A/N:I've tossed aside the tranpscript and am not even trying to follow it anymore ... so I apologise if your OCD taps you on the shoulder with comments of "She's not getting it right!" ... grin.

It's much easier to write when I write it by myself. Not much to say today, except thanks for your comments, follows and kudos .. they are very much appreciated!

Hope you enjoy ...

~~oooOOOooo~~

Martha was clearly flustered as she rounded the corner in search of the Doctor and Jack. Her breath flew out of her as a yelp that morphed to loud panting as she slammed into Jack's side. She swallowed over a dry tongue and leaned forward with her hands braced on her thighs and battled to calm her breathing.

"Doctor," she managed in a pant. "You've got to get back to the lab."

"Can't right now," he said through his teeth as his fingers searched across a control panel on the wall in the middle of a corridor. "Just need a minute to make sure that everything's online and stable…"

"But the professor," she began in a pant. "He's. He's!"

"He's what?" Jack demanded gruffly.

"Is he alright?" The Doctor asked casually. His attention was still on the panel in front of him.

She nodded in reply and swallowed again in a desperate effort to wet her dry tongue. "He's being a little absent minded, but that isn't out of the ordinary from what we've seen of him to this point, yeah?"

The Doctor shook his head. "To be expected, really. He's an aging human – forgetfulness and distraction is quite par for the course." He sighed and checked the last of the switches on the panel. "I think you'll find when you're at that age, Martha, that you'll have your own moments that will have your children and grandchildren questioning the viability of assisted living to take you through…"

"Nice, Doctor," she said with a sniff. "Though I think I'll be fully in control of all of my facilities when I reach that age."

The Doctor smiled with a tight press of his lips against each other. "Yeah," he breathed out. "We all say that, don't we? Then the years move on and we find ourselves forgetting small things: Why we walked into a specific room. Where did I put my keys. Why did I put my icecream in the oven…."

"Who did I sleep with last night," Jack added with a smirk.

The Doctor spared him a look, and then shook his head. "I have a feeling that age has nothing to do with you asking yourself that question, Jack."

He grinned in response and flicked a wink toward Martha. "Hypervodka. Ever tried it?"

"No," she answered shortly as she folded her arms tightly across her chest. "But maybe after all this I might seek out a bottle and hide out in the pool room in the TARDIS for a while."

The Doctor definitely sensed a bit of hostility in her tone and turned to face her fully. He dipped his head and exaggerated the motion of looking from eye to eye. "Is something the matter?"

"Why no, Doctor," she sang back facetiously. "I just thought it was no fun at all that the two of you were getting to do all the running, so I decided to take a run for myself."

He hummed a sound of displeasure. "There is no reason for you to be so glib," he remarked coolly. "I'm going to guess that with you not dragging me back by my tie that whatever has you spooked isn't an immediate danger…"

"That all depends," she interrupted indignantly.

His brows shot high. "On what?"

"On whether or not you think the presence of another Time Lord is a bad thing."

The Doctor felt Jack's eyes shift with lightning speed toward him, but he didn't remove his gaze from Martha. Instead he tightened his eyes to analyse the woman with more scrutiny. He could see the conviction in her stance. He could tell that she truly believed the words that just fell from her lips.

"As preposterous as the idea is," he began slowly. "It being a good or bad thing will depend entirely on which Time Lord you think is here." His head tipped to one side and his eyes softened. He smiled his own brand of facetious smiles. "Any idea who, Martha?"

She blinked to give him a look of annoyance. "Oh," she sang with a smile. "The Surgeon? Nurse? Anesthesiologist? Ophthalmologist, perhaps? Oh! What about the Matron?" She grimaced and shook her head. "No. That's a female term…"

"Yes. I get it," the Doctor said with a light smile tugging at the edges of his mouth. "Very funny, Martha Jones. I see a future in comedy for you."

"Oh, ha ha," she huffed out with a roll I her eye. "A soothsayer, you are."

"Time Traveller," he corrected with a smile.

Her eyes widened and her jaw dropped. "No. Tell me … no."

He put his hand on her shoulder and dipped his head to regard her with a smile. "No, Martha. All I see for you is continued brilliance." He wore a smile of pride. "And I'm going to be so proud of you. So proud."

She couldn't help but smile and sigh under his gaze. "As much as hearing you say that makes my day, Doctor. I think you really should get back to see the Professor. Rose seemed pretty worried and wanted me to come find you."

His hold on her shoulder tightened. "Rose and Gal. Are they okay?"

