor said as he stopped, "The lifts have closed down. That's the quarantine. Nothing's moving.

"We should probably keep moving," Sophie murmured as she heard the infected patients beginning to converge on the corridor behind them.

"This way!" Cassandra called as she ran the other way, the Doctor and Sophie swiftly on her heels. Chip however, was cut off from being able to follow as more and more of the diseased patients spilled out of the corridor.

The Doctor and Sophie slowed and turned to look back at him, "Someone will touch him."

"Leave him!" Cassandra grabbed his arm as he took a step back towards Chip, "He's just a clone thing. He's only got a half a life."

"That still…" Sophie began.

"Come on!" Cassandra urged as she took off again.

"Mistress!" Chip called pitifully as he watched her leave him.

The Doctor hesitated torn as he looked from the running Rose and Chip, "I'm sorry, I can't let her escape," he apologized and grasped Sophie's hand to make sure that she stuck with him as he turned and raced after Cassandra.

Sophie allowed herself to be tugged into motion, "Oh… just bugger…" she murmured sadly, her heart weighing heavily in her chest.

The Doctor's hand squeezed around hers, "I know," he said solemnly, "I'm sorry," he apologized again.

Sophie swallowed and squeezed back, "Not your fault… and you're right, we can't lose her… we might not ever find her again…"

"My Mistress!" Chip cried terrified as the diseased patients closed in about him, he glanced around frantically and upon spying the waste chute, he spun towards it, bolting back the way they'd come to reach it and jumped into it without any hesitation, sliding down it and away from the advancing patients.

*O*O*O*

Clovis ran through a set of sliding doors and into the waiting area of Ward 26, "Excuse me…" she called out with irritation, "Can we get some service?" she stared in confusion at the empty room. The Intensive Care door opened and the diseased patients spilled into the room.

"Please!" one of the boil covered women cried plaintively.

Clovis screamed horrified, she hit an alarm to seal the ward and fled as fast as her legs could carry her.

*O*O*O*

Cassandra, Sophie and the Doctor burst through another door, this time into the area of the basement Cassandra had hidden herself away in. The Doctor slammed the door shut behind him, whilst Cassandra raced over to the opposite door and pulled it open, only to slam it shut again immediately at the sight of the diseased patients lumbering towards it.

"We're trapped!" she wailed rather terrified, "What am I going to do?!"

"Well, for starters," the Doctor began angrily, "You're going to leave that body," he gestured towards the psychograft, "That psychograft is banned on every civilised planet! You're compressing Rose to death!"

Sophie stiffened, eyes widening in horror and fear for her friend and little sister. She pointed a finger at Cassandra, "Get out of her! Get out of Rose, right now!"

Cassandra eyed the petite brunette, giving her a once over, "Hmm, well… I could do worse… I suppose. You've got a nicer nose at any rate…"

"Wait...! What?!" the Doctor tensed as Cassandra seemed to take a deep breath, "That's not, don't you dare, Cassandra!" he yelled, but she'd already expelled her breath towards Sophie, a cloud of light floating swiftly through the air from her to the brunette.

The floating could of light that was Cassandra swiftly entered Sophie her mind settling over hers, the added pressure on the already cracked and weakened shields made them bend and bow and finally break under the pressure as Cassandra successfully compressed the brunette's consciousness.

"Blimey my head," Rose muttered and then blinked, "Where'd she go?"

Cassandra groaned and clutched at her head as she felt and heard a multitude of minds, "Ooh, what's this… what is… what are all these voices… it's horrible – horrible! I, oh… how can… she stand it… what… aarrgh!" she cried.

The Doctor tensed further, his eyes widening with fear and guilt as a memory surfaced… one of a brief moment on the Tardis before they were making their way back to Satellite 5… Sophie's shields… he hadn't had time then… then he'd forgotten… as he stared at Cassandra who was possessing Sophie… "Cassandra!" He shouted, "Get out of her – out!"

Cassandra didn't even argue, just sucked in another breath and expelled, shooting herself back into the air.

The Doctor dashed over to Sophie as she crumpled to the ground, a small thin trail of blood coming from coming from her left nostril, "Sparks!?" he called as he knelt by her, his hands reaching for her, his fingers brushing her forehead as he gently probed forward and he flinched at what he found… gone… completely gone... the shields he'd created smashed completely… and it was his fault… he was the one who'd forgotten… hadn't remembered to check… he should have remembered. He took in a shaky breath as he did what little he could to sooth away the pain Cassandra's invasion along with the smashing of her shields had caused… and adding what little protection he could in what little time he could spare…

"Ah! Just what is that freaky little brat!" Cassandra cried, once again in Rose's body, her very mind seemed to throb, "Whatever it is, it isn't human!" she spat rather disgruntled and shaken by the experience.

The Doctor lifted his gaze, his brown eyes cold with his rising anger, "Get out of her – now!"

Cassandra stilled eyeing him nervously as he continued to brush his fingers gently over the freaky brunette's forehead as she remained unconscious, "But, I've got nowhere to go. My original skin's dead."

"Not my problem," the Doctor stated coldly and raised his sonic screwdriver to point it at her threateningly, glaring at her, "You can float as atoms in the air. Now, get out. Give my companion back to me," he scowled darkly, "And don't even think of trying to get into Sparks again. You've done enough damage."

"Like I'd want to," Cassandra grumped eyeing him speculatively, "You asked for it," she warned, before she breathed out again and she drifted through the air towards the Doctor entering him just as the brunette the Doctor was kneeling beside blinked open her eyes.

