Hey guys! It's been a while, but I haven't given up on this story lol. I wrote an extra long chapter to make up for the time I've been away and I'm really excited about this one, so I hope you enjoy it!

Replies to Comments:

Pastel-Potatoes: Yeah, I guess we will have to see! And, yes, the Doctor and River care about Audrey a lot, something she's not exactly used to. Usually, she's the protective one who is looking out for everyone else but the Doctor and River are the two people that insist upon taking care of her. It's a new feeling to Audrey and definitely something that's going to take some getting used to for her.

Fakira: Thank you for understanding! I'm glad you liked seeing a new side of Audrey too. Being in this new universe pulls out lots of sides of Audrey that she doesn't even know are there and they often take her by surprise. I think I'd break down too if this happened to me lol. The Weeping Angels are terrifying!

RiversCurls: Ah, yes, hi, in the words of our lord and savior River Song, 'You embarrass me!' But I love you too, nerd.


With a resounding smack, Audrey's skull collided with a solid surface. The impact of it rattled her brain, making it hard to think of anything other than the pain. Moments later, as the fog began to clear, the first thing she noticed was that she could no longer feel the presence of the Doctor by her side. Logic told her that they had been separated when they jumped and that there was no need to worry, but it was easier to give in to fear when it screamed so much louder than anything else.

Her heartbeat thumped erratically in her chest as her eyes scanned her surroundings for sight of the Doctor. It must've been clear to the Doctor what Audrey was thinking because, in a matter of seconds, he was by her side.

"I'm here," the Doctor reassured Audrey, pulling her up by the arm. How he had managed to stay upright when they jumped was a mystery to her, but he seemed steady enough on his feet, which gave her the opportunity to lean against him for comfort. The Doctor let her take all the comfort that she needed. His underlying concern for her was expressed through the way his thumb rubbed soothing circles into the back of her hand. Each repetition seemed to be asking a new sentiment, 'Are you okay?' and 'I'm here for you' being the most common.

Like Audrey, everyone else was disoriented when they sat up. It seemed that the Doctor had been the only one to remain standing, perhaps because he was the only one who knew where they were going to end up. The rest of the group was sprawled out along the metal floor in varying states of confusion.

"Up. Look up," The Doctor urged them all as a means of explanation.

"Are you okay?" River asked Amy and Audrey. Both of the younger women nodded.

"What happened?" Audrey questioned. She was only voicing the question that was on everyone else's minds. Well, maybe not the Doctor and River, but surely the rest of them.

"We jumped," River answered.

"Jumped where?" Amy asked.

"Up. Up. Look up," The Doctor repeated. Still, his tone was filled with a sense of urgency that reminded them all that they were not yet in the clear.

"Where are we?" Amy wondered.

"Exactly where we were," River replied.

"No, we're not," Amy retorted. She was squinting against the flickering lights as she tried to get a grip on their surroundings. The clerics were behaving similiarly, each of them trying to assess the area for any danger that might be present, but still not fully aware of where exactly they were.

"Move your feet," The Doctor directed. Underneath them was a dark gray circle in the hull of the ship. The Doctor bent down to use his sonic against it, the green light bouncing off the metal.

"Doctor, what am I looking at? Explain," Amy demanded.

The Doctor huffed, "Oh, come on, Amy, think. The ship crashed with the power still on, yeah? So, what else is still on?"

One by one, pairs of eyes drifted upwards to take in the scene above them. On what seemed like the ceiling, there were hundreds of Weeping Angels hanging upside down. It took a moment for Audrey's eyes and perspective to adjust. Then, she realized that they were the ones who were upside down. Their feet were clinging to the bottom of the Byzantium and they were hanging over the space they had been standing previously.

"The artificial gravity. One good jump, and up we fell. Shot out the grav globe to give us an updraft, and here we are."

"That was pretty impressive," Audrey commented as she looked to the Doctor, "Nice work."

The smile she got in return was the same one he always gave her in situations like these. Whenever she praised him for his quick thinking, his eyes filled with pride. Except, whether he was proud of the idea itself or the fact that he had managed to impress Audrey, she would never know.