She nodded frantically. "When I left they were fine. Rose was a little worried, but other than that, she and Gallifrey seem perfectly fine." She swallowed and widened her eyes to look up at him with pleading. "It's Yana, Doctor. I." She swallowed again. "I think he's a Time Lord."

The Doctor snatched his hand off her shoulder. "Don't be daft," he accused hotly. "There are no more. I'm the last. The one and the only Gallifreyan-loomed Time Lord left in the universe."

She shook her head. "You are not alone," she recited urgently. "The message from Boe. Do you remember?"

He turned sharply from her and thrust his hands into his pockets. He bit his lips together and lifted them both into a grimace. With a shake of his head he started to walk slowly back toward the laboratory. "Impossible," he breathed. "They're gone. All of them."

"But…"

He spun again and tapped at his temple. "It's too quiet, Martha. Up here." He tapped harder at his temple. "If there were any of them left I'd feel them. Here. Right here. But I can't. I just can't."

"He has a watch," she said quickly in a voice full of urging. "Like yours. The one you had at Farrington."

He shook his head again and resumed his walk toward the laboratory. "You have to be mistaken, Martha. I'm sorry. I know you mean well; but the chance that there is a Chameleon-Arched Time Lord here at the very end of the universe itself so infantismal." He sighed, but quickened his pace somewhat. "So very slight…"

"But a chance is still a chance, Doctor," she ventured with passion in her voice. "Otherwise why is it there?"

"For hope," he breathed. "When there isn't any."

She cupped her hand around his arm to stop him from walking further. "I saw the watch, Doctor. I'm not playing games with you. It had markings on it." She brought her hands together to circle her finger against her palm in a gesture that punctuated her claim to the design. "That swirly Time Lord writing."

"Circular Gallifreyan," he corrected quietly with a look down his shoulder at her. "The language of the Time Lords."

"Yes," she hissed. "Circular Gallifreyan. The same symbols that I see all over the TARDIS monitors and on the post-it notes you leave here and there and refuse to translate for us. This marking are there. All over it."

He wanted to believe it. He did. But he couldn't bring himself to hope. He shook his head. "Oh Martha." He lifted his head and closed his eyes. "I appreciate how much you want me to be able to find my people again, but it's impossible. It's just … impossible."

"He's behaving just like you did when you were human," she threw in. "Absent-minded and disappearing inside trances, dreams and nonsense." She inhaled and exhaled hard. "You wouldn't be able to see the comparison like I can, Doctor. You didn't see what you were like when your memories of being a Time Lord started to come back." She touched his arm again. "But I was there. Rose was there. Gal. Oh, young Gallifrey – he saw more than anyone else."

His voice was hushed and full of emotion. "You don't know how much I want to believe you, Martha."

She touched her hand to his shoulder. "Do you trust me, Doctor?"

"You know I do."

"Then give me the benefit of your doubt," she implored softly. "Trust me on this. Trust your wife."

His eyes flicked up quickly to her. "Rose thinks the same thing as you?"

Martha nodded. "I think so." She inhaled deeply. "And Doctor … She's worried. So worried that she's refusing to leave the TARDIS."

Jack grunted; more to get someone's attention rather than in annoyance. He waited until he had two pairs of eyes on him and then looked toward the Doctor. "What's the harm in entertaining the notion of another Time Lord in the universe, Doc?"

The Doctor shook his head and then indicated toward the end of the hallway with a tip of his head. He then thrust his hands into his trouser pockets and headed in that direction. "If you knew what the Time Lords had become when I ended it all, Jack, you'd understand. I don't know that I even want any of them to have survived it." He swallowed thickly and lowered his chin to look ahead of him through his brows. He let out a snort. "If he was devious and cunning enough to escape detection from the transcription calls from Gallifrey…" He didn't want to finish that thought.

Martha did. "Then what, Doctor?"

"The most dangerous people in the universe are cowards, Martha," he answered with gruffness in his voice. "And if this is a Time Lord who ran from his duty to his people, then he's the biggest coward of them all." He paused and blinked slowly. "I am the coward I know, and look at who I became…"

"Don't be so hard on yourself," Martha ordered on a whisper. "You're the bravest man I know."

Jack snorted at her side. "I'll try by best not to be offended by that," he muttered with amusement as he looked down to check on his firearm holstered safely at his hip. He didn't notice that the Doctor had stopped short in front of him. He grunted as he collided with his back. He readied a fast-witted shot, but held it in his throat when he noticed the Doctor's stone-faced and focused stare.

"Doc?" he ventured warily. "You okay?"

