Disclaimer: I really don't own Doctor Who. I seriously don't

Author's Note: This chapter's a little long, I hope it doesn't sound like I'm dragging on...

"Doctor! This is Earth again!" River shouted back into the Tardis. "Did you ever go anywhere else?"

"Of course I did," the Doctor said with a sniff. "But this is what I remember, so this is where you're going."

River poked her head outside the Tardis again. "So where are you?"

"I a hat shop! The hat shop," the Doctor proclaimed. He looked positively giddy. "My favoritest hat shop ever. And honestly, if I didn't think I would disrupt things, I would most definitely come with you... but oh well. Can't have everything!"

"Doctor," River said with a disbelieving smile, "I've seen your hat room. If you put another couple hat stands in there it would be denser than the amazon rainforest."

"I know! Isn't it brilliant?" the Doctor said enthusiastically, rubbing his hands together. "In fact, I think I'll go there now... indulge myself a bit."

"If you're wearing that yellow hat with the blue feathers and pink boa on it when I get back... well, you know what'll happen," River patted her hip, the hip where a gun holster usually rested. It wasn't there (more importantly, neither was the gun), but the Doctor knew that even if he couldn't see it, she probably had one on her. Somewhere...

He gulped and stepped back. "Right... no yellowy, feathery, boa hats."

"Glad you understand, sweetie," River said with a sideways smile. "So now where's this extraordinary hat shop?"

The Doctor shuffled to the front doorstep and peeked his head out of the Tardis. He pointed left. "Three blocks down. Take a right. Erm... I believe it's the fourth shop on the right side of the street, can't be sure. I was involved in an incident where one of those shops were vaporized/blown up/whatever... but the my timeline's all fuzzy at the moment... can't remember when I did that."

"What's it called?" River asked.

"'Hat Emporium'!" the Doctor informed. "I know, bit of a rubbish name but I couldn't get the owner to change it to 'The Most Magnificent Hat Place in the Universe'."

"Mm-hm," River acknowledged, but she appeared to be focused on something else. "I'll be seeing you, then."

"Right!" the Doctor exclaimed. "And if you come back and I'm not here – check the hat room."

"And how am I supposed to find you in there?" River asked.

The Doctor frowned, but then he admitted with a slight bit of chagrin, "Old girl likes you. You can probably just get her to alert me."

River smiled. He really was adorable when he was jealous. Before she could stop herself she kissed him on the cheek. The Doctor wrinkled his nose and his ears turned bright red. River smile widened. Oh, heavens! She would follow that man through hell and back.

But she turned away and stepped out of the Tardis. Even when she raised her hand in farewell, she didn't turn around. "See you in a tad, sweetie!" she called.

"Bye River," the Doctor said quietly, watching her departing figure. It was a moment before he realized he was touching his cheek. With a sniff, his hand dropped to his side. "That woman..." he muttered.

River made her way down the long street. She didn't think this was London – there was a different feeling to it... a smaller feeling maybe.

She stopped when she realized that the intersection the Doctor had told her to turn at had been blocked off – so had half of the storefronts.

Just as she was about to duck under the tape barrier and turn to walk towards the Doctor's hat shop, a whirring, gadget-like noise captured her attention. There, on the opposite corner of the intersection, was the Doctor himself, marching purposefully down the road. He wasn't alone. Scampering behind him was a doe-eyed blonde, a pretty little thing, River had to admit. Some things never change. But... this was new. Also stepping in time behind him were a pair of soldiers. Their guns were in their holsters but they were openly displayed.

River smirked and prepared to cross the blocked-off area.

"There we go," the Doctor said confidently as the gizmo he was carrying began to beep. He was white-haired again, but this time there was more of it, curled slightly and positioned as if carefully styled. River had all the of the Doctor's faces memorized, and this was most definitely not second Doctor.

She watched as his step slowed as the beeping became louder and more intense.

"Nearly there, gentlemen," the Doctor announced. "I would step lightly if I were you – literally. I don't want to hear any stomping. The vibrations will alert them."

