A/N: Thetold from the eyes of the Doctor and his torment over not telling Serena the truth.

"Gallifreyian"

Music was playing over the speakers of the TARDIS as I briefly glanced at Serena who is amusing herself leaning on the railing watching Amy and Rory playing a game of darts by the doors.

Rory has just thrown a dart only for Amy to shake her head at him, "46. Rubbishy rubbishy, rubbish."

"Hello, it's a double top," He argued.

"Wrong side of the wire, mister."

"You're...red."

Amy laughed back at him, "No, I'm not. Stop trying to put me off."

"Oh, Amy he could never put you off," I heard my Bonded laughing, watching her briefly going down to them linking arms with Amy as she gazed proudly at the board, "Can I play the winner?"

They we're unaware that I'm scanning them as I looked at the monitor reading the pregnancy scan on Amy still switching from positive to negative. I changed it over to Serena's her life signs were failing and in few days or maybe less she would regenerate. I'm not sure how it will effect the Flesh. That's why I needed her to go with me, to find out with the truth and send the Ponds away so they weren't a distraction.

"Do you know how to play?" I now heard Amelia question her with curiosity.

"Of course I know how to play," Serena offered smugly, "I've beaten Jack, Martha and Mickey at a couple of games before."

"Ok I'm definitely game!" I heard Amy cheering.

"Be a dear and pass me some darts Rory," Serena asked of him.

A thought came to me as I stood up straight in fear and running down the steps, snatching the darts out of his hand before he even gave them to her, "No! No, no, no darts," They stare at me bewildered, "Bad darts...they're sharp," throwing them over my shoulder.

The last thing I wanted...was for her to prick her finger. I was being ridiculous I know, but it was the only way for her to not find out the truth. Giving off any hint something was wrong was just so painful for me to bear.

"Never mind Amy," she moved away gesturing to the darts I chucked on the floor, "Give Rory another go and show him us girls are better."

I nodded in agreement, went back up the steps to the console and switched off the music now wanting to put my plan into action, "Who wants fish 'n' chips?!" I announced turning to them just as Rory raised his hand, "I'll drop you both off. Take your time. Don't rush."

"Uh, and you?" Rory frowned.

"I have things to do with Rena, things involving... other things."

"Uh, what things?" She raised her eyebrow suspiciously, coming up the stairs to the console.

"You know...the things I told you about a few days ago."

"No, sorry you've lost me," my Bonded shook her head, not recalling it.

"Well, we'll stay with you both then," Amy decided on the spot, coming up the stairs with Rory, "We'll do the other things."

"Nope," I denied them with a shake of my head.

"I don't think so mister," Rena countered, shaking her head again coming up to me speaking for our companions sensing they were starting to get more suspicious, "Whatever your planning to do," she scoffed, staring me in the eye folding her arms across her chest, "Personally, they should be able to take part with us like usual."

"I agree with Rena on this," Amy nodded, as I rolled my eyes.

"Besides that's the whole point of us coming, as your companions right? To show us adventure? We can't do that when you go off by yourself," Rory also agreed.

Suddenly out of nowhere, the klaxon blared and the TARDIS started to buckle. Rory was grabbing on to the railing and Amy holding on to the console as I tried my best stabilising the ship along with Serena, "Solar Tsunami!" She reported looking at the monitor, "Came directly from your sun. A tidal wave of radiation. Big, big, big!" the poor girl was getting tossed about in the storm and probably didn't like it one bit.

"Ohh, Doctor, my tummy's going funny," Rory remarked with a moan.

"Well, the gyros are dissipated," I replied, grabbing the monitor and gazing in Serena's direction, "Target-tracking is out." Reaching out for the lever I pushed it, but it done nothing to help the situation, "Assume the position!" I shouted, after the lever had failed.

I pulled my Bonded underneath me, shielding us both the best I could. Amy slung herself into the jumpseat, hands covering her head and Rory doing the same kneeling on the floor. The shaking stopped a couple of seconds later as I helped Serena up. Amy and Rory look up to us both panting for air.

