I have not been responding to individual reviews lately because I have been busy, but I'd like to start doing that again, so I will. Thank you everyone for your comments and the recent faves. I really appreciate them. This is a bit of a long chapter, but if I'd seperated it where I wanted, one of the chapters would have been very short, so I thought it would be better just to have a longer chapter. Hopefully you guys don't mind. Also, I'd like to apologize for any spelling mistakes or missing letters. My auto-correct is screwing up and my keyboard has decide to work only sometimes.

sadhappygirl: Sometimes Jack needs help, no matter how macho he makes himself out to be. I'm glad I've got you in suspense!

Mystery Commenter: I'm so pleased you're enjoying it and even more pleased that you're on the edge of your seat!

Ayiana89: they've been taking their time about it, haven't they? Hopefully this chapter makes up for it... well, sort of.

Short warning, there's some minor cussing. I'm not sure if that bothers anybody, but in case it does, you've been warned.

Since Amara could see much better than Martha, she led the way, although she made sure that Martha stayed close to her. Their brief encounter with Akdevor had shaken her resolve, and she often looked behind as though wanted to leave and making sure her escape route was still there. Martha made no attempts to comfort her, she herself scared out of her mind. That entity had been unlike anything she'd ever encountered, even counting her adventures with the Doctor (which was saying something, considering). Despite her own fears, her mind dwelled upon the Doctor and what his experience must have been like captured by that thing. She was certain that if Akdevor had been passing them slower, lingered at all, she might have lost all coherent thought and started screaming and running around in terrified panic.

Amara stopped suddenly.

Martha looked at her expectantly.

"This is it," she said, touching the door in front of them cautiously, like she thought it would leap from its hinges and swallow her whole.

Martha licked her dry lips and tentatively reached for the handle. At her touch, the door opened a pinch. A noise escaped through the crack, a noise that made Martha's skin crawl and her eyes widen in fear and alarm. Screams. Weak, feeble screams that died out into moans and then built again.

Without waiting for Amara to lead her, she flung the door open and stepped into another pitch black room. She didn't care if anything was around, her mind was focused solely on those hauntingly familiar screams of pain and anguish. She stopped in the room, circling around as the cries of pain echoed through the room, making it impossible to tell which direction they were coming from.

Amara suddenly appeared beside her, grabbing Martha's sleeve and leading her off to the left. They stopped at a wall and Amara opened a door.

The screams increased directly ahead. Martha stared into the room, it semi-lit by an eerie white light coming from the end of a metal stick, held by another ghaslty-looking Legion. To her relief, this was not a canine legion. This was another alien-turned-something-grotesque. It was fairly short and had tattered clothing hanging from its leathery, bony body. It was prodding the stick it held into a heap on the floor, sending eletrical currents into the prone form, eleciting screams and moans of weary pain. The smell of burnt flesh filled the room.

Martha wasted no time rushing into the room and flinging herself against the alien-Legion, knocking them both over and causing the metal pole to clatter to the ground. Legion resisted her, pushing her away with surprising strength despite its slightly smaller build- almost like a young adult's. He tossed her aside, nearly lifting her clean off the ground and made to stand. Martha reacted quickly, throwing herself at it again and wrapping her arms around its neck. It fought with her, grabbing her wrists and pulling them free. It looked as though it were getting ready to fling her over onto her back, but it suddenly howled in pain and released her arms.

Martha looked up as Amara stuck Legion's side with the metal stick, the ends of which sparked when they made contact with flesh. She did not stop, holding it to the creature's side as it writhed and shrieked and hissed in fury and pain. "Quickly! Help the Doctor!" Amara said.

Martha scrambled over to where the Doctor lay, curled up with his head hidden in his arms, trembling and moaning. She touched his back and he flinched. "Doctor," she whispered, "Doctor, I'm here. We're here to rescue you." She tried to sound as calm and soothing as she could, though she was breathing heavily from the short battle she'd just had.

The Doctor stirred, slowly lifted his head from where he'd hidden it in his arms and looked up at her with blurred, confused eyes. "Martha? Come here... I need to... tell you something," he coughed, his voice horribly hoarse and his breathing difficult.