"Oh, my head," Sophie whimpered reaching up to clutch it, her eyes widening as she realized that she could hear… the shields were... gone…

"Ack! Again…" Rose muttered as she stumbled a bit as the Doctor got to his feet, and her eyes skimmed over Sophie as the brunette scrunched her brow in concentration.

"Oh, my… this is different…"

Sophie and Rose eyed him, "Cassandra?" they asked.

Cassandra ignored the question as she assessed herself, "Goodness me, I'm a man… yum… so many parts. And hardly used," she exclaimed as Sophie got to her feet a little shakily splitting her attention between focusing on erecting her old barriers and on what was going on, "Oh… oh, two hearts!" Cassandra wiggled about crazily, "Oh, baby, I'm beating out a samba!"

"Get out of him!" Sophie demanded with a grimace, glaring at Cassandra. Damn her head hurt.

"Oo, he's slim, and a little bit foxy," Cassandra remarked running a hand down the body the Doctor's body.

"Get out of him!" Rose demanded this time, just as the diseased patients managed to burst into the room.

"What do we do?" Cassandra panicked, "What would he do? The Doctor, what the hell would he do?"

"Ladder," Rose shouted as she spotted it near the back of the room, a ladder that went all the way up to the ceiling and into a kind of shaft.

Sophie nodded eyeing it too, "We've got to get up," she agreed.

"Out of the way freak, blondie!" Cassandra cried and pushed them out of the way as she raced for the ladder, Sophie and Rose only a step or two behind, the former flinching only slightly at the term 'freak'.

*O*O*O*

Chip whimpered in terror as the diseased closed in on him where he'd ended up after coming out of the chute in Intensive Care. He scampered back into one of the cells and closed the door to keep himself as safe as he could from them. His Mistress wouldn't want a thing to do with him if he allowed himself to get infected.

*O*O*O*

"If you get out of the Doctor's body, he can think of something," Rose exclaimed as she hurried up the ladder behind Cassandra.

"Yap, yap, yap. God, it was tedious inside your head. Hormone City," Cassandra whinged.

"And you're a bleedin' walking headache, you stupid stretchy-skin trampoline!" Sophie bit back from her place behind Rose on the ladder, her head still killing her and she was so out of practice with her old barriers… thoughts kept slipping through… each one making her head hurt harder.

Rose smirked in amusement whilst Cassandra scowled at her with the Doctor's face, "Ooh, like your head was pleasant you little freaky mutant thing!"

"Shut up, Cassandra!" Rose snapped as they continued higher up towards the shaft, the infect converging below them, "We're going to die if…" Rose broke off as Sophie screamed as a hand grasped her ankle making the other two freeze and look down at her to see Matron Casp had grasped one of her ankles.

"All our good work! All that healing. The good name of the Sisterhood. You have destroyed everything!" matron Casp accused.

Sophie scowled at her and began jerking her leg to try and force the cat-woman to let go, "The Sisterhood's good name was gone the moment you used humans as lab rats, now, get off!"

"Everywhere, disease. This is the human world. Sickness!" Matron Casp cried angrily.

Casandra rolled her eyes, "Go play with a ball of string," she sniped dismissively at the Matron.

Matron Casp screamed as a hand grasped her ankle and her own hand released Sophie's ankle as a shock of pain spread over her as boils broke out over her skin, screamed in pain and fear as she fell below into the converging bodies of the diseased patients.

"Move!" Sophie shouted and the three continued up higher on the ladder as another announcement came over the speaker system.

"Maximum quarantine. Divert all shuttles."

Cassandra reached the lift doors another whimper escaping her at finding them sealed shut, "Now what do we do?" she called down to Rose and Sophie.

"Sonic screwdriver, left coat pocket, use it!" Sophie called up to her.

Cassandra reached into the aforementioned pocket and pulled out a thin stick. She crinkled her nose at it in distaste, "You mean this thing?"

"Yes, she means that thing!" Rose responded, "Hurry up and use it!"

"Well, I don't know how!" Cassandra complained, "The Doctor's hidden away all his thoughts."

"Well, get out of him then!" Sophie yelled up at her.

"Cassandra, go back into me," Rose offered as the woman in the Doctor's body glared at Sophie, "The Doctor can open it."

"Rose…" Sophie started only for the blond to cut her off.

"Do it!" she ordered Cassandra with impatience.

"Hold on tight," Cassandra warned, before she took a breath and expelled herself back into the air, and floated into Rose. She blinked orientating herself, "Oh, chav-tastic again," she grimaced and looked up seeing the Doctor shaking his head to clear it, "Open it!" she demanded.

The Doctor glared at her, "Not 'til you get out of her!" he demanded pointing the sonic at her threateningly.

Cassandra glared back, "We need the Doctor!"

"I order you to leave her!" the Doctor shouted at her angrily, "And don't even think about going into Sparks! Now, get out of Rose!"

Cassandra stared at him in annoyance for a moment, before she transferred again, shooting straight back into the Doctor, "No, matter how difficult the situation, there is no need to shout," she whinged petulantly.

"Cassandra, get out of him!" Sophie growled as Rose gave her head a shake at suddenly being free again.

"We need him, Cassandra!" Rose shouted as her mind settled again.

"But I can't go into you, he simply refuses and there's no way I'm going into you again," she addressed Sophie, "He'd go ballistic, and your minds far too strange you mong…"

"Cassandra!" Rose shouted warningly.