"Textbook landing," I grinned with pride.

Serena rolled her eyes at me and scoffed, "Says the Time Lord who threw his manual into a supernova!"

I rolled my eyes light heartedly in return and took hold of her hand, pulling her towards the door and opened it. Stepping out on what appeared to be a small island with a run down monastery in the centre, scattered ruins of walls around us. Looking up with we see a large weathervane that had a spire sticking out the top, "Behold! A cockerel. Love a cockerel."

"And, most importantly," my Bonded eyed the area of the building over taking a guess, "If I'm correct this is a 13th-century monastery."

"Oh, we've gone all medieval," Amy mused from behind us as she stepped out of the TARDIS.

"I'm not sure about that," Rory remarked following behind his wife, shook his head not entirely convinced.

"Really?" Amy scoffed at him, "Medieval expert, are you?"

"No, he's right," Serena agreed, thinking about now I definitely could hear some faint music playing in the distance now, "Something very not medieval about that."

"No, it's just that I can hear Dusty Springfield," Rory pointed out to Amy, as they followed after us the music guiding us towards some stairs, as it becomes much more louder.

"Well that's certainly not medieval either," Serena nodded to some pipe poking out of a hole in the ground, as she stood beside me looking at the crevice probably made by the tsunami, which in hand has exposed the pipe reading 'DANGER- Corrosive.'

"These fissures are new," I agreed with my Bonded, "The solar Tsunami sent out a huge wave of gamma particles. This was caused by a magnetic quake that occurred just before the wave hit."

"Well, the monastery's standing," Amy pointed out glancing at the building.

"I wouldn't be so sure," I heard Rena muttering under breath, watching her looking up at the monastery, before I pulled out a tiny snow globe shook it closely examined it and then putting it away. The particles inside had settled a certain way telling me it's safe from radiation at the moment.

"Doctor, look," Rory now noticed the pipe

"Ah, it's a supply pipe," I now scanned it with the sonic, looked over the readings, "Ceramic inner lining. Something corrosive. They're pumping something nasty off this island, to the mainland."

"Acid," Serena frowned with concern.

"My mum's a massive fan of Dusty Springfield," Rory offered awkwardly after shifting about slightly.

"Who isn't? Right, let's go. Satisfy our rabid curiosity," I stood up held out my hand to Serena who took it gladly and we walked on up the stairs, the Ponds following behind us we stepped into a courtyard of the crumbling monastery. Yet the larger parts looked more habitable.

"So, where are these Dusty Springfield-loving monks, then?" Amy asked sarcastically as she entered with Rory.

Letting go of Serena's hand I get out the sonic scanning the area, "I think we're here," I muttered knowingly go myself checking the readings, "This is it."

This was definitely the place a similar signal was coming from that I've been trying to figure out it's origin from. It wasn't exact but very close. Close to telling me where Serena and Amy could be.

"Doctor, what are you talking about?" Rory questioned, obviously having heard me feeling not only his but Serena's gaze boring into the back of my head, "We've never been here before."

"We came here by accident," Amy added with curiosity.

"My spidey senses are telling me this trip was accidental as well," My Bonded agreed with the Ponds folding her arms across her chest. Stopping halfway on the steps behind me her eyes still burning the back of my head with judgment.

"'Accident'?" I nearly scoffed nervously covering my tracks, "Yes, I know. Accident."

"Careful," I see Serena grabbing Rory's hand before it reached the pipes beside the stairs, "Don't," she warned, "There's acid in there too touch that and you can say goodbye to your fingers," doing as he's told Rory's hands went into his pockets.

"Yes, there's no doubt acid is being pumped off this island. Well spotted Rena," I give her a wink but she only but rolled her eyes and scoffed at me. I continued inside, only to get inside a few meters before even the Ponds and my Bonded followed.

"Intruder alert! Intruder alert!"

"There are people coming," I warned the Ponds and my Bonded, dashing back in a hurry, "Well, almost."

"Almost coming?" Amy and Serena looked up at me frowning.