She leaned in, glancing over at the writhing Legion and Amara standing over it with angry satisfaction.

The Doctor attempted to whisper into her ear, but he couldn't quite reach, so she leaned in closer to accomodate him. And he whispered, "Martha, I need you... to go. Tell people to say my name... all at once... I can use the psychic... network... I can still... stop the Master..."

Martha felt her heart break and she pulled away, looking at the Doctor in dispair and concern. "Doctor... the year is over. The Master's dead."

He blinked at her, his eyes looking fogged and disoriented as his brows furrowed in concentration and thought. "I know that," he said. "But he keeps regenerating- no, wait. No, he refused. Why does he keep dying? Martha, why does he keep dying?" His lip trembled for a moment and then he started sobbing.

Martha swallowed, nouth slightly ajar as she stared at him helplessly. He didn't know where he was. He didn't know what was going on and now he was crying. She held him, trying to comfort him.

"Martha, hurry!" Amara hissed.

"I'm trying," she replied, hugging the Doctor tightly. She tried to pull him to his feet, but found something resisting her and the Doctor yelped in pain. He freed himself from her arms and huddled into the corner, hands over his face as he wept.

Martha searched until she found the source of the resistance; a collar. A metal collar was on his neck, a thick steel cord connecting it to the wall behind him. Her breath caught and stared at the sight in horror. Not only was the Doctor falling apart, but he was also restrained and she didn't know how to get him free. She touched the collar, looking for a lock but all she could find was a smooth line where it connected. There was no lock, therefore no key. What now?

"Amara, there isn't a lock!" Martha said.

"It's a genetic lock," she answered and then gave a little shriek when the Legion she was torturing lashed out at her, claws appearing at the ends of its fingers. This may not have been a canine Legion, but it was closer to it than those down the mountain. "It only opens for Legion." She stabbed the stick into the creature's chest, forcing it to retreat, but it quickly became apparent that the shocks were not affecting it as efficiently as before.

"Can you get that to touch it?" Martha inquired hurriedly.

"Does it look like I can?" Amara asked, prodding the creature as it made another swipe at her, retreating when this failed.

Martha frowned and thought desperately. Then an idea struck her. She found the spot on her arm that had been infected by Grem's "blood" and touched it to the collar. The collar made a snapping sound and opened. She quickly removed it from around the Doctor's neck, making him wince when she touched the raw, burned skin there. She would have to bandage that soon. She then carefully took the Doctor by the shoulders and helped him stand.

Or tried to, but his knees just gave out beneath him and he collapsed to the ground.

"Rose, don't forget Marcol. I can't leave him. I can't listen to him scream anymore," the Doctor muttered feverishly, shaking his head.

Martha frowned and again tried to get him to his feet, putting one of his arms around her neck and holding him up mostly by herself. He was heavier than he looked and she knew she wouldn't get far without Amara's help, but she was trying to keep Legion at bay. "Amara, try to back out. We can lock it in here," she said, hobbling her way out of the room with the Doctor.

Amara did so, prodding fiercely at each attempted jab and grab of the hissing Legion. When she reached the door, she thrust it closed and Legion threw itself against the door, pounding and clawing at it furiously. Satisfied that the creature would not escape, Amara went to the Doctor's other side and put his arm around her neck and the two of them made their way back through the passage they had come as quickly as they could.

Jack had not liked the idea of being stuck with Grem, for more reasons than the obvious. His reaction to Akdevor had been less than reassuring; he'd about turned to stone at the sight of him. And most importantly, he was terrible company.

"So can you fly those ships in the hangar or do you have to be specially bred for it?" Jack asked, looking at the creature beside him as it stalked down the passage, scowling.

"Yes."

"Yes you have to be specially bred for it or yes you can fly them?"

"All Legion can fly them," Grem replied, rumbling in his throat.

"Do you get training for that?"

"No. We know."

"You just know?" Jack asked curiously. "Wish learning was that simple for everyone else. It'd save a lot of time."