"Doctor," Octavian said, pulling the Doctor's attention, "The statues. They look more like Angels now."

He was right. Now, their enemy looked much more like their savior, the Angel from the Byzantium, had looked on the security footage. Some of them even had their wings outstretched, their feet lifted just a few inches off the ground. Evidently, the distance they had put between them and the Angels wasn't going to keep them safe for long.

"They're feeding on the radiation from the wreckage, draining all the power from the ship, restoring themselves. Within the hour, they'll be an army," The Doctor explained.

The circular hatch that he had been sonicking suddenly opened. Each member of the group leaned forward to see the inside of the ship that had been revealed. It opened to a simple looking corridor that was turned on it's side.

Next to Audrey, a light exploded and made her jump.

"They're taking out the lights. Look at them. Look at the Angels," The Doctor urged, trying to get them all to look away from what he was doing. He sat on the edge of the hatch. "Into the ship, now. Quickly, all of you."

"We'll fall straight down," Audrey pointed out. It was at least a twenty foot drop to the end of the corridor and it was too narrow for all of them to fit in side by side.

The Doctor didn't answer her question, instead he slid down the hatch, ignoring their protests. When he landed on his feet, he was standing sideways from their point of view. At their amazed looks, he rolled his eyes.

"It's just a corridor. The gravity orientates to the floor. Now, in here, all of you. Don't take your eyes off the Angels. Move, move, move."

River ushered Audrey to the front of the group, forcing her to enter the ship first. The Doctor held a hand out for her to grab, which she gratefully took, and then pulled her down by his side. This time, she did manage to stay on her feet without so much as stumbling for balance. The Doctor planted a quick kiss to her temple before he was hurrying over to a panel on the side of the wall. He began working on sonicking the panel as the others climbed through the hatch.

"The Angels. Presumably they can jump too?" Octavian said when he came to stand by the Doctor. The answer to his question seemed obvious, so the Doctor didn't answer. In an attempt to buy them more time, the Doctor waited until everyone was through the hatch and then sonicked it shut.

"They're here, now. In the dark, we're finished," The Doctor said.

This had been the Angels' plan all along and they were falling right into it. It didn't matter where they ran or how safe they thought they were, the Angels could catch up to them. And, once they had taken out all the lights, they'd be nearly defenseless.

Further down the corridor, a bulkhead that sectioned off their portion of the hallway from the next began to close. All of them whirled around at the loud noise, their eyes going wide when they realized their only path of escape was about to be closed off.

"Run!" The Doctor shouted as the group dashed towards the bulkhead. It closed a moment before they reached it, causing the Doctor to slam his hands against the metal in frustration.

"This whole place is a death trap," Octavian muttered.

"No, it's a time bomb. Well, it's a death trap and a time bomb. And now it's a dead end. Nobody panic," The Doctor advised.

The Angels were outside the hatch now, Audrey could tell from the banging sounds they made against the metal. Each pair of eyes in the hall turned towards the hatch, ready for the moment the Angels burst through and needed to be kept in place with their stares. Audrey knew that the Doctor, who was usually quite bad at reading social situations and emotions, could see the tension in everyone. She wondered if it was because he knew how frightened she was and perhaps that made him pay more attention to the emotions of everyone else.

"Oh, just me then. What's through here?" The Doctor asked River as he tapped the bulkhead behind him.

River didn't turn around to look at him when she answered, "Secondary flight deck."

"Okay, so we've basically run up the inside of a chimney, yeah? So, what if the gravity fails?" Amy questioned.

"I've thought about that," The Doctor replied.

"And?" Audrey prompted.

"And we'll plunge to our deaths. See? I've thought about it," The Doctor responded lightly, trying to keep them calm with his badly timed humor.

Admittedly, Audrey hadn't even thought about that. Weeping Angels were currently the only thing on her mind. Fear was getting the best of her, she could feel it, and she knew that if she wasn't thinking clearly, she was of no help to anyone there. Swallowing back her emotions, she tried to focus on the situation and what it would take for them to escape. Her eyes scanned the walls of the hallway, finally landing on a control panel in the wall. Audrey pried it open and scanned the contents with her sonic screwdriver. River was standing next to her, working on another section of the panel.