The Doctor didn't answer the question posed by Jack. He remained perfectly still; a pinstriped and skinny statue caught mid-stride in the middle of the corridor. His chest barely moved with his breaths, and if Jack didn't know the man better, he would've suggested that the Time Lord had stopped breathing. He noticed a movement in his head; a twist so slow that it would've been imperceptible if you weren't looking for it.

He immediately set his hand on his firearm and readied for the explosive sprint toward the laboratory that he knew was coming.

"Be ready, Martha," he muttered through the side of his mouth in warning. "I think Doc's got something."

She nodded and then spun as the walls around them began to rumble. She staggered just slightly as the floor shook below her feet and looked toward Jack with question. "Is that…?"

Jack shook his head. "That's the rocket." He had to smile at the thought of the passengers of the ship finally on their way to Utopia. "They're off."

She nodded somewhat frantically. "And that's good, right?"

"That's very good," he answered with a beaming grin. That grin then faltered. "Now as for our last member of the Time Lord race here…"

"No," the Doctor breathed out along a very long breath. "Rassilon, no."

Jack flicked his eyes to the Doctor, and then looked quickly to Martha. He tipped his head toward the end of the corridor. "Get ready. I believe we have our own impending launch sequence activating."

The Doctor shifted. "No. No no no no." His chest shifted forward and he moved into a long stalking stride that quickly tightened, shortened, and then quickened into a fast run. "For the love of Arcadia, please no. Anyone. Anyone but him."

Jack's preparation for the run had him fall into place at the Doctor's side in an identical stride. Martha was only a step behind them.

"What's wrong, Doc?" Jack blustered out in a voice that warned the Doctor not to withhold anything. "Who is it we're dealing with."

The Doctor panted, and didn't look in Jack's direction as he answered. "My best friend…" he huffed out before drawing in a deep breath. "...And my mortal enemy."

"Who has your wife and child," He continued morosely. "It's a good thing he's under this arch thing, yeah?"

The Doctor shook his head and rounded the corner. He skidded and then skipped on his feet as he drew short of colliding hard against the large metal door that shut out the lab from the corridor. He panted with urgency as his head flicked side to side in a search for the access panel that would allow them to open the door.

"Doc?" Jack persisted. "Doc. Tell me he's still hidden by this arch thing."

The Doctor pulled his sonic screwdriver from the breast pocket of his blazer. "Do I really have to get into it now, Jack? My wife and child are in the hands of a man who makes the Daleks look like friendly little kittens."

Martha pushed hard at the door. She let out a cry of exertion as she struggled against the door. "It's locked."

"I kind've got that already, thanks," the Doctor growled as he aimed the sonic at the access panel to try to get it to release. "The Time Lord that stands on the other side of that door is the most cold, calculating, evil and brilliant man ever to be born into this universe." He levied her a dark look. "He's certainly not going to forget to lock a door."

"Yeah," she snarled in reply. "Doesn't hurt to check anyway, does it?"

The Doctor focused along his arm at the aim of his sonic screwdriver. His lip curled and he hissed through his teeth as though trying to add sheer force of will to the power of his tool for it to work. He let out an exhale of utter disappointment. "Deadlocked," he growled.

"Just a little bit," a voice hollered from beyond the door. "And I must say that I'm quite shocked that you haven't managed to fix that setting on that handy little toy of yours by now, Doctor." He chuckled. "Just how many times do I have to exploit that little oversight of yours before you work on that? What will it take to get you to focus a little and get the job done; the death of your wife and child?"

The Doctor threw himself at the door and slammed both hands into the door. "Let me in!"

"Oh ho ho," the voice chuckled on a low breathy laugh. "You keep on knocking, Doctor, but I'm not taking visitors right now."

There was a childish yelp and then Rose hollered for the release of her child.

The Doctor switched from panicked to absolutely frantic and pounded on the doors. "Leave them alone, Koschei. This is between you and me, not them. Leave them out of it!"

There was enough of a pause for the Doctor to imagine the other man clicking his tongue in disappointment. "Now. You and I might've had some fun back in the day, Doctor, but I'm sorry to say that we've grown apart over the centuries." He let up a sharp laugh. "I've got two new friends now."

The sound of Gallifrey calling through the doorway for his father drove the Doctor toward the very brink of complete madness. He pounded his fists repeatedly on the metal door and hollered for "Koschei" to let him in.

"Koschei, Doctor?" he answered with a laugh. "You and I both know that I haven't gone by that name in a very long time."

The Doctor dropped his forehead on the door. He panted with exhaustion and with worry for his family beyond the door. "Please," he begged. "Take me instead. Leave them alone."

"What's my name, Doctor," he ordered through the door. "Tell me who I am and I'll consider trading your mate and spawnling for you."