The soldiers that had been following him looked at each other. Then they changed their pace from marching to a 'quiet' walk. The Doctor visibly sighed. Apparently that was as good as it was going to get. The girl behind him, on the other hand, had begun to tiptoe.

"Way to show them how it's done, Jo," he told the girl. She smiled at his praise.

"But why aren't you walking differently, Doctor?" Jo half-whispered.

"Because I'm naturally light on my feet, dear girl," the Doctor said in his normal voice.

That's when they heard it, the dreadful thumping of high heels, marching towards them. River decided she had been watching long enough.

"Doesn't look like you're shopping for hats," she said.

The Doctor narrowed his eyes and he glared at her. "Madam," he said, "I think it would be better if you backed away... slowly and quietly."

"Oooh!" River exclaimed, she was examining the gadget the Doctor was holding. "What are you doing with one of these!"

The Doctor hugged the device possessively and ordered, "Leave at once! You're endangering the entire street!"

The two soldiers put their and on their pistols, ready to draw them if necessary. "Doctor John Smith gave an order, ma'am," one of them said. "I suggest you take it, or prepare to face the consequences."

River looked at them with wide eyes. "But I'd only like to know what's going on," she said innocently.

Jo spoke up, "Well you can't – not unless you're working for UNIT. And try stepping more carefully won't you? We're trying not to create any vibrations."

The Doctor put a hand on Jo's shoulder. "That's enough Jo, thank you."

River refocused her attention on the machine. "Vibrations... well, with you four crashing around, I'm afraid your mission might be slightly a bit compromised."

The Doctor clenched his teeth. He was vexed with her, she could tell. Apparently this particular version of him was quite the authoritarian.

As the machine beeped a little more loudly, the Doctor looked down at it, then back at River, who was in the way.

"I don't have time for this," and he tried to move past her. She stepped in front of him, blocking his path.

"Not just yet, sweetie," River informed him. "I think we've make quite enough noise already."

"What are you blabbering on about, woman?" he demanded. "And... I can't believe I'm going to say this... you two men," he motioned at the soldiers, "remove the lady, please."

The two soldiers immediately moved to comply, when River brought her foot up. They froze.

"You wouldn't dare..." the Doctor breathed.

River rolled her eyes. "Oh Doctor... you really can be hilarious," and with that she slammed her foot into the pavement. The stiletto heel made a resonating noise that caused the soldiers to wince.

"What have you done?" the Doctor stared at her in wide-eyed horror.

"You're looking for a creature, right?" she asked. "Attracted to vibrations and is either invisible or small or underground... so why not let it come to us? Really, it would be slightly a bit easier and a lot less footwork. Walking in these heels all day isn't exactly a cake walk."

"But..." the Doctor spluttered. Jo was looking at her mentor, realizing this was the most flustered she had ever seen him. "Who are you?" he managed to demand.

"Ida Crane, work for the UNIT relay program,' River said with a smile.

The Doctor gave her a look. "Well, Ms. Crane, I must say that in all my years... I have never worked with someone quite so idiotic."

Ouch. This Doctor really was a bit pompous, wasn't he? River folded her arms and gestured at the beeping gadget. "Just watch," she told him.

The Doctor ignored her. He turned to the two soldiers, who were still watching River, ready to draw their weapons. "Okay boys," the Doctor got their attention. "Get into position; they're coming."

The soldiers looked startled. "But... this isn't the proper environment."

"Too bad!" the Doctor proclaimed, with a heavy glare at River. He was about to add something else, but the beeping turn into one, long alarm.

"Oi, that's an awful noise," Jo said, clapping her hands over her ears.

"They're here!" the Doctor shouted. The soldiers moved into a back-to-back position, and they were holding small metal boxes that they had taken out of their pockets.

River looked around, interested. She couldn't see anything, but she did have her stun gun ready behind her back, just in case. She would have grabbed the ray gun, but the Doctor really didn't like her killing things.

The pavement around them began to bubble. The boxes the soldiers were holding began to hum. Apparently they were the only things keeping the pavement directly under their feet in a solid form.