"The security protocols are still live. There's no way to override them. It's impossible."

Audrey smirked knowingly at the Doctor, "How impossible?"

"For you? Two minutes," The Doctor said, bopping her on the nose teasingly. Audrey pushed him away, trying to hide the smile that broke out on her face.

"Just do your genius-plan thing."

At that moment, the hatch they had crawled through opened to reveal a stone arm reaching towards them. The light flickered ominously overhead, a silent warning that the Angels were close. The clerics stood ready, their guns aimed at the hatch, as they warned the Doctor of the Angels' presence. Suddenly, the lights went out completely. The only source of light was the purple and green glows coming from the Doctor and Audrey's sonic screwdrivers.

"Doctor? Lights," Amy urged.

River connected two wires inside the panel and the lights came back on. Looming at the entrance of the hatch was an Angel, it's full face visible to them. It was snarling at them with sharp teeth and outstretched claws. Again, the lights went off and they were submerged in darkness. This time it didn't work when River tried to turn on the lights. They came on by themselves a second later, but it had been enough time for four Angels to enter the hallway and seal the hatch behind them.

"Clerics, keep watching them," Octavian commanded.

"And don't look at their eyes. Anywhere else. Not the eyes," The Doctor warned. "I've isolated the lighting grid. They can't drain the power now."

A collective sigh was released when they realized they had gained some semblance of an advantage over the Angels. As long as there were lights, they could keep the Angels in place.

"Good work, Doctor," Octavian praised.

"Yes. Good, good, good," The Doctor said nervously, "Good in many ways. Good you like it so far."

Amy quirked an eyebrow, "So far?"

"I feel bad news coming," Audrey mumbled as she pushed a few wires out of the way with one hand and used her sonic with the other.

"Well, there's only one way to open this door. I guess I'll need to route all the power in this section through the door control."

Octavian was quick to support the Doctor's plan, urging him to do it quickly so that they could get through. It hadn't sunken in yet what the meaning behind the Doctor's words were. Audrey, however, froze in place and turned to look at the Doctor.

"Wait, Doctor. All the power?" Audrey asked. The Doctor bit his lip and nodded, giving Audrey the answer she needed. "Including the lights. Right…"

"How long for?" Octavian asked.

"Fraction of a second. Maybe longer. Maybe quite a bit longer."

"Maybe?"

"I'm guessing," The Doctor snapped in frustration, "We're being attacked by statues in a crashed ship. There isn't a manual for this."

"Doctor, we lost the torches," Amy pointed out, "We'll be in complete darkness."

"There's not another way," Audrey spoke up, "The Doctor's right. Unless you want to stay here staring at them until your eyeballs fall out, we have to take our chances in the dark."

"Doctor Song, I've lost good clerics today. You trust these two?" Octavian asked.

River didn't hesitate for a single moment, "I absolutely trust them."

"They're not some kind of madman and madwoman, then?"

"I absolutely trust them."

Maybe it was the combination of adrenaline and fear brewing in her stomach or the serious expression on River's face, but Audrey couldn't help but laugh at her response.

Octavian waited until the Doctor and Audrey had each gone back to working on their separate panels. He leaned in close to River's ear so that the others couldn't hear what he said.

"I'm taking your word, because you're the only one who can manage these people. But that only works so long as neither of them know who you are. You cost me any more men, and I might just tell them. Understood?"

Octavian knew he had hit River's weak spot when her face completely drained of color. The way she gritted her teeth and fixed her narrowed eyes on the wall behind him… he knew she wanted to speak her mind. She wasn't one to back down from a fight or let people walk all over her. Yet, when her eyes drifted towards the Doctor and Audrey, it changed. She and Octavian watched as the pair call out suggestions to each other over their shoulders and give each other advice on what they working on. Something in River's eyes changed. Both of them knew she cared more about them not hating her than she did anything else.

"Understood," River bit out as she returned to working on the panel with Audrey.

"Ok, Doctor. We've got your back," Octavian assured him.

"Bless you, Bishop."

"Combat distance, ten feet. As soon as the lights go down, continuous fire. Full spread over the hostiles. Do not stop firing while the lights are out. Shot gun protocol. We don't have bullets to waste."