Grem huffed.

"So how about it, you gonna tell me what you remember? Or is that a secret between you and Martha?"

Grem growled more angrily than Jack expected him to, but he did not answer. Whether his angry silence was because of the question about his memory or what he'd said about Martha was unclear. Jack was fairly certain that Grem had grown some kind of affection towards Martha, although he doubted it was anything like human affection. It was more likely just a connection, a familiarity, rather than actual care.

"Sorry, was that out of line?"

"I remember nothing," Grem said.

"Well, that's a lie," Jack said. "You remember something. You've called the Doctor a Time Lord twice since we met you. You got that from somewhere and I'll bet you didn't get it from Him, so... how'd you know he was a Time Lord?"

Grem growled again, sounding frustrated. Jack was aware that remembering was not easy for Grem, but there was something he wasn't telling them and he wanted to know what it was. Grem shook his head, like a horse might to swat away flies. "War. Wings. A ruthless Time Lord. This is what I remember."

"You can't get more specific than that?" Jack asked.

Grem snarled at him in the negative.

"Wings?"

The beast made no response, but looked up as they came upon a new room. Jack looked in and found a darkened room filled with different colored blinking lights. This was where Akdevor flew the planet; the steering wheel, if you will.

Jack whistled in awe. "Wow... this looks complicated."

Grem stepped inside, sniffing at buttons and looking around with an expression of confusion to match Jack's.

"Where to start, where to start," Jack said, flexing his fingers and going over to one of the panels that was within his reach- as some were too high above his head for him to reach. Grem looked at one of these and stood on his hind legs, easily reaching nine feet, and looked at the blinking buttons there.

Jack looked up at him with a new sense of healthy fear and respect. He'd gotten used to Grem's massive size up to this point, but when he stood up, it was staggering. He shook his head and focused on the task at hand. "So... know how to fly this thing?"

Grem looked down at him. "No... are we not looking for a box?"

"Yeah, but I thought it might be helpful if we make a mess of His controls before we do that. You know, make sure he can't fly around the universe anymore. Isn't that what you were doing?"

"Light," Grem said simply, lowering himself onto all fours again and walking around the room, which was quite large and difficult to navigate due to pillars and collumns of buttons and screens.

"Light?"

Grem nodded. "It injures Him."

"Do these hurt him?" Jack asked, gesturing at the little blinking lights.

"Do the tips of leaves hurt you?"

Jack raised his brow at that. This planet didn't have leaves. "No," he answered.

Grem continued searches, oblivious to what he'd just remembered. Jack walked on the other side of the pillars, searching and feeling for the TARDIS. He thought it strange that Akdevor should keep it here, but perhaps this was the one place he thought Legion or otherwise might go. If Grem didn't know how to fly the planet, then neither did any of the other Legion. Still, why would He feel the need to hide the TARDIS from Legion if they were under his control?

Grem suddenly turned his head, looking back the way they came, eyes alert. He watched silent as the grave, white eyes visible even in the darkness like dulled car headlights.

Then Jack heared the shuffling of footsteps and a few grunts. That wasn't any Legion he was aware of. He rushed to the other side of the room as Martha and Amara came into view, carrying a limp, body in a tan coat and blue, pin-striped suit between them.

Jack took Amara's place, grabbing the Doctor and helping hoist him up- as they had been practically dragging him by his arms. "What happened to him?"

"I don't know," Martha said softly, sounding afraid and concerned. "He's been mumbling nonsense."

"I told you to meet back at the entrance," Jack reprimanded her, helping her carrying the Doctor across the room and gently put him down on the floor, propping him up against one of the pillars.

"If Legion or... Him had come back we would have been sitting ducks," Martha defended, looking at the Doctor a running a hand gently through his messier-than-usual hair affectionately.

Grem appeared beside them, gazing at the Doctor in what Jack thought was a very eerie way. His face revealed nothing of what he might have been thinking; he just stared, like he was entranced.

"Grem?" Jack asked, waving a hand in front of the monster's eyes to no effect.

