The Doctor ran to the room where the Sun Filter was descending. He began working on a panel on the door. ''Anyone in there?'' he asked.

''Let us out!'' Jimmy shouted.

''Oh, well, it would be you.'' the Doctor said.

''Get this door open!'' Olivia screamed.

''Hold on. Give us two ticks.'' He managed to reverse the sun filter.

''Sun filter rising'' the computer announced, and Jimmy and Olivia sighed in relief. However, this did not last long, and the sun filter again began to descend.

''Just what we need. The computer's getting clever.'' the Doctor said worriedly. ''It's fighting back!''

Jimmy and Olivia both ran down the stairs and lay down on the floor to avoid being burned alive by the sunlight. The Doctor finally managed to reverse the sun filter, but the lock had been burnt, locking Jimmy and Olivia in the room.

''The whole thing's jammed. I can't open the doors. Stay there!'' he said and ran off.

The Doctor ran to the main room where everyone was discussing the metal spiders. He took the dead spider out of Jabe's hand.

''Summon the Steward.'' the Moxx suggested.

''I'm afraid the Steward is dead.'' Jabe replied, causing outcry.

''Who killed him?'' the Moxx asked.

''This whole event was sponsored by the Face of Boe.'' Cassandra said. ''He invited us. Talk to the Face. Talk to the Face.'' The Face of Boe shook his head in denial.

''Easy way of finding out. Someone bought their little pet on board.'' the Doctor said, having modified the spider. ''Let's send him back to master.''

He put the spider on the floor, and it scuttled around the room, briefly lingering near Cassandra, before scuttling towards the Adherents of the Repeated Meme.

''The Adherents of the Repeated Meme. J'accuse!'' Cassandra said.

''That's all very well, and really kind of obvious, but if you stop and think about it...'' the Doctor said as he walked towards the Adherents. One of them tried to hit him, but he grabbed it's arm and ripped it right off. ''...A Repeated Meme is just an idea. And that's all they are, an idea.'' He ripped out one of the wires coming from the arm causing all the Adherents to collapse.

''Remote controlled Droids. Nice little cover for the real troublemaker.'' he explained. ''Go on, Jimbo. Go home.'' he said to the spider, giving it a little nudge and making it star moving again. This time it went towards Cassandra.

''I bet you were the school swot and never got kissed.'' she taunted. ''At arms!''

Cassandra's two assistant's raised their spray guns at the Doctor.

''What are you going to do, moisturise me?'' he challenged.

''With acid.'' she replied, ''Oh, you're too late, anyway. My spiders have control of the mainframe. Oh, you all carried them as gifts, tax free, past every code wall. I'm not just a pretty face.''

''Sabotaging a ship while you're still inside it? How stupid's that?'' the Doctor pointed out.

''I'd hoped to manufacture a hostage situation with myself as one of the victims. The compensation would have been enormous.'' she replied.

''Five billion years and it still comes down to money.'' he said, disgusted.

''Do you think it's cheap, looking like this? Flatness costs a fortune. I am the last human, Doctor. Me. Not those two freaky little kids of yours.''

This angered the Doctor ''They're my friends.'' he replied.

''Arrest her, the infidel'' the Moxx cut in.

"Oh, shut it, pixie. I've still got my final option."

"Earth Death in 3 minutes." the tannoy said.

''And here it comes. You're just as useful dead, all of you. I have shares in your rival companies and they'll triple in price as soon as you're dead. My spiders are primed and ready to destroy the safety systems. How did that old Earth song go? 'Burn, baby, burn." Cassandra taunted.

''Then you'll burn with us," Jabe pointed out.

''Oh, I'm so sorry. I know the use of teleportation is strictly forbidden, but...I'm such a naughty thing. Spiders, activate!" the space station jolted, "Force fields gone with the planet about to explode. At least it'll be quick. Just like my fifth husband," she chuckled, "Oh, shame on me. Buh-bye, darlings! Buh-bye, my darlings..." She and her assistants teleported away.

"Heat levels rising." the tannoy announced.

''Reset the computer!" the Moxx shouted.

"Only the Steward would know how.'' Jabe replied.

''No," the Doctor began, "We can do it by hand. There must be a system restore switch. Jabe, come on!" the Doctor and Jabe made their way out of the room and he said to the others, "You lot, just chill!"