"Amy, when the lights go down, the wheel should release. Spin it clockwise four turns," The Doctor instructed. The redheaded woman nodded diligently, attaching her hands to the wheel in preparation.

"Ten," Amy responded.

"No, four. He said four," Audrey corrected as she glanced back at Amy.

Amy eyed her oddly, "Yeah, four. I heard him."

"Ready!" The Doctor announced.

Octavian gave them a countdown. Tensely, everyone prepared to do the job that had been set out for them. The Doctor had his sonic aimed at the control panel, ready to redirect the power, while Audrey took a similar stance at her panel with River by her side. Amy had her hands poised on the wheel. Between them and the Angels stood the Clerics, each of them aiming their weapons forward.

When the countdown ended, there was a loud humming sound and then silence. The lights cut out shortly after that. Then, the hallway erupted in the deafening sound of bullets richocheting off of metal. Perhaps if the Angels weren't such an immediate threat, Audrey would have been worried about the wayward bullets, but as it stood now, they were the least of her problems.

"Turn!" The Doctor yelled at Amy.

"Doctor, it's opening. It's working!" Amy responded. Finally, the bulkhead opened just wide enough for them to fit through.

"Fall back!" The Doctor shouted.

River was the first one through the bulkhead, pulling Audrey and Amy in after her. Next, Octavian and his clerics backed up quickly to join them. The Doctor waited until everyone else had been ushered through before he followed after. He was just in time as well because as soon as he had slipped through, the bulkhead slammed shut.

Another identical corridor was what they ended up in. Audrey hurried to the end of it where another control panel was mounted on the wall. She wasted no time ripping it open and sonicking the inside of it. By the time that the rest of the group had reached her, she had already managed to get the next bulkhead open. Through the crack they could see the secondary flight deck.

"Get through here, hurry," Audrey commanded.

She received no complaints from the others until it came to the Doctor. He was bringing up the rear of the group once again, but he hesitated to go through the door without making sure Audrey was safe first. The brunette rolled her eyes at him, using her spare hand to shove insistently at his shoulder.

"Go, Doctor! I'm right behind you."

At last, he gave in and ducked through the opening. He called out to Audrey, letting her know that everyone had made it safely to the other side and that she could cross over now. Counting down from three in her head, Audrey moved away from the panel, grabbed onto the Doctor's hand that he had stuck through the bulkhead, and maneuvered her way to the other side.

The moment the Doctor knew Audrey was in the clear, he got back to work. The secondary flight deck was a mess of broken controls and wires strewn about on the floor. It didn't seem like the place was in fit enough shape to be of any use to them, but somehow it made sense in the Doctor's mind. Instantly, he was at the control panel, pulling wires and sonicking bits of metal.

"Doctor!" Amy exclaimed when she saw that the wheels on the bulkheads were turning without anyone touching them. Octavian was quick to move as he slapped a small, circular object above the wheel, "What are you doing?"

"Magnetized the door. Nothing could turn that wheel now," Octavian said with too much smugness for someone who had just witnessed an army of Weeping Angels raise themselves from nothing more than debris in a temple.

Audrey quirked an eyebrow at him, "Oh, yeah?"

As if on cue, the wheel behind Octavian started to turn one again. Granted, it was much slower this time around, but there was no doubting the fact that the Angels were far from contained behind one bulkhead.

"Dear God," Octavian breathed.

"Ah, now you're getting it. You've bought us time though. That's good. I am good with time," The Doctor declared as he sifted through materials at the controls. He threw away some pieces that weren't of any use, while arranging the things that were.

"Should be, considering you're a Time Lord and all."

"Doctor," Amy warned.

Across the room, another bulkhead wheel had started to turn. The Doctor quickly called out instructions for all the doors to be sealed and the Clerics hurried to comply. Now, they were sealing doors on all sides.

"We're surrounded," River pointed out as the clerics rushed to seal one exit after the other. Sure, it was good for keeping the Angels out, but they had just as effectively sealed themselves in.

"Doctor, how long have we got?" Octavian asked.

"Five minutes, max," The Doctor answered honestly.

