Molly watched as Milo drove the car down the lanes, which were barely visible through the fog. "How can you see where you're driving with all that out there?" she asked curiously.

"This display here shows all the cars in proximity," Cheen explained. "Has to, 'cause no one can see from all the gas exhaust." She looked back at Molly with surprise. "Haven't you ever been in a hovercar before?"

The pathologist shook her head. "I'm new in town," she explained. Well, it wasn't a lie. Her earlier conversation with the Doctor occurred to her again. "Hey, Cheen? Have you ever heard of a planet called Gallifrey?"

The woman frowned. "Sorry, no."

"What about Time Lords?" she pressed. "Have you heard of them?"

Both Milo and Cheen shook their heads. "No, never. Why?" Milo asked curiously.

Molly covered her disappointment. "Nevermind. It's just something the Doctor said."

"You mean that man you were traveling with, your friend?"

Molly wasn't quite sure if she qualified as the Doctor's friend; she was more his helper. She was used to being friends to people who didn't consider her friends back. It was fine, really. Sherlock had made her more than used to it, and she hadn't really had much in the way of friends before she'd met him anyway. But there wasn't any way to explain that to Milo and Cheen, so she simply agreed, "Yeah, that's him."

Cheen gave a slightly knowing smile. "Are you and he…?"

"Oh no, not at all," Molly assured her quickly. That much of their relationship she was sure about. "No, I've got a boyfriend back home, Jim." She felt a pang of uncertainty. "Well, I say boyfriend, but we've only gone out a few times."

"So what are you doing out with that Doctor fellow then?" Cheen asked curiously.

Molly shrugged. "He saved my life, and a thousand other people's, so I decided to journey with him. He's brilliant, he is. He travels through the universe saving lives. I just wanted to help, that's all."

"It sounds wonderful," Cheen commented wistfully. "Traveling like that, seeing the universe. I'd love to get out to see places like that."

Molly nodded, thinking of the last three days. "Yeah, it's great," she said with a smile. The conversation had been on her for too long, so she made a clumsy attempt to change the subject. "Er, what about you? Tell me about your life here." She wanted to know more about life five billion years in the future.

SCENEBREAK

An hour or so had passed; Molly was having trouble telling on the hovercar. She and Cheen were still talking, with Milo contributing between his driving. He'd recently announced that they had ten levels to go until they reached the fast lane – not too long now. Once they dropped Molly off, she wanted to talk to the Doctor about the insane traffic jam that seemed to be going on; it seemed like his kind of problem.

Over the last hour it had been mostly Cheen and Milo talking about their life on New Earth, but they'd asked Molly some questions about her life as well. At one point, she'd slipped and mentioned Sherlock, whom Cheen started asking question after question about. She answered a little uncomfortably as she tried to describe the cold, brilliant man.

"He never notices me," she admitted softly.

Cheen gave her a sympathetic smile. "He sounds like a real snob," she told the pathologist.

"Oh no, it's not like that," Molly rushed to defend the detective. "It's fine. I mean, I just work with him, what should he notice me for?"

The woman shook her head. "Yeah, but it sounds like he notices you plenty when he needs you," she pointed out. "I say forget about him. 'Sides, you're traveling with that Doctor bloke now. He's your friend, right? What do you need Sherlock for then?"

Molly blushed at the question, but she was saved from having to answer by a deep rumbling sound from beneath them. She blinked in surprise. "What was that?"

Cheen drew in a sharp breath. "It's that noise, doesn't it? It's like Kate said." She looked almost excited. "The stories, they're true."

"Stories?"

Before Cheen could reply, Milo cut in with, "It's the sound of the air vents. That's all. The exhaust fumes travel down, so at the base of the tunnel they've got air vents."

"No, but the stories are much better," Cheen said with relish. She turned to Molly with a mischievous grin as her voice took on a story-telling tone. "They say people go missing on the motorway. Some cars just vanish, never to be seen again, because there's something living down there in the smoke. Something huge and hungry. And if you get lost on the road, it's waiting for you."

Another deep growl sounded, more like a roar than a rumble. Milo looked shaken for a moment, but when the sound faded, he shook his head firmly. "But like I said. Air vents." Without waiting for a response, he turned back to the controls. "Going down to the next layer," he informed them.

This was definitely starting to sound like something for the Doctor to investigate. Molly peered dubiously out the front window. "Um, Milo? I'm not sure the air vents are working. There's way too much fog out there.

Milo and Cheen shared a worried glance, but after a few moments he shook his head again. "Nah. Kid stuff." He picked up the radio transmitter connected to the display and spoke into it. "Car four six five diamond six, on descent."

The computer spoke back in a pleasant, female tone. "Fast lane access. Please drive safely."