The Doctor and Jabe ran to the Ventilation Chamber. ''"Oh," he moaned, "And guess where the switch is." It was on the other side of the massive fans. He pulled a lever causing the fans to slow down, only for them to speed up again when he let go. Jabe pulled the lever and held it down.

"You can't!" he said, "The heat's going to vent through this place."

"I know," she replied.

"Jabe, you're made of wood."

"Then stop wasting time. Time Lord."

He smiled, silently thanking her. He dodged through the first fan and looked worriedly at the second. He looked back at Jabe who was clearly straining. He dodged past the second fan. Jabe screamed as she started to burn. The Doctor looked back in horror. The fans returned to full speed. The Doctor unsuccessfully tried to step through.

The tannoy announced ''Planet explodes in ten, nine, eight, seven, six, five''. He finally stepped through the fan. Realising he had made it through, he ran to the switch and activated it.

''RAISE SHIELDS!'' he shouted. The shield reactivated seconds before the planet exploded.

Jimmy and Olivia had almost been burned alive in the locked room. Thankfully, the shields returned before they were hurt. They made their way to the main room only to find it in chaos. The Moxx was dead and others were injured. The Doctor returned to the room, nodding at Jimmy and Olivia, who watched him go and speak to Coffa and Lute. Jabe clearly hadn't made it through the incident. After speaking to them, he went back to his friends.

''Are you OK?'' Jimmy asked.

''Yeah, I'm fine," he replied, though really he was absolutely enraged at Cassandra and all the pain and dearg that she caused, "I'm full of ideas, I'm bristling with them. Idea number one, teleportation through 5,000 degrees needs some kind of feed. Idea number two, this feed must be hidden nearby," he stormed over to the ostrich egg and broke it open to reveal a small teleportation device, "Idea number three, if you're as clever as me, then a teleportation feed can be reversed," he reversed the feed and Cassandra returned to Platform One.

"Ah, you should have seen their little alien faces…" she gloated before realising where she was.

"Oh." was all she could say.

"The Last Human," he said in disgust.

"So…" she said, growing scared, "You passed my little test. Bravo. This makes you eligible to join the er...the human club."

''People have died, Cassandra. You murdered them!" he said angrily.

"That depends on your definition of 'people.' And that's enough of a technicality to keep your lawyers dizzy for centuries. Take me to court then, Doctor! And watch me smile and cry and flutter..."

"And creak?"

"And what?"

"Creak!" he said, smirking, "You're creaking." The noise became louder.

''What?" she gasped in fear, "Ah! Ah! I'm drying out! Oh, sweet heavens! Moisturize me! Moisturize me! Where are my surgeons? My lovely boys! It's too hot!"

''You raised the temperature." he pointed out.

''Have pity!" she screamed, but the Doctor knew that this must have been as terrified as Jimmy and Olivia and everyone else on this space station was when she tried to burn them alive, "Moisturize me! Oh, Doctor!"

"Everything has its time and everything dies." he said coldly.

''I'M TOO YOUNG!'' Cassandra screamed before exploding, sending flesh and blood flying all over the room. The Doctor began to walk out of the room, Jimmy and Olivia following in his wake.

"Shuttles 4 and 6 departing. This unit now closing down for maintenance." the tannoy said.

The Doctor, Jimmy, and Olivia stood inside and empty room looking over the remains of the destroyed Earth.

''That's our planet,'' Jimmy said mournfully. ''It's all gone.''

''Come with me.'' the Doctor said, and he led them back to the TARDIS and took them to Earth in their time. They walked out to see the busy street, teeming with life, they could never have imagined it would all be gone one day.

"You think it'll last forever, people and cars and concrete, but it won't. One day it's all gone. Even the sky." the Doctor said sadly. He decided now it would be time to open up to his new friends.

"My planet's gone. It's dead. It burned like the Earth. It's just rocks and dust… before it's time."

''How did it happen?'' Olivia asked.

"There was a war and we lost." he replied, not wanting to think about those memories.

''What about the others?'' Jimmy questioned.

''I'm a Time Lord. I'm the last of the Time Lords. They're all gone. I'm the only survivor. I'm left travelling on my own 'cos there's no one else."

''There's us.'' Olivia said, looking at him truthfully.

"You've seen how dangerous it is. Do you want to go home?" he asked. He did not want them to leave, but they were so young and he didn't want to put them in danger.