"Nine," Amy commented.

"Five," The Doctor repeated.

"Five. Right. Yeah."

"Why'd you say nine?"

"I didn't?"

The Doctor and Audrey shared a concerned look behind Amy's back. It hadn't slipped past them that Amy was counting, but they had both brushed it off as her mishearing the numbers each time. Now, however, it was beginning to sound a lot like she was counting down. That paired with the fact that they knew looking into the eyes of the Angel had had effects on her mind, wasn't a comforting thought.

"We need another way out of here," River said.

"There isn't one," Octavian replied. His resigned tone suggested that he had already given up on escaping this situation. Except, even if he might have given up, the Doctor and Audrey weren't as easily defeated.

"There's always a way out. We've just got to find it," Audrey said again. It was a mantra. Half of getting out of situations like these was believing you had the ability to. She had always thought that the key to the Doctor's success was 25 percent intelligence and 75 percent over confidence.

"Right!" The Doctor agreed, clicking his fingers in her direction, "Yeah, there is. Course there is. This is a galaxy class ship. Goes for years between planet falls. So, what do they need?"

Realization dawned upon River, making her smile slightly from relief, "Of course."

"Of course, what?" Amy questioned. "What do they need?"

"Can we get in there?" Octavian asked. It seemed that he had come to the same conclusion that they had.

"Well, it's a sealed unit, but they must have installed it somehow," The Doctor theorized while he pressed his hands against the wall in front of the controls, "This whole wall should slide up…there's clamps! Release the clamps."

The Doctor pointed at large clamps along the bottom edge of the wall. Octavian and the clerics cleared away the objects that were in the way while Audrey and the Doctor sonicked a clamp on each side of the wall.

"What's through there? What do they need?" Amy wondered.

Audrey grinned, "They need to breathe."

Slowly, the entire wall slid up to reveal an incredible sight to them. A dark forest stretched out in front of them, seeming so natural that it was surreal to think the whole thing was contained within a spaceship. Clusters of moss-covered trees fanned out from the secondary flight deck, their limbs curling so far into the air that you couldn't even see the ends of them. Fog swirled around the ground and cut paths through the trees like wandering ghosts. In the distance, Audrey could hear crickets.

Amy was gaping in amazement, "But that's… that's a…"

"It's an oxygen factory," River supplied.

"It's a forest," Amy said.

"Yeah, it's a forest. It's an oxygen factory."

"Yeah, but 'oxygen factory' doesn't sound as cool as 'spaceship forest'," Audrey pointed out to River with a grin.

"Fine, it's a spaceship forest," River conceded. She rolled her eyes, but there was a degree of fondness held in the smile that her lips formed. It was an odd combination, sure, yet Audrey felt as if the look in her eyes was familiar. That combination of faux exasperation, but pure adoration, she knew it from somewhere else; she just couldn't pin point where.

"And, if we're lucky, an escape route," The Doctor spoke up, drawing them all back to the situation at hand.

"Eight," Amy breathed out with an amazed laugh.

River's head snapped towards the redhead, "What did you say?"

"Nothing."

"Is there another exit? Scan the architecture, we don't have time to get lost in there," The Doctor directed.

"Already got it," Audrey spoke up. The Doctor looked towards her in surprise and she held up her sonic, "Downloaded the whole layout from the ship's database when we were back in the corridor. Figured it would come in handy."

The Doctor gave her a wide grin as he shot finger guns at her, "Ah, my brilliant girl."

"I'm not just a pretty face, Bowtie," Audrey replied.

She turned away from him then, motioning for each of the clerics to give her their devices. Once she had them in her hand, she used her sonic to send them a copy of the layout one by one and then returned them to their owners. River handed hers over as well, thanking Audrey after she received her copy.

"Stay where you are until I've checked the Rad levels," Octavian advised as he went out ahead of them and began scanning his surroundings.

Like usual, the Doctor didn't listen and headed out into the forest, excited to teach them more about the 'oxygen factory'. When Amy expressed her disbelief for there being trees on a spaceship, the Doctor walked over to the tree closest to them and pulled a chunk of bark away from the base. Inside, there was a mess of glowing wires that flashed at them.