As Milo drove the car down, he shared a triumphant grin with Cheen. "We made it," he said with wonder. "The fast lane."

Molly watched anxiously as the car descended, wondering what else might be waiting for them down there.

SCENEBREAK

"Try again," Cheen said anxiously.

Milo tapped the image of Exit One on the monitor. He was rewarded with the same thing the computer had told them moments before; "Brooklyn turnoff one, closed."

He and his girlfriend shared a worried glance. "Try the next one," Cheen told him, voice wavering slightly.

He tapped the next one, but the computer just told him, "Brooklyn turnoff two, closed."

"What do we do?" Cheen asked anxiously. The mother-to-be seemed to be taking the stories she'd heard seriously, and Molly couldn't blame her. If the last few days had taught her anything, it was that crazy stories weren't always so crazy.

"We'll keep going round," Milo said firmly, though his voice wavered slightly. It was clear he was trying to stay the logical one despite his fear. "We'll do the whole loop, and by the time we come back round, they'll be open."

A deep growl reverberated around them, louder than before. Cheen let out a slight whimper, and Milo's face paled of color. Molly felt a thrill of fear, but she was able to keep her head. She leaned forward between Milo and Cheen's seats. "I don't know about you, but I don't think that's air vents."

Milo fought to keep his voice under control as he asked, "What else could it be?"

A deep thud sounded beside them. "What the hell was that?!" Cheen asked, voice going high-pitched with fear.

"It's just the hydraulics," her boyfriend insisted, starting to sound angry. "There's nothing alive. It's all exhaust fumes out there. Nothing could breathe in that."

Before either Cheen or Molly could respond, static sounded from the radio transmitter. "Calling Car four six five diamond six. Repeat, calling Car four six five diamond six." It wasn't the automated voice from before; it was a worried, female tone.

Milo scrambled to pick up the transmitter. "This is Car four six five diamond six," he confirmed hastily, trying to cover up his fear. "Who's that? Where are you?"

"I'm in the fast lane," the woman told him quickly, "about fifty yards behind. Can you get back up? Can you get off the fast lane?" There was urgency in her tone as she spoke. Molly felt a shiver of fear. This woman knew about whatever was down here.

Milo shook his head. "We only have permission to go down," he told the woman. "We need the Brooklyn Flyover."

"It's closed!" the woman snapped. "Go back up."

"We can't," Milo repeated. "We'll just go round."

There was a frustrated sound from the other end. "Don't you understand? They're closed. They're always closed! We're stuck down here, and there's something else out there in the fog. Can't you hear it?" Another roared echoed around them.

"That's the air vents," Milo insisted, though now he seemed to be trying to convince himself rather than anyone else.

"Jehovah, what are you, some stupid kid? Get out of here!"

The sound of something banging against metal echoed from the radio transmitter, followed by yelps of terror. "What was that?!" Milo asked in a voice high from fear.

"I can't move!" the woman gasped, "They've got us!"

Molly asked, "Who's got you? What is it?" at the same time as Milo demanded, "But what's happening?!"

"It's here! Just drive, you idiots! Get out of here!" The static increased in intensity, then was cut off entirely.

Milo's eyes were wide with terror, and Cheen was gripping the arms of her seat with white knuckles. "Can you hear me?" Milo asked into the radio transmitter. "Hello?"

Molly took it gently from Milo's hands. "Milo, she said to get out of here. We need to move, please!"

"But where?"

"Up. As far as you can," Molly told him. "Then just straight ahead. Maybe we can outrun it, whatever it is."

With a frightened nod, Milo did what she said, picking up speed as they zoomed through the fast lane.

For a few minutes, nothing happened, and Molly allowed herself to think they had made it. Then something banged against the side of the car. Cheen let out a short shriek of fear. "Go faster!" she told Milo.

"We're at top speed!" He tried to pull the car up further, but it refused to move. "No access above," the computer told him in the same cheerful tone.

"But this is an emergency" Milo shouted at the controls. They didn't give a reply.

Molly tried to see through the windshield to figure out what was after them, but the fog cloaked everything. Hang on, the fog. "It can't see us through the fog," she realized aloud, "so it must be able to hear us somehow." She turned urgently to Milo. "Can you turn the engines off?"

He looked at her in shock. "You've got to be joking."

"They can't see us," Molly repeated, "so they must be following us by sound. Maybe if we're silent, they won't be able to find us. We need to shut off anything that makes sound."

"What if you're wrong?"

Molly felt a rush of uncertainty. She'd been so caught up in her idea that she'd forgotten she was asking these people to put their lives in her hands. If she was wrong, she was about to get them all killed. Then she remembered the Doctor, and she knew he'd say they had to try. "Just try, please."