Martha looked between the Doctor and Grem in bewilderment and then at Jack again. "Did you find the TARDIS?"

Jack shook his head. "We didn't finish looking."

"I'll help you," she said, standing. They both began scouring the walls and between pillars. Amara, Grem and the Doctor remained near the front of the room, the two ex-Legion staring at the Doctor. The Doctor made little whimpering noises, gazing with half-closed eyes at the floor.

Jack felt around the room, careful not to press any buttons in case any of them should be Self Destruct Buttons, running his hand along rough, rock-like surfaces until suddenly he hit wood. He stopped, feeling it and making sure that it was what he hoped. He grinned when he closed his hand on the handle. "I found it!"

"Him! Him!" Grem suddenly screeched.

Jack whirled, watching as Grem snapped his jaws closed on the Doctor's coat and began dragging him towards the TARDIS effortlessly, as though he were an empty, cloth sack. Amara followed with a look of pure terror.

Martha looked at Jack, rushing to him and getting the key from her pocket. She unlocked the door and flung it open, filling the darkened room with light. It stung their eyes and they had squint and shield themselves with their hands.

Grem abruptly stopped and roared, cowering away from the light of the TARDIS. Jack looked at him and immediately wished he hadn't. If Grem had looked horrendous in the dark, he looked ten times worse now, every ghoulish detail of his bony, leather form visibly illuminated. His wounds, too could now be seen; giant, long gashes of torn flesh and clear, oozing liquid. Jack actually shuddered at the sight and focused on the Doctor. "Grem, bring him."

Grem was still screeching, but another noise suddenly occupied everyone ears. It was worse than Legion. It was pure, defined evil and it was roaring in rage and hate. Akdevor had heard Grem and He knew where they were now.

"Dammit, Grem, bring the Doctor!" Jack yelled angrily, though everyone could hear the terror in his voice.

"Grem, please! Hurry!" Martha cried in alarm and fright.

Grem was howling and hissing horribly, staring at the light as though it pained him, but he held back his cries of discomfort to grab the Doctor and pull him towards the light. Amara came up beside him, grabbed one of the Doctor's arms and helped him drag him across the floor. Once they came to the door, Jack, Martha and Amara carried him into the TARDIS as quickly as they could, despositing him onto the grating of the floor. Grem remained at the door, trying to shield his eyes from the light.

"Grem, get in here!" Jack ordered as he ran back to the door to close it. The beast made no move towards the door, just started backing away and hiding his head.

"Please, Grem, come inside!" Martha called, kneeling over the Doctor and looking out the door desperately.

Jack looked up and his eyes widened in horror, fear and hopelessness as Akdevor's shadowy form suddenly appeared from behind one of the pillars. It hissed and retreated at the light, but Jack knew it wouldn't be subdued for long. "Grem, I'm not leaving you. Get in here now!"

Grem looked up at him with difficulty and Jack thought he was about to bolt off into the safety of the darkness, but instead, he rushed inside, howling, snarling and hissing as he did. As soon as his tail had passed the threshold, Jack shut the door.

As soon as he'd raced inside, his howling and raging intensified and he began bounding around the TARDIS controls in circles, bumping the railings hard enough (or perhaps he was just that heavy and strong) to make them bend. It was obviou that the lights hurt him and unlike the other three people in the room, he had no eyelids to shut, so he instead rampaged through the TARDIS until he found a corridor and turned down it, seeking some dark refuge to escape the light.

Jack cursed under his breath as he watched the hideous monster and looked at Martha and Amara. "I'm going to find him someplace dark. You two stay put and try to help the Doctor-"

The TARDIS suddenly tipped sideways, knocking the three of them off of their feet and sending them rolling to the right. It tipped again to the other side, like the whole was being thrashed about on the sea.

"What's happening?" Martha shouted in alarm, grabbing the Doctor so that he wouldn't get tossed around.

Jack grabbed onto a bent part of the railing, looking around for the source. "I think He's doing it," he said at the sound of a blood-chilling roar. He was shaking the TARDIS, trying to get in.