"Oh, more than trees. Way better than trees. You're going to love this. Treeborgs. Trees plus technology. Branches become cables become sensors on the hull. A forest sucking in starlight, breathing out air. It even rains. There's a whole mini-climate. This vault is an ecopod running right through the heart of the ship. A forest in a bottle on a space ship in a maze."

He stopped in the middle of his tangent to take in the amazed looks on all of their faces. Amy had that look that she always does, the one where she can't quite believe she's really seeing something so out of this world when her live seemed so normal before. The clerics and River were both more accoustemed to these things, but they still seemed so enraptured in hearing him explain it, it became new to them all over again.

And then, there was Audrey. He loved impressing her the most. Whenever he went on rants like these, he always found himself looking over to gauge her reaction before anything else, and she always had the same look in her eyes. It didn't matter what he was talking about or what the situation was, she was always so ready to hear it. She wanted to understand everything, partly out of a thirst for knowledge, but also because she loved understanding the things he was passionate about. Asking questions and seeing his eyes light up because he could give her all the answer, was her favorite thing. The Doctor knew she'd be embarrassed if she knew he knew about it, so he never mentioned it. Still, it made his heart skip a beat every time.

"Treeborgs," Audrey laughed. Without heeding Octavian's warning, she walked out into the forest to stand at the Doctor's side. Carefully, she prodded one of the tree's wires with her pointer finger, "This is awesome."

The Doctor smiled, wrapped an arm around her shoulders, and then turned to the rest of the group, "Have we impressed you yet, Amy Pond?"

"Seven," Amy replied.

"Seven?" The Doctor asked, moving back into the ship to look at Amy in concern. At his suddenly close proximity, Amy shifted backwards with a confused look on her face.

"Sorry, what?"

"You said seven."

"No, I didn't."

"Yes, you did," Audrey spoke up from behind the Doctor. Amy looked over the Doctor's shoulder and locked eyes with Audrey. The younger woman's fear was starting to show on her face, just like it had back when she thought her hand was stone, and Audrey's concern was only growing.

"On the maps Audrey sent us, it shows an exit. The far end of the ship, into the Primary Flight Deck," Octavian cut in.

The Doctor nodded, giving the Bishop the go-ahead to plot a path for them, but never once did his eyes leave Amy. Audrey rested her hand on her arm in silent comfort. Their worried behavior was causing the seed of fear in Amy's chest to blossom.

"Doctor? Excuse me? Hello, Doctor? Angel Bob here, sir," A crackly voice spoke up from the walkie-talkie.

Quickly, the Doctor pulled the walkie-talkie out of his coat and sat down in the chair at the controls. His free hand grabbed Audrey's, lacing their fingers together as he pressed a kiss to the back of it. Audrey wanted to shy away from the display of affection, but couldn't deny that she found comfort in it, especially when even the sound of Angel Bob's voice was enough to put her on edge.

"Ah. There you are, Angel Bob. How's life?" The Doctor asked, before biting his lip, "Sorry, bad subject."

"The Angels are wondering what you hope to achieve," Angel Bob responded.

"Achieve? We're not achieving anything. We're just hanging. It's nice in here. Consoles, comfy chairs, a forest. How's things with you?"

"The Angels are feasting, sir. Soon we will be able to absorb enough power to consume this vessel, this world, and all the stars and worlds beyond."

"Well, we've got comfy chairs. Did I mention?" In rather Doctor-like fashion, he tried to seem cool and collected, like Angel Bob's ominous reply didn't affect him in the slightest.

"We've no need of comfy chairs," Angel Bob said.

The Doctor smirked, "I made him say comfy chairs."

Amy giggled, "Six."

All facades were washed away. The Doctor leapt out of his chair, holding the walkie-talkie in a crushing grip as he spoke quickly and deliberately.

"Okay, Bob, enough chat. Here's what I want to know. What have you done to Amy?" The Doctor demanded. At the sound of her name, Amy perked up and looked towards the Doctor with alarmed eyes.

"There's something in her eye," Bob answered.

"What's in her eye?" Audrey asked suspiciously.