"Like I'd want you in me! Just get out of him!" Sophie yelled at Cassandra.

"Ooh, you're all so rude!" she whinged.

"We don't care!" Rose growled, "Just do something!" she demanded hotly.

"Oh, I'm so going to regret this," she muttered with a grimace, before she expelled herself from the Doctor once again, transferring herself into the woman in the lead on the ladder, "Oh, sweet Lord, I look disgusting."

Satisfied that both of his companions weren't possessed by 'the Last Human' the Doctor opened the lift doors and held a hand out to Rose, "Nice to have you back," he said with a smile as he helped her through. His gaze turned more concerned as it landed on Sophie, his hand taking hers, "How are you?"

"Bit of a headache," Sophie admitted with a grimace as the Doctor her helped her through the lift doors, "But otherwise… I'm fine," the Doctor stared at her dubiously, guilt making his hearts clench in his chest.

"No, you don't!" Cassandra grumbled, just before she expelled herself from the diseased body as the doors to the lift began to close, making it through the doors and back into Rose just before they closed, making the girl stumble and fall to her knees.

"That was your last warning, Cassandra!" the Doctor growled angrily as he hurriedly sealed the lift doors once again.

"Inside her head…" Cassandra murmured quietly physically shivering a little at the strength of what she'd felt inside that poor woman's head, "They're so alone… they keep reaching out, just to hold us… all their lives they've never been touched…" she whimpered.

Sophie's gaze softened somewhat and she offered a hand to the shaken woman who was possessing her little sister. Cassandra blinked at it for a second before she accepted the offered hand and allowed the small brunette to help her to her feet.

The Doctor sighed out a troubled breath, before he reached out and took Sophie's gloved hand in his, "Come on," he murmured as he led them towards the looming doors of Ward 26.

Sophie cast a concerned look at Rose's body that was still being possessed by Cassandra, unable to help but feel concerned… the Doctor had said that Cassandra was compressing Rose to death…

The Doctor's hand squeezed hers comfortingly, 'She'll be fine for a while yet. Promise.' He carefully responded to her accidental projection. Highly aware of the state of her shields and how much she had to be struggling… and the pain she was in if the scrunch to her brow was any indication.

Even so Sophie winced slightly as the sound of his voice in her head made her head throb a might harder, still she squeezed her hand around his in return gratefully in response… and concentrated a bit harder on her barriers as she felt a group of minds ahead of them… minds whose thoughts had the taste of terror to them…

*O*O*O*

"We're safe! We're save!" the Doctor exclaimed as Clovis made to lunge at them with a chair, that she'd picked up to use as a weapon, roaring out a wild battle cry as she did so, "We're clean! We're clean! Look, look…"

"Show me your skin!" Clovis demanded of them.

"Look, clean," the Doctor assured as he showed her, holding up his hand to show her, Sophie and Cassandra doing the same, "Look, if we'd been touched, we'd be dead," Clovis let out a relieved breath and lowered the chair she'd been brandishing, "So, how's it going up here? What's the status?" the Doctor asked as Clovis released the chair entirely.

"There's nothing, but silence from the other wards. I think we're the only ones left. And I've been trying to override the quarantine," Clovis fiddled with a small communications device on her wrist, "If I can trip a signal over to New New York, they can send a private executive squad."

"You can't do that," the Doctor told her firmly, "If they forced entry, they'd break quarantine."

"I'm not dying in here!" Clovis shouted defiantly, a hysteric note entering her voice… she wouldn't die like that she wouldn't… not trapped in here… never… no way!

"We can't let a single particle of disease get out… there's ten million people in that city. They'd all be at risk. Now, turn that thing off!" he demanded.

Clovis shot him a defiant look, "Not if it gets me out."

Sophie gave her a look, as she rubbed a hand over her temples, "Those diseases get out it'll spread… you'll die out there."

Clovis shot her an irritated look, "Or I might not!" she scowled and continued to fiddle with her device.

"Alright, fine," the Doctor muttered, "So, I have to stop you lot as well. Suits me. Sophie, Rose, Novice Hame, everyone! Excuse me your Grace. Get me intravenous solutions for every single disease. Move it!" he demanded when seeing most them where just staring at him mutely and those who hadn't moved burst into movement.

A couple of moments later the Doctor had silk rope tied around him, the intravenous solution bags hanging from it, "How's that? Will that do?" the Doctor asked.

"I don't know!" Cassandra muttered eyeing him dubiously.

Sophie shrugged a little eyeing him curiously, "It depends on what crazy scheme you've concocted," she murmured as the Doctor turned and walked over to the lift, opening the doors again with his sonic.

"The lifts aren't working," Cassandra reminded him as she lingered further back in the waiting area of Ward 26.

"Not moving," the Doctor corrected, "Different thing. Here we go," he murmured, before putting his sonic between his teeth as he backed up a bit and ran for the open doors of the lift, jumping into it and catching the cable.

"Oh, Lord!" Cassandra groaned wide eyed, "Just what do you think you're doing?!" she gasped.

"I'm going down," the Doctor responded, before looking at Sophie, "Lend me a hand?" he asked as he attached a piece of equipment to the cable.

"Sure," Sophie agreed, before pausing eyeing him a bit contemplatively, "How?"

"I need an extra pair of hands," the Doctor replied and beckoned her with a quick gesture before working buzzing his sonic at the winch he was setting up again.

Sophie eyes widened slightly, "Oh…"

The Doctor glanced over at her again, "Problem?"