Shooting her a last, frightened glance, Milo turned to the controls and started switching everything off. The car darkened and fell silent, and the banging from outside stopped. They all held their breath for a few moments.

"They've stopped," Cheen finally breathed.

"Yeah, but they're still out there," Milo reminded her softly.

Cheen turned to Molly. "How did you think of that?" she asked with admiration.

Molly shrugged. "I think I might have seen it in a movie once," she admitted. "Besides, it seemed like something the Doctor would do."

"I sure wish that Doctor fellow of yours was here now," Milo said worriedly, "because if we don't think of something else fast, we're going to run out of air. We had to switch the aircon off with the engines."

The pathologist drew in a sharp breath. She hadn't thought of that. "How long have we got?"

Milo looked at the controls with a frown. "Eight minutes," he finally said. "Maximum."

SCENEBREAK

For six long minutes, they waited in silence, too scared to speak. Finally, Cheen asked Milo, "How much air's left?"

"Two minutes," he breathed.

There was a few moments of silence, then Molly sighed. "I'm sorry, I was wrong. We need to turn everything back on. If we try to go any longer the air'll be too thin to breath."

Cheen reached out and grasped her hand, giving it a comforting pat. "It's alright, Molly. It was a smart idea."

Milo went to the controls to turn the engines back on. Before he did, he turned back to look at Cheen and Molly. "Good luck," he said softly. They just nodded in response. With that, he turned the engines back on and took off immediately, hurtling the car as fast as it could go through the fog.

The roaring began again, and something clipped the side of the car, but they weren't caught yet. Molly allowed herself to feel some hope. Maybe on the exits would be open next time. Maybe they could still get out of here.

Suddenly, a wonderfully familiar voice sounded from the radio transmitter. "Oi! Car four six five diamond six. Molly! Drive up!"

Molly drew in a shocked breath. "It's the Doctor!" She turned to Milo, feeling a rush of relief. "Do as he says, drive up!"

Milo shook his head. "We can't, we'll hit the layer!" he reminded her.

"Milo, please, just do it," Cheen insisted. "You heard her stories about the Doctor, and it can't hurt to try."

With an air of resignation, Milo tried once more to pull the car upwards. To his and Cheen's obvious surprise, the car obeyed, pulling them straight up to the higher levels, away from the beasts below, away from even the foggy lanes. Cheen let out a breathless laugh. "It's daylight. Oh my God, that's the sky. The real sky."

Molly couldn't help but laugh with relief. They were safe. She, Milo, Cheen and the baby, they'd all made it, and now the Doctor could fix the traffic jam from hell.

The Doctor's voice came again. "Car four six five diamond six, I've sent you a flight path. Come to the Senate."

Molly nodded. "We're on our way."

She could practically hear the Doctor's smile as he said, "It's been quite a while since I saw you, Molly Hooper."

His transmission ended, but only a few seconds passed before another's took it's place. "Hello there. Is this car four six five diamond six?" It was a man's voice, with a pleasant accent.

Milo answered this time with a cautious, "Yes. Who is this."

"My name's Brannigan. Is there a Molly Hooper on board by any chance?"

The pathologist answered with surprise. "Yes, that's me."

A hearty chuckle sounded from the other surprise. "Glad to hear you made it, missy. That Doctor of yours hitched a ride with us, trying to find you. He was rather adamant about the whole thing. Started jumping cars just to get to you. I don't envy him, having to go through that bloody fog."

Molly was surprised by the idea. The Doctor had come back just for her? "R-really?"

Before Brannigan could respond, Milo took over the controls. "We're almost at the Senate. We should be dropping you off soon, Molly." He gave her a sheepish look. "Sorry for getting you into that."

Molly smiled back warmly. "It's fine. Take care, you two."

She shook Milo's hand, but Cheen surprised her by pulling her into a tight hug. "Be safe," the woman said warmly. "And let us know if you ever come back in town, yeah?"

The pathologist couldn't help but smile back. "I will," she promised.

SCENEBREAK

After they dropped her off at the Senate, Molly rushed into the building, eager to see the Doctor again. The building seemed eerily silent, and when she made it into the main hall, the first thing she noticed were the skeletons scattered about the room. She blanched, but the Doctor's voice distracted her from them. "Molly! Over here."

She looked up to see the Time Lord crouched by what appeared to be an enormous, wrinkled face lying on the floor, right beside a shattered glass case. A woman with the head of a cat watched nearby, sorrow in her expression as she looked on the giant face. An odd scene to be sure, but Molly was getting rapidly used to odd scenes.