"Master," the Doctor whispered against the door. He winced at the deep hitch in Jack's breath beside him. "You're the Master."

"I can't hear you," he thundered furiously from the other side of the door. "Who. Am. I? Say my name."

The Doctor lifted his head. He pressed both palms hard against the door. He pushed his weight against his palms with a hard lean. "The Master," he called back darkly. "You are the Time Lord Master." He punched one fist against the door. "Now let my family go!"

There was a slight pause from the other side of the door. It was a pause long enough for the Doctor to call out again for the Master to let his family go.

Finally, after what seemed to span a lifetime, the Master answered the Doctor's demand.

"Your family, Doctor?"

The Doctor's breath hitched and then caught to completely still the man in place. He didn't need to make any form of comment to the question posed from the other side of the door. His entire posture screamed out his sudden and incredible fear for the people he loved most in the universe.

Jack launched forward to lay a punch against the door. "Only a coward goes after a man's family. Let 'em go."

The Doctor breathed Jack's name and shook his head. The fear in his eyes bled out like a thick soup.

"The Doctor's family," the Master sang inside a laugh. "You know. I've always fancied myself a bit of a family man. Not that I have any need for a wife, mind. Particularly not one with the unfortunate condition of being telepathically tied to another Time Lord." He sighed. "Why any individual would permanently bond themselves to another is a complete mystery to me." His voice softened and Rose was heard to utter a sound of disgust. "Though she is very lovely, Doctor, I'll give you that. So very full of fire."

"Please leave them alone," the Doctor breathed against the door. "Please."

"Now. While I don't fancy taking myself a wife. I've always wanted a son of my own – a protégé to grow and learn at my side."

The Doctor's eyes hardened at the door. His voice shifted from fearful to dangerous. "Don't even think about it," he warned low."

"…And look here. A fully toilet trained, clever little boy that's still young enough to learn to call me father."

The Doctor shoved himself off the door and snarled as he shoved his sonic screwdriver in between his teeth and dug his fingernails into the edges of the access panel beside the door. He hissed around the shaft of the screwdriver as he tugged hard to tear the small access door free.

Jack moved in beside the Doctor; worried for the rising fury in the man and what it might do to his ability to focus. "Doc. This is Rose and Gal he's talking about. There's no way he'll ever get either of them without a fight."

"You don't get it, Jack," the Doctor growled around his Screwdriver as he viciously tore at the wires beyond the panel door. "The Master – he's persuasive."

"Not that persuasive, Doc," he argued softly. "I know Rosie, and there's no way that she…"

"Shut up, Jack," he snapped harshly. "Just. Just shut up. Let me think." He panted and grunted again as he tugged on a rather difficult wire. "I can't think. Too much noise, there's too much god-damned noise in my head right now."

Jack coughed into his fist and managed to swallow down his immediate reaction to the Doctor's words. He merely expelled a breath and kept himself level. "Right. There's more to this guy than all the rumours we've all heard about him, I'm guessing."

"The rumours don't even scratch the surface, Jack," he replied quietly. He shuddered slightly as he aimed his sonic into the wiring and let it buzz its reassuring buzz. "My people. We possess a lot of abilities that other races consider to be gifts: Telepathy, Hypnosis, Telekenesis." He held two wires together and zapped it with his sonic. "We aren't strong in all of them, mind. Any Gallifreyan might get one of two, and then study and train to perfect that ability." He swallowed. "I'm a certified telepathic Master, myself."

"Meaning."

The Doctor took his eyes from his task only long enough to look toward Jack with an expression of weariness. "When we have time…" He looked back to the job at hand. "The Master. He's both a telepathic master and an academy certified specialist in hypnosis."

"Oh shit, Doc."

The Doctor nodded. "My telepathic ability surpasses his, which will protect my mind from his," he said with a smirk. "And I spent more than enough time at the academy reversing the effects of his hypnotic pranking."

"But Gal and Rose can't protect themselves, can they?"

The Doctor shook his head. "I've worked with Gal on shielding techniques, but nothing on the scale to be able to fight against a mental attack by the Master."

"You mean that this Master fellow has the full potential to turn your child completely against you and he'll have no fight against it?"

"Oh, but he'll try," the Doctor said with a smile of pride. "My boy will challenge old Koschei and give him a run for his money." He sighed. "And hopefully it'll give me enough time to be able to get this door open."

There was a shriek from beyond the door, and a strained voice of a panicking child calling out desperately for his father's help. The Doctor staggered back from the access panel as he felt the telepathic onslaught being thrust at his child's mind. He heard as Rose hollered to let her child go. There was a scream, and then a gunshot.

And the Doctor's mind went silent.