"No…" Sophie responded as she began backing up as she eyed him and the lift mentally calculating the jump she needed to make to join him in the lift, "Just… uh, sorry in advance."

The Doctor blinked and glanced over at her as Sophie began her run, "For what?"

"If I kick you!" Sophie answered with a small cry as she reached the edge and jumped, successfully managing to get herself onto his back, her arms grasping about his shoulders, "I did it!" she cheered with relief, having worried that she'd miss somehow.

"Yep, you did, and didn't even kick me," the Doctor agreed as he continued to fiddle with the cable.

"You're both crazy!" Cassandra called with a disbelieving shake of her head. She let out a horrified cry as the diseased patients broke quarantine spilling into the waiting area, "You're both on your own!" she shouted and she dashed back into the ward.

"Look after that body Cassandra!" the Doctor shouted after her.

"Or better yet, get out of it!" Sophie added.

"Seal the door!" Clovis shouted and the doors to Ward 26 snapped shut.

Sophie swallowed, her arms tightening a bit around the Doctor's shoulders, "So, down, right?"

"Yup, down!" the Doctor agreed and they began to whiz down the shaft and Sophie could help the scream that escaped her, her eyes squeezing shut as she clung to the Doctor as they seemed to plummet, "Ooh, definitely one of your crazier schemes," Sophie murmured as the Doctor put on the break gently slowing them to a stop on top of the lift.

"You came with me," the Doctor responded.

Sophie nodded, "Of course… your crazy schemes always work!" she replied like it was the most obvious thing in the world, "Besides, I want to help those people if I can…" she murmured and the Doctor smiled fondly at her in response, "So, what do you need me to do?" she asked.

"You see that lever?" the Doctor asked with a gesture to it.

"Yeah."

"When I say so, take hold of it," he told her.

"And the quarantine?" Sophie asked with concern.

"I'm cooking up a cocktail," he explained as he began ripping open the intravenous bags with his teeth, "I know a bit about medicine, if I do say so myself," he bragged a bit, shooting her a small half smile as he poured the contents of his cocktail into the clear tank that was meant for the disinfectant.

"That levers going to resist," he warned Sophie who was watching what he was doing with curious eyes, "But keep it in position," he opened the trapdoor on top of the lift, "Hold onto it with everything you've got."

Sophie nodded, "And what about you?" she asked somewhat concerned as eyed the open trapdoor.

"I've got an appointment. The Doctor is in," he remarked as he dropped down into the lift and sonic opened the doors to the lift, seeing all the diseased patients sitting in groups. And all so slowly they started to shamble towards him as they noticed him…

"Oh… bugger!" Sophie murmured, her heart pounding against her ribcage as she readied herself by the lever so that she could take hold of it the moment he said so.

"I'm in here! Come on!" the Doctor called to the diseased patients as they lumbered towards him, encouraging them.

"He knows what he's doing!" Sophie mumbled to herself as she fought the urge to ring her hands together nervously, "That stupid, crazy, foxy git of an alien knows what he's doing…"

"Pull that lever!" the Doctor shouted up to her as all the patients staggered towards him.

Sophie took hold of the lever and pulled as hard as she could, throwing her weight into it as it resisted just as the Doctor said it would.

"Come and get me. Come on!" the Doctor urged the diseased patients, raising his voice so that it'd carry and catch the attention of those throughout the large reception area, "I'm in here! Come on!"

"Commence stage one disinfection."

"Hurry up!" the Doctor called urgently beckoning them, "Come on!" he urged again as the medical cocktail he'd put together rained down on him, soaking him to the skin, "Come one, come on," he beckoned as the first patients joined him in the lift getting hit by the spray before they shuffled around turning to leave, "All they want to do is pass it on. Pass it on!"

The Doctor beamed as the disinfected patients touched their still diseased comrades, their skin immediately clearing of systems as it hissed and steamed in reaction to the medications work, "Pass it on!" he cheered happily, before he turned to the trapdoor, "Sparks!" he called up and a moment later she was peering down at him.

"Did it work?" she asked hopefully.

"Yes! It worked!" the Doctor laughed and raised his arms up and helped her down through the trapdoor and they stepped out of the elevator and into the reception area.

Sophie glanced around at the now clear skinned people that were wandering around, with almost childlike expressions on their faces, "You did it! You cured them!" she cheered with excitement.

The Doctor grinned, "Well, I am the Doctor," he replied and hugged her.

"Ack! Your all wet!" Sophie cried out in a half-hearted protest as the cold wetness of his medical concoction shocked against some of her bare skin that wasn't covered by her nice warm woolly jacket and her gloves, but she hugged back anyway, not really caring… it'd just been cold!

"It's a brand-new form of life, Sparks!" the Doctor beamed a grin as he pulled back, "New humans! Grown by cats, kept in the dark, fed by tubes, but completely, completely alive. The human race just keeps on going, keeps on changing. Life will out! Ha!" he exclaimed with excitement.

Sophie returned his grin, their eyes meeting, her stomach doing that weird, confusing flip-flop summersault thing again – she really wished it'd stop that… it was such a strange feeling…

Sophie blinked as one of the new humans, a woman walked over and threw her arms around the Doctor in a hug and she smiled warmly as the Doctor happily returned it that grin of his still in place. This really was a better ending that she'd thought possible for those who'd spent their entire lives trapped. She blinked again as the woman threw her arms around her next…

She stiffened in a mix of surprise at the action and at the fact that the woman's cheek brushed hers and a vision flickered across her mind for a brief moment… she relaxed again and returned the hug, her smile warming further.