Out of the liquified street rose multiple three-foot figures.

River watched them in fascination. She'd never encountered them before.

"What are they called?" she asked the Doctor.

To her surprise, he answered her. "Frovilia," he whispered harshly. "Didn't they brief you before sending you over?"

"I'm on holiday," she said honestly. "I was headed towards the hat shop."

The Doctor turned his head to briefly glance at his favorite store. He allowed himself a smile. "Yes, I'm rather fond of the place myself."

"Doctor," one of the soldiers hissed. "The others aren't here yet and its doubtful that anything's been set up... what's the plan?"

"Not dying," the Doctor said seriously.

The soldier gulped and went back to watching the army of little people pop out of the ground. Although, covered in all that dirt made it difficult to tell what they looked like.

River asked, "Do you mind shutting that thing off? I do believe that girl of yours is looking green."

"Right..." he replied absent-mindedly. River could tell that he was trying to cook up a plan.

"Here," River said, taking the gadget from him. "I'll do it."

The annoying and loud alarm was cut off after River fiddled with several of the knobs.

"Thank you," Jo whispered, and the hands covering her ears dropped to her sides.

Without the alarm it was eerily quiet, with only the sound of their breathing and the churning gravel.

"Plan yet, Doctor?" River asked. "I think they're almost out."

"I will not point out the fact that this is entirely your own fault, madam," the Doctor said with a sniff. "So if you die toady just know who's to blame."

River response was an eye-roll and, "Don't be dramatic, dear."

The Doctor harrumphed.

After what seemed to be hours, the last of the two dozen Frovilia completely emerged from the ground. Just a little before this, River had been delighted to observe that the aliens weren't jut covered in dirt, but it seemed that they actually were dirt. This became more apparent as one of them moved, and their arms began to crumble. This made River wonder whether they would last very long above ground.

"You know, sir," the brown-haired soldier began nervously, "I thought you said there were only four of them."

"I also told you that they were very fast breeders," the Doctor said simply. Then he called out to the aliens, "May I address your leader?"

"I am here, Time Lord," a gravelly voice came from the back.

"Oh, so you recognize me," the Doctor said.

"We felt your vibrations."

"Do you plan on remaining on this planet?" Doctor asked, getting straight to the point. River heard a hard edge to his voice. If the Frovilia were smart, they would tread carefully – more carefully than Jo Grant's tiptoeing.

"The conditions of this planet are paragon," the leader replied in his grated voice. River honestly could tell if the dirt that was moving was his mouth or just another part of his physiology.

The Doctor was grave. "You realize I can't let you stay."

"Concern for the humans, Time Lord?" the creature rumbled. Could have been laughter.

"They were here first," the Doctor said simply.

"Those who interfere with our breeding grounds will be crushed."

The Doctor didn't look impressed. "Then why choose an inhabited planet?" he asked.

"We crashed."

The Doctor sighed. "I will be willing to offer you a way back home."

"Our home is crowded. We came looking for new settlement and we have found it."

"Not for sale," the Doctor said, stepping towards the being, but taking care not to step beyond the boundary of their protected island of pavement.

"How will you stop us?" the dirt creature laughed again. The rest of its kind rustled, preparing for a conflict.

"How are you with technology?" the Doctor asked River under his breath.

"Fair," she said. "But you've always been better, I admit."

"Do you understand the scanner you're holding?" the Doctor asked softly.

"It's a life-form scanner," River said. "But I'm assuming you need something else?"

The Doctor nodded. "Their weakness is water. Particularly when they are out of the ground, susceptible to the elements."

"And?"

The Doctor nodded towards the closest building. It was an aquarium. And the water circulator was on the side of the building facing them.

"Explosion?" River asked with a grin. "Seems a bit messy."

The Doctor pursed his lips, looking grumpy about the whole thing.

"Explosions I can do," River assured him.

"Don't doubt it," the Doctor said.

"Anyone in there?" River asked after a moment. "Minus the fish...?"

"This street was cleared yesterday," the Doctor reassured her.