"We are," Bob said. If Audrey didn't know better, she would say there was a hint of satisfaction in his tone. Playing games with them seemed to be like a sport to the Angels and they already knew how to press all of the Doctor's buttons. Just as they had known about his guilt towards Bob's death, they knew another big weakness of his was his friends.

"What's he talking about? Doctor, I'm five!" Amy exclaimed. A beat of silence was shared between River, the Doctor, and Audrey, before Amy realized her mistake, "I mean, five. Fine! I'm fine."

"You're counting," River pointed out.

"Counting?" Amy repeated.

"You're counting down from ten. You have been for a couple of minutes," The Doctor explained to Amy. Amy looked between him and Audrey, trying to guess from their facial expressions how worried she should be, but they both were wearing blank masks.

"Why?" Amy asked, her voice shaking.

"I don't know, but whatever it is, it can't be good," Audrey said as she clenched her jaw, just a sliver of anger showing through on her face. She reached out to take the walkie-talkie from the Doctor and when she held it up, Amy could see that her hands were shaking, "Oi! Angel Boy. Come back here, I'm not done with you."

There was no answer on the other end, but Audrey kept going anyways.

"What are you hoping to achieve, hm? With Amy. I'm only going to ask once, you'll find that I can be a very unpleasant person when I have to repeat myself," Audrey muttered lowly into the walkie talkie. In an instant, Angel Bob's voice was replying on the other line.

"We shall take her. We shall take all of you. We shall have dominion over all time and space."

"Yeah, bit of a problem with that, really. I mean, by all means, you can try, but I'm just warning you, there's two people standing in your way of 'dominion', and you've managed to piss them both off. So, basically…"

"Get a life, Bob!" The Doctor finished for Audrey, grinning over at her, "Oops, sorry again. There's power on this ship, but nowhere near that much."

"With respect, sir, there's more power on this ship than you yet understand."

A terrible screeching noise erupted from all sides. It was so loud that it drowned out everything else and echoed against the metal walls. Everyone winced, hurrying to cover their ears.

"What is that?" River exclaimed. "Dear God, what is it?"

"It's hard to put it in your terms, Doctor Song, but as best I understand it, the Angels are laughing."

"Laughing?" The Doctor asked incredulously.

What got to Audrey wasn't the sound itself, or even the implications that the Angels were near enough for them to hear it, it was the reasoning. Audrey wasn't an expert on Weeping Angels or aliens in general, but were they similar enough to humans that laughing was their form of expressing amusement? Were they so confident in their own success that they were amused by the group's attempts at survival? Or were the Angels laughing intentionally to drive fear into the hearts of every single one of them?

"Because you haven't noticed yet, sir. The Doctor and the Guardian in the TARDIS haven't noticed," Angel Bob mocked.

"Doctor," Octavian cut in. Angel Bob's words had served to remind them of the severity of the situation and how quickly they should be working to get out of it. The Doctor, however, seemed distracted from that goal.

"No. Wait. There's something I've missed…" The Doctor trailed off. As if sensing something behind him, he turned.

Everyone's eyes followed his movements, trailing up the wall, until they landed on a crack in the metal that glowed with an overpoweringly bright light. More than just light was radiating from this crack, there was a strange energy that exuding from it as well. Audrey could feel it sinking into her bones and it made her feel uneasy.

Without understanding how she knew, Audrey was aware of exactly what the crack was. It was the crack in time that Rosanna and the Doctor had spoken of. It was a wound and a parasite all at the same time, a tear that should never have occurred, but it was also eating away at the body of time that remained. Everything about it was wrong.

"That's- that's- that's like the crack from my bedroom wall from when I was a little girl," Amy exclaimed as she and the Doctor moved closer to it. Audrey remained rooted in her spot, staring at the crack in a calculating manner.

"Okay, enough. We're moving out," Octavian declared.

"Agreed. Doctor?" River called out, trying to bring his attention back to the situation at hand. The Doctor was hardly paying any mind to their attempts, only waving them off as he climbed on a storage container and began sonicking the crack.

"What are you doing?" River asked in worry.

"Right with you," The Doctor muttered. Despite his fascination with the crack, he was urging them to move into the forest with Octavian and the clerics.