"Thank you," the woman murmured softly as she pulled away.

"Oh… you're welcome!" Sophie murmured her cheeks flushing with slight embarrassment, "It was all him though, really," she said with a gesture at the Doctor and watched as the woman made her way to over to a young man who could very well be the father-to-be of the young boy she'd briefly seen in the woman's arms when her cheek had grazed hers.

The Doctor peered at Sophie curiously, "What's that smile for?" he asked grinning again himself as she turned her joyful sparkling blue eyes up to him again. A small secret in their depths teasing him.

"Oh, nothing," Sophie replied with a joyful laugh, "I've just got a feeling that everything is going to be just fine for the New Humans of New Earth!"

The Doctor pouted slightly at that, the secret he could see in her hazel flecked blue eyes teasing him as much as her tone was. Sophie swallowed as her stomach did that odd summersault thing again and she looked away in confusion and embarrassment at the odd, completely foreign sensation… maybe she was coming down with something she pondered...

*O*O*O*

Sophie stood by Cassandra back in Ward 26 the Doctor, who was still rather wet, not too far away, the quarantine having been lifted just moments before.

The blond eyed the brunette a bit speculatively, "So you and the Doctor…" she broke the silence between them.

Sophie blinked in confusion as she turned her gaze to the woman that was still possessing Rose, "Eh?!"

"Oh, don't give me that… he kissed you, I've seen it in this girl's head," Cassandra grimaced a bit, "She really is a hormonal little chit."

Sophie blinked again, a faint flush of embarrassment rising to her cheeks, more at the fact that Cassandra was making so much of it than anything else, "She saw that, huh… I thought she was unconscious…" she murmured shuffling her feet a bit.

"Oh, she saw alright," Cassandra smirked taking in the faint heat in the brunette's cheeks… oh to be so young again! "And boy was that a kiss! I prefer a bit more wild and passionate myself rather than the tender and sweet approach… but…" she shrugged.

Sophie shook her head her heart beating a little uncomfortably in her chest as it beat a bit faster, "It wasn't… it wasn't anything like that Cassandra," she insisted, "It was… he was about to change to become, a new him," she gestured at the Doctor as he walked across the Ward from them to speak to another person one of the few that were left in the rapidly emptying ward, "He was merely saying goodbye before he did," she fixed her gaze back on Cassandra, "That's all."

Cassandra blinked at her incredulously and silence fell between them for a moment, "…your serious, aren't you?" her mouth fell open in a small gape, eyeing the other woman in disbelief… she couldn't be serious… could she? There was no way… absolutely no way... her eyes bugged a bit at the sincere innocent look on the brunette's face as the brunette regarded her earnestly her gaze unwavering.

Cassandra looked away from the other woman as she shook her head and made a disgusted noise, "Oh Lord!" she groused disdainfully and perhaps, maybe a little amused and maybe a couple of other things that had her wanting to huff and snort at the other woman's obliviousness. She huffed and crossed her arms, "You're painful! …I could almost feel sorry for the Doctor," she muttered under her breath, "Ooh, that's something I never thought I'd say," she muttered incredulously.

Sophie glanced at her again, "Sorry, I missed that?"

Cassandra blinked, eyeing her contemplatively for a moment, before she shook her head, still rather disgusted and disbelieving at the girl's naivety, "Nothing… just nothing," she muttered…

She wasn't touching that, nope… not with a thousand footpole would she… not for a million credits nu-uh. The Doctor could suffer! Suffer! She was not a love-doctor! Especially not to an obviously mutated little chit, even more so for one of the ones who'd been one of the causes of her failure on Platform One!

Sophie eyed her for a moment, the way the other woman had said that was reminiscent of how Rose said it… and just like with Rose, it made her think that she'd maybe missed something… somehow… but she'd been here for the entire conversation… and she hadn't zoned out – she knew she hadn't… Sophie sighed lightly and shrugged turning away again, just as the Doctor came back over to them and then a voice came through a loudspeaker.

"This is the NNYPD. Please step away from the shuttles!"

"All staff will present themselves to the officers for immediate arrest," the female voice came over the speaker system of the hospital, and they watched for a brief moment as Novice Hame was led away by an officer. She glanced away from them shamefaced, "I repeat, immediate arrest. All new life forms will be catalogued and taken into care. All visitors to the hospital will be required to make a statement to the NNYPD."

"The Face of Boe!" the Doctor exclaimed catching sight of the old Face and dashed over to him, Sophie and Cassandra following him, "You were supposed to be dying," he exclaimed as he stared at the much healthier face that was staring at them.

'There are better things to be doing today. Dying can wait,' the Face of Boe responded.

Cassandra scrunched up Rose's face in distaste, "Oh, I hate telepathy. Just what I need a head full of big face."

"Shh!" the Doctor and Sophie hushed her, the brunette who was standing beside her still, elbowing her for good measure earning a glare from the blond.

'I have grown tired with the universe, Doctor, but have taught me to look at it anew,' the Face of Boe continued.

The Doctor knelt before the Face of Boe, eyes curious, "There are legends, you know, saying that your millions of years old."

The Face of Boe laughed lightly, 'There are? That would be impossible.'

The Doctor smiled, "Wouldn't it just," he murmured slightly questioning still, "I got the impression there was something you wanted to tell me," he prompted.

'A great secret," Boe agreed.