"Distract them, then," River nodded towards the aliens, it appeared they didn't appreciate the quiet conversation.

"Right," the Doctor muttered. He cleared his throat. "Do you plan to leave any land for the humans?" he asked, drawing the attention back to him and away from River, who was rewiring the life-form scanner into something slightly more deadly.

River didn't listen to much of the conversation. She was good at building bombs, but she usually didn't have to build them in such a short period of time, and using materials from a life-scanner no less. Really, she kind of enjoyed the pressure, she admitted to herself. Probably why she liked the Doctor so much.

Just as she put on the finishing touches, she caught the leader's gravelly voice order, "Grind them to dirt!"

"Ms. Crane!" the Doctor demanded.

"Here," she quickly handed the Doctor the most thrown-together bomb she had ever made.

"This is one you need to shoot at to work," the Doctor examined her work, surprised.

"Lucky I'm a good shot, then," River told the Doctor, taking out her ray gun (she gets to use it after all). "Just throw it at the wall, and I'll shoot it right before it hits it."

The Doctor looked as though she were mad – apparently he didn't have much confidence in her.

"Doctor!" Jo screamed as a dart barely missed her head. The chaos had begun.

The soldiers tried firing their guns, but the bullets that hit the aliens did no more than spray dirt everywhere. And since the creatures were connected to the ground, all they had to do was scoop up some of the pavement and pack it in where the bullets had hit.

"Are you sure?" the Doctor asked River, looking rushed.

River nodded with a thin smile. "Always."

Just as a pair of darts hit the soldiers, the Doctor hurled the bomb at the wall. River was impressed. Definitely more athletic than her current Doctor.

Using all of the training she had received, River pointed the gun and shot.

By the time the building exploded, the Doctor was already shielding Jo protectively. Some of the debris managed to land a whole hundred feet away from the sight. The water circulator, plus whatever giant tank had been on the other side, flooded the street.

As soon as the water hit the Frovilia, their legs were eroded away. Their screams sounded like gravel in a tumbler. Both the Doctor and River winced at the sound, and Jo just looked confused.

By the time the water stopped coming, the Frovilia were completely gone, scattered and unrepairable. Plus, the pavement was hard again. Definitely uneven and covered with flopping fish... but still.

"Will they be all right?" Jo asked the Doctor, who was examining the unconscious soldiers.

"I think so, Jo," the Doctor told her kindly. "The poison wasn't meant to kill. It was meant to knock us out so they could drag us underground."

"But you were hit too!" Jo exclaimed. "I saw you! Shouldn't you be knocked out as well?"

The Doctor chuckled, "Of course not, dear girl. Now, why don't you go and try to save some of those fish? No need for more casualties than necessary."

"But... what do I do with them?" Jo asked, looking around at all the fish.

"Half the aquarium is still intact," the Doctor pointed out. "And I think I saw some buckets by the gardening store."

Jo nodded once, then went off to do as the Doctor requested.

With a sigh, the Doctor stood up, straightened, and faced River Song. "If I weren't so impressed, I'd be upset," the Doctor told her honestly, then he shook her hand.

"That's sounds about right," River said. She looked at the partially destroyed aquarium (part of it was still on fire, but it was burning down) and the debris that littered the street. "Just curious... but what would you have done if I hadn't come along?"

"I had planned to find where they were, then have the Calvary come in with barrels of water, but I realized while I was playing the diplomat that that wouldn't have worked," the Doctor admitted. "They had sensed us even without you clicking all over the ground in those ridiculous shoes."

"You like them," River said frankly, shifting her weight so that her shin and foot were more visible.

The Doctor chuckled. "Just maybe, Ms. Crane."

River smiled broadly. "See you later, Doctor."

"If I need a weapons expert, I'll look for you," the Doctor told her, probably not serious.

River laughed, and turned away. As she walked through the debris-covered intersection, splashing water as she went, River gave the hat shop a passing glance. The Doctor's second reincarnation obviously wasn't there. This probably meant that she'd be back... about ten years ago.