"Almost people," I corrected them before running off inside, sonic at the ready being more excited than necessary taking the current situation. But was eager more than ever to figure out what had happened to Amy and Serena.

"Almost people, Theta that doesn't make an sense!" My Bonded called, hearing her gasping short breaths and pounding footsteps catching up to me.

-Doctor Who-

Charging into the room, with Serena and the Ponds at my heels we came to an abrupt stop, there were human-shaped harnesses in the windows alcoves, only four out of the five were currently occupied, with people clad in orange jumpsuits.

"What are all these harnesses for?" Amy questioned with a frown.

"Uh, the almost people?" Rory took a guess.

"What are they, prisoners? Or are they meditating, or what?"

"I wouldn't call being strapped to a harness meditating Amy," Serena commented dryly, walking over to a older man in particular whose head was slightly to the side and stared at him curiously. About to reach out her hand to touch him but retracts it quickly as if she sensed something.

"Well, at the moment," I shrugged with a sigh, "They fall into the "or what" category."

"Halt and remain calm," the nearby computer ordered.

"Well, we've halted," I smiled slightly, glancing at the others, "How are we all doing on the 'calm' front?" spinning around, hearing the loud stomping of the people coming up the stairs and immediately placed myself in front of Serena when we see two along with a young woman enter into the room, the men had lances aimed at us. Quickly snatching Rena's arm I stopped her from reaching her gun.

"Don't...Move!" the eldest out of the two men ordered narrowing his eyes at us. I glanced between him and the man who looked exactly like him in the harness.

"Stay back, Jen," the young man with the name Buzzer on his suit called to the dark haired woman, "We don't know who they are."

"So let's ask them," the woman with Jennifer on her suit, rolled her eyes and I see my Bonded smirking weakly out the corner of my eye, "Who the hell are you?"

"Well, I'm the Doctor" I introduce holding up a hand, eyeing the lances carefully, "This beautiful creature is Serena," she put her up hand up waving , "And this is Amy and Rory and it's all very nice, isn't it?"

"Hold up," I now see Amy frowning in confusion, looking to the harnesses and the two men stood before us, noticing how alike they look, "You're all...what are you all, like, identical twins?"

"This is an Alpha-grade industrial facility," a older woman announced, as she walked into the room from the doorway behind us, a young man followed along side her, both wearing brown metal, acid protection suits, "Unless you work for the military or for Morpeth Jetson, you are in big trouble."

"Actually, you're in big trouble," I held up my psychic to her.

"Meteorological department," the woman snatches it out of my hand,"since when?"

"Since you were hit by a solar wave," Serena informed her, stepping next to me.

"Which we survived."

"Just, by the look of it," she took a quick glance around.

"And there's a bigger one on the way," I warned them seriously.

"Which we'll also survive," the woman rolled her eyes at me and turned to the young man next to her, "Dicken, scan for bugs."

"Backs against the wall," I narrowed my eyes as he looked at me, hands balling up into fists as I stand in front of Serena, "Now."

Her hand comes to rest on my shoulder, squeezing it, "Just let them get on with what they need to do."

I sighed in defeat and turned, with Amy and Rory my Bonded pleaded with her eyes, "You're not a monastery," I spoke as were pushed up against the wall. They had managed to find Serena's gun in the back of her jeans, that had been hidden well out of view until now, "You're a factory. 22nd-century, army-owned factory."

"You're army?" Amy's jaw dropped opened slightly as Dickens continued his search on us.

"No, love," the older woman corrected her with a shake of her head, "We're contractors and you're trespassers."

"It's okay, boss," Dicken finished scanning us.

"All right, weatherman, your I.D. checks out," the woman looked over at me handing back my psychic paper, "If there's another solar storm, what are you going to do about it, hand out sunblock?"

I gave off a fake, but rather tense laugh, "Ha ha ha ha. I need to see your critical systems."

"Which one?"

"You know which one," dropping my voice with a grin which dropped, as I saw Rena roll her eyes disbelievingly, she used to like that...especially when I went all 'tall, dark and mysterious hero.