"So, the legend says," the Doctor agreed, glancing only briefly over at Sophie who was standing close by, next to the still possessed Rose.

'It can wait,' Boe responded.

The Doctor blinked and pouted at the Face of Boe as disappointment began to sink in, "Oh, does it have to?" he asked.

'We shall meet again, Doctor, for the third time, for the last time, and the truth shall be told. Until that day… Soph, don't let the Doctor push you around too much, eh?' Boe said making Sophie blink somewhat bewildered and surprised at that, but before she could say anything the Face of Boe teleported away in a quick flash of light.

The Doctor pouted at the spot the Face of Boe had just been, "That is enigmatic. That… that is… that is textbook enigmatic!" he grumbled with a disappointed frown unendingly curious as to what the Face of Boe wanted to tell him. He bristled the next moment, "And since when do I push Sparks around?!" he demanded of the teleported away face.

"Sparks," Sophie muttered, giving him a pointed look.

"It's a brilliant nickname," the Doctor insisted as he turned to her. Cassandra snorted and rolled her eyes and the Doctor spun to her, "And now for you."

Cassandra's eyes widened and she gave them a smile, "Oh, but… everything's happy. Everything's fine… can't you just leave me?"

"You're possessing Rose," Sophie reminded her gently.

The Doctor shook his head, "You've lived long enough. Leave that body and end it, Cassandra."

"I don't want to die!" Cassandra protested tears welling in her eyes.

"No one does," the Doctor murmured.

"Help me," Cassandra pleaded.

"I can't," the Doctor said sadly, shaking his head… it was one of the few things he couldn't do anything about.

"Mistress!" Chip cried as he ran up to them.

"Ooh – you're alive," Cassandra said surprised as they all turned to look at him.

"I kept myself safe for you, Mistress," Chip said, rather proud of himself as he stared at her adoringly.

Cassandra stared at him contemplatively, "A body… and not just that… a volunteer."

"Don't you dare," the Doctor protested, "He's got a life of his own."

"But I worship the Mistress. I welcome her," Chip replied turning to her as Cassandra winked at him.

"It's still not right…" Sophie protested.

"You can't Cassandra, you…" the Doctor trailed off as Cassandra expelled herself from Rose and floated over to Chip.

"Rose!" Sophie gasped as she fell forward and the Doctor caught her.

"Oh! You alright?" the Doctor asked as Rose pulled back in an attempt to stand only to stumble again, "Whoa! Ok?"

Rose blinked a moment and shook her head as things settled once again… her head throbbing a bit strangely. She pulled back more slowly this time and made her feet where under her and when her legs successfully held her, "Yeah…" she smiled at Sophie and the Doctor, "Hello!"

"Hello!"

"Hi!" Sophie said smiling with relief at having Rose back.

"Welcome back!" the Doctor beamed a grin.

"Oh, sweet Lord… I'm a walking doodle!" Cassandra gasped drawing their attention again.

"You can't stay in there," the Doctor told her firmly, "I'm sorry, Cassandra, but that's not fair. I can take you to the city. They can build you a skin tank and you can stand trial for what you've done."

"Well, that would be rather dramatic. Possibly my finest hour, and certainly my finest hat," Cassandra remarked and the Doctor, Sophie and Rose glanced at each other, "But, I'm afraid we don't have time. Poor little Chip is only a half-life, and he's been through so much. His heart is racing so. He's failing. I don't think he's going to last…" Cassandra gasped lightly as her knees gave way and she fell to the floor.

"Are you alright?" the Doctor asked as the three of them stared at her in concern.

"I'm fine. I'm dying, but that's fine," Cassandra murmured as she felt Chip's heart beating faster than it should… the thought of death no longer scaring her for some reason… in fact she really could almost welcome it… though there was regret… more than she thought she would feel after all this time…

"I can take you to the city," the Doctor offered again.

Cassandra shook her head, "No, you won't. Everything's new on this planet. There's no place for Chip and me anymore. You're right, Doctor. It's time to die, and that's good."

"Come on," the Doctor said as he moved to help her up, Sophie shifting to Cassandra's other side as she helped him, "There's one last thing I can do," and the four headed for the lift.

*O*O*O*

The Tardis materialized just out of sight of an ongoing party, and the Doctor, Sophie, Rose and Cassandra stepped out and 'the Last Humans' eyes widened in recognition, her gaze landing on herself as she had been once long ago… so very human and so very beautiful… the life of the party…

She turned to the Doctor, "Thank you."

"Just go," he murmured with a nod, "And don't look back."

"Good luck," Rose bid.

Sophie nodded, "Yes, good luck," she murmured as Cassandra turned and walked away from them, her brow scrunched in concentration… it really was an effort to keep up her old barriers… she'd forgotten rather quickly how much of a strain it was to keep other peoples minds separated from her own… to not hear them… to not feel them intruding against her own.

Cassandra watched her old-self, younger self as she conversed merrily and laughed, waiting for a moment when she broke away, as she knew that she would… she stepped forward dressed in the black cloak styled robe to hide her appearance a bit from the very human party that was going on around her, "Excuse me… Lady Cassandra," she called out as she stepped forward.

"I'm sorry…" the younger Cassandra turned to look at her, politely aloof, "I don't need anything right now. I'm fine, thank you," she made to turn away.

"No, I just wanted to say… you look beautiful." Cassandra got out, her body feeling weaker now… her knees trembling as her legs struggled to continue holding her up.

"Well, that's very kind, you strange little thing. Thank you very much."