"Use the sonic, Jack!" Martha yelled. "Get us out of here!"

Jack dug in his pocket, fumbling with the small metal tube and then bringing it out. "Where do I point it?"

"ANYWHERE!"

Jack pointed upwards, clicking the button as the TARDIS teetered back and forth. It whistled in response, its blue light flicking on. The engine of the TARDIS stirred and then began to move up and down rhythmically. The shaking ceased and before they knew it, the TARDIS had parked itself somewhere.

They stared, as if waiting for Akdevor to start attacking the TARDIS again, but nothing happened. It would have been silent had Grem, shrieking and wailing somewhere deep in the TARDIS, throwing himself against walls that made loud banging noises. Jack had a feeling that the TARDIS wouldn't appreciate such treatment, so he quickly stood and ran after the beast.

Martha remained at the Doctor's side, brushing his hair gently as she watched him mutter incoherently to himself, eyes screwed shut from the light.

"Doctor?" she said gently.

Amara was shaking her head. "You were too late. We were too late."

"Don't be stupid," Martha said, although the injection was weak. The Doctor wasn't even acknowledging their presence. He had a pained expression and he raised his hands to his head, rubbing his face and whimpering.

"Doctor, please look at me," Martha said, more firmly, grabbing his hands to pull them away from his face.

"Stay away!" the Doctor yelped, yanking his hands out of her arms and scrabbling up to a sitting position until he'd back into the TARDIS console. He stopped, staring at the floor and then began to tentatively touch the console behind him. His hands traveled up until they reached the buttons and levers. His mouth opened slightly and he twisted his body so that he was facing it on his knees. He stared, touching and feeling the buttons and levers, as though to make sure they were really there.

Martha watched, biting her lip.

The Doctor was still for a moment, just staring and then he grabbed at his head, taking handfuls of his hair and gripping them. He started to moan pathetically. "No, no, no. Get out. Get out!" he shouted desperately.

Martha went to him, placing a soft hand on his shoulder. "Doctor, I'm here."

He looked at her and then suddenly shut his eyes. "Martha! Listen! I've only got a moment!" he cried, grabbing at her sleeve. "Please go! I'm so scared!"

Martha stared in horror, uncertain of what to do as he pulled on her sleeve desperately. It almost look like the way he did when he'd been possessed by that sun. She looked at Amara desperately. "What's wrong with him?"

"It's hard to explain," Amara said.

"Well, explain it!"

Amara sighed sadly, watching the Doctor dismally. "Every good thought has been blocked... or destroyed. I'm not sure which. It depends on the person. He can't feel anything but pain, fear or hate." She eyed him again. "He hasn't displayed any hate, though..."

"Well, how do we fix it?" Martha asked, glancing between Amara and the Doctor with mounting anxiety and concern.

"You don't," Amara said. "I'm only here because the Doctor saved me, but I think... I think it's too late for him."

"No, no it's not," Martha snapped. She knelt down and looked the Doctor in the face. His eyes were open again. In fact, he'd stopped tugging her sleeve. He now had a look she had never seen. It was haunted, absolutely horrified. "Doctor, you are going to be fine. Do you hear me? We're going to take care of you."

He stared with unseeing eyes, all of his focus on whatever horror was playing in his mind.

"Jack! Bring Grem in here now!" Martha called. She looked at the Doctor sadly, caressing his cheek in hopes it might revive him. It did not.

Jack appeared a few minutes later, leading a blind-folded Grem. He held onto a bone jutting out of his neck, using it to steer him as necessary. He was was also patting Grem's neck in what Martha realized with surprise was a comforting gesture. "Take it easy. Take it easy," Jack soothed like one might a startled horse.

Grem huffed, sufficiently calmed, although he had tired himself out, as his breathing had become heavier. He allowed Jack to lead him back into the control room and to where Martha and the Doctor sat hunched beside the console.

"Is he alright?" Jack asked, his voice making it sound as though he wasn't sure whether or not he wanted to hear the answer.

"He will be," Martha said determinedly, standing and turning to Grem. "Grem?"