Before either of them could answer, they all noticed the smell of chips.

''Can you smell chips?'' Olivia asked.

''Yeah!'' the Doctor laughed.

''I fancy some chips.'' she said.

''Me too.'' the Doctor replied.

''And me.'' Jimmy added.

''Right, chips it is, and you're paying.'' Olivia commanded with a smirk.

''No money.'' the Doctor replied.

''Neither have I.''

They both looked at Jimmy. He searched his pockets and found some money.

''Typical, making me pay!'' he said, mock-glaring at them before laughing. ''You both owe me for this!'' he continued as they walked towards a nearby chip shop.

They ordered at the counter and sat at the table. ''So, are you two staying then?'' the Doctor asked.

''Yeah.'' Jimmy said. Olivia nodded as well.

After their food was given, they began to eat.

''Doctor.'' Jimmy said. the Time Lord looked up.

''Can you tell us more about your planet?'' The Doctor fondly remembered his home, his childhood.

''It was called Gallifrey,'' the Doctor told them, ''in the constellation of Kasterborous. Beautiful place. The sky wasn't like here. It was burnt orange. The main city was contained inside a glass dome. 'The citadel of the Time Lords' they called it. Fantastic. The mountains were endless and beautiful. I had this friend as a child, he and I used to run across the red grass all day.'' he said, not wanting to tell them what had happened to his 'friend'. He continued telling them about his former home until they had all finished their meal, and after that they headed back to the TARDIS.

Once they returned to the TARDIS, the Doctor sensed that his companions were both tired.

''You two should get some sleep.'' he said.

''Is there anywhere to sleep?'' Jimmy questioned.

''That one's easy,'' the Doctor replied, ''since you're both intending to stay, the Tardis will have made you a room. We've just got to find it.'' He led them through corridors, pointing out various facilities on the TARDIS, with a kitchen, a wardrobe, a garden, and a library - which apparently had a swimming pool within it - before they reached a particular door.

''The TARDIS tells me this is your room, Olivia.'' the Doctor said.

''Hang on. What do you mean the TARDIS 'tells you'?'' Jimmy asked, confused.

''It isn't just a ship, you know. This thing is alive. She's a living, thinking being.'' Both Jimmy and Olivia's eyes widened in surprise.

''Your rooms will be perfect for you,'' the Doctor explained, ''There'll be a wardrobe tailored to your clothing tastes, and everything else in the room is designed to accomodate you completely.''

Olivia entered her room and marveled at it. It was much like her room back home, albeit much bigger. It had a normal-sized bed, a large dressing table, and a bathroom at the back, and she opened a wardrobe to find it filled with designer clothing that would have been expensive on Earth.

''Cool!'' she said excitedly.

''What about my room?'' Jimmy said. The Doctor led him towards his room, which was a fair distance away from Olivia's.

Jimmy's room was of similar size to Olivia's, though it was designed quite differently. It had a bathroom at the back, a bed, and a wardrobe. Jimmy opened his wardrobe, but it was filled with plain clothing, though that made sense as Jimmy had no taste in brands or labels anyway. He noticed that there was a workstation similar to the one he had at home, but there was no computer on it. A pity. He was always interested in computers.

''Tell the TARDIS I said thank you.'' Jimmy said, only for an approving hum to echo through the ship.

''I'm gonna get some sleep.'' Jimmy told the Doctor. The Time Lord nodded and left the room. He walked past Olivia's room, and saw that she was also preparing to go to sleep.

''You going to sleep as well?'' he asked.

''Yeah. I'll see you in the morning.'' she replied. He nodded and shut the door.

The Doctor nodded and shut the door. He returned to the console room and took the TARDIS back into the time vortex. He pondered on his new companions. He could see that they were both good people and worthy of travelling in the TARDIS. They were his first companions after the Time War and he was glad he didn't have to wallow in loneliness. He allowed a smile to creep onto his face when he thought of the way Jimmy looked at Olivia. He obviously had feelings for her, but the Doctor wasn't sure she felt the same way. He didn't do domestic, so he would be better off not getting involved. Still, he was glad that after everything that happened in the war, he finally had someone to share his life with...

Another episode completed. I think this one was a better read than my rendition of Episode 1. Still, it's the reader's opinion that counts! Please review and say what you think.