"I mean it," Cassandra stepped towards her younger self who was staring at her a little strangely, needing her to understand, "You look so beautiful."

"Thank you," younger Cassandra murmured touched by the sincerity she could see in the strange little mans eyes. Only for her eyes to widen in horror as he collapsed right in front of her, she dropped to her knees without hesitation and cradled him, "Oh, my Lord. Are you alright? What is it?" she cried, "What's wrong? Someone get some help! Call a medico or something, quickly!" she shouted urgently.

"Who is he?" A woman asked.

The young Cassandra shook her head, a bit frantic, "I don't know. He just came up to me. I don't even know his name. He just collapsed. I think he's dying. Someone do something! I've got you, sweetheart… it's alright. There you are… there you are… I've got you. It'll be alright. There, there, you poor little thing…"

"Come on," the Doctor murmured softly and Sophie and Rose turned from where they'd been watching with solemn eyes and slowly made their way back into the Tardis. The Doctor hesitated another moment, just watching with old eyes, before he too stepped back into the Tardis and a moment later it dematerialized with a wheeze.

*O*O*O*

Sophie sat on a bean bag in the meditation room, the Doctor's fingers at her temples, his consciousness mingled with hers as he rebuilt the shields that had been unceremoniously smashed to pieces, fighting the urge to scratch at the strange mental itchy sensation.

"There done," the Doctor murmured as he carefully retreated from the brunette's mind, satisfied that he'd built them up as strong as he could.

"Thanks," Sophie murmured with relief and smiled at him, a smile that faltered when he didn't smile back, "Doctor?"

"It won't happen again," he promised.

Sophie blinked at him, her brow furrowing slightly, "It wasn't your fault Doctor… I didn't even realize that I wasn't reinforcing or maintaining them… I mean I thought I was, 'cos I was using them..." she trailed as the Doctor shook his head.

"I noticed… but there wasn't any time when I did… I had to deal with the Daleks… and then… I went and forgot… I forgot, Sparks!"

"Well, considering how your regeneration went, I'd say that's forgivable," she pinned him with a look, "I don't blame you… and I don't want you blaming yourself… and ya know, even if you had remembered… maybe Cassandra compressing me may have broken them anyway… Ah!" she pointed a finger at him when he still continued to stare at her with guilty eyes, "Stop it!"

The Doctor blinked at her finger and then slowly smiled and shook his head at her, but as Sophie lowered her hand back down to her lap he gave her another look, "Do you really dislike Sparks so much?" he asked quietly.

Sophie blinked at him for a moment her fingers tangling together a little awkwardly, "Not really… I just… don't get it… where'd you pull it from?"

The Doctor met her eyes for a long moment and Sophie felt herself swallowing as that tension she'd only felt once before settled over them, and she sucked in a confused breath… the Doctor smiled at her lightly, "Maybe, I'll tell you one day, Sparks… but not today," he murmured and Sophie stared at him with disappointment the strange tension rapidly fading as the Doctor got to his feet and beamed a grin at her, "Come on!"

"Come on, where?" Sophie asked in surprise as she accepted the hand the Doctor held out to her.

"I've still got a promise to keep!" he declared as he hurried out of the meditation room, shouting for Rose as he went.

"What is it?" the blond asked as she joined them in the console room a couple of moments later.

"I promised we'd explore New Earth!" the Doctor replied as he moved rapidly about the console, "And chips… can't forget the chips!"

Rose glanced over at Sophie mildly bemused and excited... and the two shared a smile as the Tardis shuddered mildly as it flew through the vortex back to New Earth.

*O*O*O*

Rose eyed the Doctor and Sophie contemplatively as they sat at a table in a chip shop they'd found during their exploration of New Earth… trying to be discreet in her observation of them as they chatted or rather the Doctor chatted at them and she and Sophie listened as he talked a mile a minute going on and on about his favourite flavour of chips… chips that they were waiting on… she couldn't remember everything that had happened whilst Cassandra was inside of her… but things were falling into place…

She'd had a minor panic attack at realizing she'd… Cassandra had kissed the Doctor with her lips… without permission… in front of Sophie… no less… it made her want to cringe! The Doctor was good looking in his new body… that was a given… but… just no… nope… no… he was family… and… not for her…

But that wasn't the reason she was watching the two of them… a little bit ago, whilst they'd been exploring, a conversation between Sophie and Cassandra had surfaced… one that had her… well… it had her… she really didn't want to believe it! But the conversation had happened and now she was watching and realizing with a rapidly sinking heart that it was true… her adorable space-cadet of a big sister didn't have a bleedin' clue! He'd kissed her, damn it! She'd seen it… and she'd written it off as a friend saying goodbye… it made her want to tear her hair out! Especially as the more she watched the more she realized that the Doctor was allowing it… he knew that she'd mistaken him and was just going with it… and she couldn't fathom why!

Her shoulders slumped… as she continued to eye them… contemplating what she should do… and a heavy sigh escaped her.

The Doctor broke off from what he was saying, and he and Sophie eyed Rose with concern, both having heard and taken note of her sigh, "You alright?"

Rose stared at him flatly, "Fine…" she muttered.

"If it's the flavour of the chips, you should really just give it a try first. It's really good, I promise!" the Doctor enthused.

"Rose?" Sophie questioned.