The Doctor waved her over. "Come on, it's fine. Molly, this is the Face of Boe. It's all right. Come and say hello." He waved a hand briefly at the cat as he added, "And this is Hame. She's a cat. Don't worry." The Time Lord turned back to the Face of Boe. "He's the one that saved you, not me."

Molly approached slowly, avoiding the skeletons and broken glass, and crouched down beside the face. It looked up at her with a kindly old expression, his eyes warm even as he fought for life.

Hame spoke behind them. "My lord gave his life to save the city," she said solemnly, "and now he's dying."

"No, don't say that," the Doctor insisted with a fake, cheerful grin. "Not old Boe. Plenty of life left."

The Face of Boe took a deep, shuddering breath. "It's good to breathe the air once more," he rumbled. The voice didn't come from his lips; instead, it echoed inside Molly's head, warm and ancient, and slowly weakening.

Molly reached out a hand to stroke the old face, sympathy welling up for the one who had saved her life. "Do you know him?" she asked the Doctor.
"I met him once," the Time Lord answered distractedly, gaze fixed on the giant face. "Legend says the Face of Boe has lived for billions of years. Isn't that right?" he asked the dying face. "And you're not about to give up now."

The Face of Boe let out a weary sigh. "Everything has its time," he reminded the Doctor. "You know that, old friend, better than most."

"The legend says more," Hame reminded them tentatively.

The Doctor shook his head firmly. "Don't. There's no need for that."

"It says that the Face of Boe will speak his final secret to a traveler," the cat pushed on, ignoring the Doctor.

"Yeah, but not yet," the Doctor told the face. He gave a crooked grin, but Molly could see the fear in his eyes. "Who needs secrets, eh?"

"I have seen so much," the Face of Boe gasped out. "Perhaps too much. I am the last of my kind, as you are the last of yours, Doctor."

Molly frowned. The last of his kind? What did the Face of Boe mean? He didn't mean that there were no other Time Lords, did he? They couldn't all be dead. She pushed the thought away as the Doctor smiled sadly at the Face of Boe. "That's why we have to survive. Both of us. Don't go." Molly was surprised at the sadness in his tone. He barely knew this face, but it was killing him to watch him die. He thinks it's his fault, she realized. He really thought that it was his fault the face was dying. Just as he had with Peter Streete. Her heart went out to the Time Lord.

"I must. But know this, Time Lord." The lips of the Face of Boe parted, and for the first time, he spoke from them rather than from his mind. "You are not alone."

With a last, shuddering breath, the Face of Boe stilled forever. Hame the cat was weeping behind them, but the Doctor just looked at the face with a blank face, which Molly knew hid the true depth of his loss, and his guilt.

SCENEBREAK

Several minutes later, they were back in Pharmacy Town, which was now completely closed down. "Happy?" she asked the Doctor.

He grinned back at her. "Happy happy," he joked. "New New York can start again. And they've got Novice Hame. Just what every city needs. Cats in charge." With a final glance around, he started off for the TARDIS. "Come on, time we were off."

As she followed him, Molly asked hesitantly, "Doctor, do you know what the Face of Boe meant when he said you weren't alone?"

Sadness crept back into his expression. "No clue." Then it was replaced with the same, goofy grin. "Come on, let's get going."

Molly contemplated pressing him for more answers, but it clearly hurt him to talk about it. Whatever he'd lost, it had hurt him deeply, and now he seemed to blame himself for everyone who died when he was there, even when it wasn't his fault. Molly didn't want to put salt in the wounds by making him relive it. Maybe he was lying to her and hiding things from her, but she understood not wanting to tell her.

Instead, she gave him a grateful smile. "Thanks for coming to get me today."

He looked at her, surprised at the suggestion. "Of course. You're my friend, it's what I do."

Molly felt warmth in her chest at the word friend. She hadn't had a real friend in a long time. On impulse, she reached out a hand, which the Doctor took, both to comfort and to assure herself of this new friendship. Hand in hand, the Doctor and his companion headed back to the TARDIS.

So this turned out to only be two parts, which I was hoping it would. Sorry if it seems a little rushed, but as I said, it only focuses on Molly, not the Doctor.

As you see, I changed Molly conversation with Milo and Cheen from what Martha had. I don't know where my characterization of Cheen came from, but she kind of seems like the friend you'd complain about a guy to and she'd be the one to call him a jerk and suggest egging his house. Somehow, I feel like she'd make a good companion. But her place is on New Earth with Milo and her baby.

And yes, we skip out on the whole discussion about Gallifrey and the Time Lords. Because Molly's a sweetheart and doesn't have the heart to ask the Doctor about it, unlike Martha, who was rightfully pissed that he'd lied to her. That will indeed have some effects on future episodes.