Grem huffed again to acknowledge her.

"How did you... come to yourself?"

Grem shifted uncomfortably. "I do not know."

"Yes, you do," Martha said sternly. "How?"

If he had been about to answer, she wouldn't know, because the entire room suddenly filled with a terrified scream. The Doctor's. He was staring at Grem in horror, backing himself up as far as he could go- which was not far since the console was in his way. "No! Please! Don't take me back!" he cried desperately. "Please!"

Martha ran to him and took his hand in hers. "Doctor, it's alright! Everything's fine! You're safe!"

His eyes found hers and although she saw that he recognized her, he didn't appear to understand anything that was going on. "Martha... I can't close my eyes. He's there!" he said, shivering.

"Let me," Grem said.

Martha looked at him in surprise. "What?"

Grem nudged at Jack, urging him to lead him to the Doctor. Jack obliged, watching the Doctor for fear he might freak out. Martha managed to keep the Doctor's focus on her, however.

Jack brought Grem to stand in front of where the Doctor was sitting and Grem took another step forward so that his face was inches from the Doctor's. He sniffed.

Jack, Martha and Amara watched in silent anxiety.

"Put his hands on my head," Grem said.

Martha did so, slowly in case sudden movement should alarm the Doctor. As she touched his hands to Grem's skin, the Doctor pulled away with a shriek of fright, hugging his arms into his chest protectively.

Grem growled, sat down on his haunches and grabbed at the Doctor.

"NO! NO! STAY AWAY!" the Doctor yelled in terror as Grem's clawed hands wrapped around each of his arms (they were nearly large enough to grab the whole length of his arm) and put them against his forehead.

"PLEASE NO! I WON'T BECOME YOUR LEGION, AKDEVOR! I WON'T!"

Martha and Jack took in a breath of fear and looked at Grem, expecting him to lash out at the Doctor for saying Akdevor's name. Their jaws dropped as Grem merely sat, holding the Doctor's arms in place. "Fight me, Doctor. Fight me."

Martha shivered at Grem's tone. It was wicked, cruel and firm, added on to the already foul voice all Legion had.

"Please, no more," the Doctor begged. "I can't watch them die anymore."

"Then fight me."

The Doctor stared with wide, terrified eyes at Grem, like he had never seen anything more terrible or frightening in all the universe. That look alone was enough to scare Martha and Jack.

Amara was watching with a disgusted, horrified expression, hugging herself in a feeble gesture of self-protection. Suddenly, she reached over mechanically and pulled away Grem's blindfold. The three onlookers gasped.

Grem's eyes had turned black, and seemed to be swirling like a mist. He did not react to the light, he just stared unseeing at the Doctor, still holding his arms to his head. "Fight me. Fight me or you will be mine."

Amara's jaw dropped and she backed away. "How-"

"What is it? What's happening?" Martha asked in alarm.

"It... it is using Him," she breathed in disbelief.

"Its name is Grem," Martha snapped. "And I don't understand."

Amara sighed. "Picture that all evil is contained within you somewhere. You can tap into it sometimes. He-" she hesitated, struggling with something for a moment, and then continued, "Akdevor... is a special kind of evil and he leaves that evil in his Legion. An imprint. An imprint so deadly that if you touch it, all that you were is destroyed. The Doctor fought away mine. His elite let it consume them and control them. But this thing- Grem. He can control it; he's using it."

"He's using the imprint to make the Doctor think he's Akdevor?" Jack asked in confusion.

"Exactly," Amara said.

"Fight me! Fight me or I will kill your friends. Everyone you have ever loved. I will slaughter them," Grem/Akdevor said, the rage in the voice growing.

"NO!" the Doctor shouted, but this was one of defiance. He stopped trying to pull away and instead gripped Grem's head more firmly. The Doctor's eyes shut and he started screaming and Grem began to howl and wail.

"Jack!" Martha cried in alarm, seeing that both of them appeared to be in pain. She went to seperate them, but Jack held her back.

"Wait," he said, watching the scene unfold.

The three watched in horror as the two of them suddenly collapsed.