The blond plastered on a smile for Sophie, "I'm fine… just hungry!" she excused and the two eyed her a moment longer, before nodding and conversation resumed. She leaned back in her chair, she missed Jack! He'd get it… and he'd know what to do! Or… at the very least share some of her pain! Maybe she could convince the Doctor to go back for him or at least go visit… Jack couldn't be that busy rebuilding Earth… and if she got Soph on board it should be easy enough to convince him…

*O*O*O*

In the console room of the Tardis a black leather jacket shimmered as it materialized draped over the pilot's chair…

*O*O*O*

The Doctor shook his head in amusement as his companions eyed him with slightly dubious eyes as he reached in for a chip on the plate that was in front of them, ready to be shared… but somehow salty-vanilla original had them hesitating to try it… both of them waiting to see his reaction to the chips. He stuffed the chip into his mouth with relish and began to chew before he froze as the flavour registered on his tongue… he eyed Sophie and Rose who were both watching his expression avidly… and he tried to swallow he really did… but he just couldn't and he spit it back out with a disgusted expression.

"Ew!" Sophie and Rose exclaimed as the chewed chip landed back on the plate.

"Told ya this one was gross!" Rose exclaimed disgusted.

Sophie screwed up her nose and nodded a bit, her left eye twitching a bit, "So much for the chips," she muttered.

"I used to love salty-vanilla!" the Doctor said mournfully ignoring how grossed out his companions where at his spit-take, "Maybe they got the order wrong! Yeah… that has to be it. I'll just go order again…" and he got up to go do so taking the plate with him.

"Maybe we should order the old Earth Classic, just in case they didn't get it wrong," Sophie suggested as she gazed after the Doctor and Rose nodded her agreement vehemently.

*O*O*O*

The trio entered the console room of the Tardis, the Doctor still slightly pouting over his new dislike for salty-vanilla original flavoured chips as he moved about the console sending them back up into the vortex.

Rose's gaze caught on a black leather jacket that was draped over the pilot's chair and she frowned slightly confused… that hadn't been there before. She moved over to it and picked it up… it looked kind of familiar but it was small… "Hey Soph… is this yours?" she asked drawing both Sophie's and the Doctor's attention.

Sophie frowned, "No… I don't…" she moved closer finding it familiar… "Wait isn't that…"

"My old jacket!" the Doctor exclaimed with surprise, eyeing it, "That Tardis shrunk it…"

Sophie blinked as she took it gently from Rose's grasp, her fingers slightly shaky, "But why would she…"

The Doctor shrugged a bit nonchalantly as he turned away pretending a disinterest, even as he sent a look at his ship unsure if he was pleased with her or a bit annoyed that she hadn't let him know she was going to do this, "You did say that you couldn't wear it because it was too big," he reminded her.

"I know I said… but I didn't mean for her too… it's… it was… your jacket…" Sophie murmured, her tongue tripping over itself.

Rose blinked a bit surprised and then amused… she turned to the Doctor, "You gave her your old jacket?" she asked, only for the Doctor to steadfastly ignore her as he fiddled with the console to look busy… even as he eyed Sophie out of the corner of his eye as she stared at the leather jacket that she was clutching in her hands… a somewhat lost look on her face as she just stared at it as if unsure.

Sophie bit into her lower lip. She didn't understand why… why the Tardis would do it… she… it was the Doctor's and… and… she'd gone and shrunk it… making it… not quite the Doctor's anymore… and yet… it was most definitely still the Doctor's… she wasn't sure what she felt about it… about the fact that the Tardis had shrunk it… shrunk it to fit her…

Rose rolled her eyes a bit and shook her head at Sophie, honestly the girl was so oblivious and adorable and she just wanted to shake her just a bit… just a little bit, "Well, try it on. You should never let good leather go to waste," she urged.

Sophie looked over at her, her teeth still nibbling on her lower lip, but then nodded, because… even with being unsure if she really should… she really kind of wanted too… she shrugged off her woolly jacket, placing it over the chair… a flush rising in her cheeks for some reason as she felt the Doctor's gaze on her as she placed it over the pilot's chair, before she shrugged into the leather jacket, smoothing her hands over it.

Rose nodded and grinned, "Looks good…" she glanced over at the Doctor who had stopped fiddling and was now staring, "Doesn't it?" she prompted, a hand coming to rest on her hip.

The Doctor nodded, "Course it does!" he smiled, "With the Tardis behind the shrinkage it was bound to fit well," he patted the console fondly, shooting her a grateful thought.

Rose scowled at him with irritation and then rolled her eyes and turned away grumbling under her breath about stubborn men, "I'm going for a shower..." she muttered and stomped out of the console room. The Doctor ignoring her huffing and puffing whilst Sophie stared after her with concern wondering what had happened to sour the blonde's mood.

The Doctor glanced over at Sophie who was still staring at the stairs the blond had disappeared up, "It does you know," he spoke drawing her gaze back to him, "Look good… it suits you,"

Sophie glanced down at the jacket she was wearing, "I still kind of feel like it should be yours," she admitted, her gaze turning reminiscent as she remembered him wearing it… different face, same man…

The Doctor grinned at her, "Wouldn't fit me anymore!" he said jovially and Sophie couldn't help but smile in return, "You don't have to wear it though… just…" he paused slightly staring at her, eyes meeting hers, "You know, keep it… or something…" he murmured and scratched at his ear.

Sophie blinked and bit her lower lip again, a hand coming up to tangle in the ends of her hair, "No… I'll wear it… I um, I like it and it's… it's comfy…" she murmured a bit awkwardly tripping over her tongue again, "And apparently good leather shouldn't go to waste…"

The Doctor beamed a grin, "Brilliant!"