-Doctor Who-

The captain of the facility, Cleaves lead me into another room in the monastery where a vat stood on a raised platform all way in the back, a window behind it. There was a open tub of sorts the size of a person laying just before it on the ground, a pipe connected from that to the vat where the liquid was heard bubbling away the closer I got. I walked slowly towards the vat, eyeing the white liquid inside staring intently at it.

"And there you are," I muttered under my breath, with a satisfied nod. Whilst Serena, Amy and Rory walked in with the rest of the crew.

Standing beside Rory, I could sense she was getting more and more curious by the second about my fascination for this liquid. She could try reading my thoughts on the real reason for being here. But her mind wasn't strong enough to penetrate my walls anymore.

"Meet the government's worst-kept secret," Cleaves stated to us, "The flesh. It's fully programmable matter. In fact, it's even learning to replicate itself at the cellular level."

"Really?" Rena looked over to woman not so sure.

"Right, brilliant," Amy nodded along at first before shaking her head after hearing my Bonded, "Now I'm lost."

"Yeah so am I," Rory followed in agreement.

The captain rolled her eyes before continuing, "Okay. Once a reading's been taken, we can manipulate its molecular structure into anything, replicate a living organism, down to the hairs on its chinny-chin-chin. Even clothes, and everything's identical — eyes, voice."

"Mind, soul?" I added with a guess, casting brief glances at Amy and Serena. That the flesh had got them both so perfectly accurate down to the fine freckles across Serena's nose.

"Don't be fooled," Cleaves gave a snort, "Doctor. It acts like life, but it still needs to be controlled by us from those harnesses you saw."

"Wait, whoa-oa-oa, hold it," Rory frowned at her, "So... You're flesh now?"

"I'm lying in a harness back in that chamber," she nodded to the direction we came, "We all are, except Jennifer, here. Don't be scared. This thing? Just like operating a forklift truck."

"You said it could grow," I countered, leaning on the vat, "Only living things grow."

"Moss grows. It's no more than that. This acid is so dangerous, we were losing a worker every week. So now, we mine the acid, using these doppelgangers, or 'gangers.' If these bodies get burnt or fall in the acid..."

"Then who the hell cares?" the young male Ganger Buzz smirked, "Right, Jen?"

"Well," I saw the young woman shift uncomfortably, "The nerve endings automatically cut off, like airbags being discharged, except we wake up and get a new ganger."

"It's weird," the old Ganger named Jimmy admitted, "But you get used to it."

"Jennifer, I want you in your ganger. Get back to the harness," the ganger Cleaves ordered.

Soon as Jennifer had left, I whipped out my sonic screwdriver and began scanning the Flesh inside the vat, "Hang on," I heard Ganger Buzz call approaching, as the liquid bubbles before me, "What's he up to? What are you up to, pal?"

I started to struggle with my arm, as its pulled back, "Stop it. Ahh!" But managed to yank it back, "Strange. It was like, for a moment there, it was scanning me."

"Doctor..." Ganger Cleaves called to me in warning.

"Ahh!" I cried out as my hand shook, struggling much worse than before...but I just couldn't seem to pull away, the Flesh had a hold on me.

"Get back, Doctor. Leave it alone!"

"Doctor!"

"Ahh! Ah! Ah! Gah!" Serena came jogging over helping to pull my hand back. I gasped, looking at her, stunned by her beauty as I caught my breath, "I understand," in a moment of weakness I gave her a small yet sad smile, brushing a strand of hair away from her face wishing in that moment I could tell her the truth.

"Doctor, are you all right?" Amy asked with concern.

"Incredible," I responded clearing my throat with a shake of my head, as I let go of Serena quickly on which I didn't see the puzzeled look on her face,"You have no idea. No idea. I mean, I felt it in my mind. I reached out to it and it, to me."

What I didn't realise is that Serena was going to figure out the truth sooner than expected. As I felt her distrusting eyes boring into me more and more.