Audrey stepped closer to him, but even she didn't garner a reaction, "We're not leaving you behind."

"Oh, yes, you are," The Doctor disagreed, "Bishop?"

Octavian, who was already heading into the forest, whirled around to look back at them. When he saw that the three women were still standing with the Doctor, he called out to them. Amy hesitated for a moment before going after the man, but Audrey ignored him completely. The Doctor noticed this and gave River a look that passed along a silent message. Before Audrey knew it, a strong hand had been wrapped around her upper arm and she was being dragged in the direction of the forest.

Audrey looked over at River, "Oh, great! So, now you two are ganging up on me."

"Come on!" River snapped. The older woman didn't have the patience for Audrey's arguing, but they both knew who the stronger one was. If Audrey had wanted to, she could have been free from River's grasp in a moment. The expression River wore said that she knew that and that she was hoping Audrey would follow along anyways.

Sparing the Doctor one last look, Audrey figured that he was perfectly fine on his own. That could've been her fear of the Angels, though, because they all knew that, regardless of whether or not she knew the Doctor was capable of handling himself, Audrey always wanted to have his back in anyways.

They stopped running once they were out of sight of the secondary flight deck. The clerics brought up the front and end of the group, with Audrey, Amy, River, and Octavian being circled in the middle. As they moved silently through the forest, Amy's breathing became shallow and she staggered forward.

"Amy," River said, trying to get the girl's attention, but her glazed over eyes didn't raise to meet hers.

"Amy, are you alright?" Audrey asked as she put a hand on her friend's arm.

"Four," Amy whispered.

Suddenly, her legs gave out from under her. If it wasn't for Audrey's grip on her, she would have fallen to the ground. Audrey tried to set her down on a tree stump nearby with care. The moment she was down, she leaned weakly on her arms until she eventually lowered herself into the fetal position.

"Med scanner, now," River demanded.

One of the clerics rushed to their aid. He handed River a blood pressure cuff which she wrapped around Amy's arm instantly. Audrey crouched in front of the redhead, brushing her hair back from her eyes and trying to make sure she stayed awake.

"Doctor Song, we can't stay here. We've got to keep moving," Octavian reminded her.

"We're not going anywhere until the Doctor comes back," Audrey said. Her tone made it clear that there was no room for arguing, which the clerics and River picked up on. Octavian either didn't catch on or was just too arrogant to listen.

"Our mission is to make this wreckage safe and neutralize the Angels," Octavian muttered, "Until that is achieved-"

"Father Octavian," River started without looking up, "when the Doctor and Audrey are in the room, your one and only mission is to keep them alive long enough to get everyone else home. And trust me, it's not easy. I have no idea how they've managed to keep each other alive for this long."

To be fair, neither did Audrey. At this point in River's speech, however, the Doctor joined the group. He stayed standing behind River for a moment, locking eyes with Audrey over the blonde woman's shoulder. There was concern in his eyes for Amy, but also amusement for the fact that River was unaware of his presence. Audrey tried to hide her smirk.

"Now, if he's dead back there, I'll never forgive myself. And if he's alive, I'll never forgive him. And…Doctor, you're standing right behind me, aren't you?"

"Oh, yeah," The Doctor confirmed.

River glared, "I hate you."

"You don't," The Doctor disagreed, "Bishop, the Angels are in the forest."

"We need visual contact on every line of approach," Octavian commanded. The clerics all fanned out, widening their previous circle so that they were guarding the small clearing that the group had stopped in.

"Where'd your jacket go?" Audrey asked the Doctor.

"The Angels snatched it," The Doctor replied. He knelt down in front of Amy, meeting the worried gazes of both River and Audrey.

"How did you get past them?" River asked in disbelief.

"I found a crack in the wall and told them it was the end of the universe," The Doctor replied.

Amy stirred, "What was it?"

Before the Doctor could open his mouth, Audrey had answered, "It's more than the end of the universe. It's the end of everything, the end of time itself."

A shiver ran down Audrey's spine and the Doctor's eyes snapped to look at her. Audrey shook her head a bit to clear the fog that felt like it had settled over her brain.

"Er, sorry," Audrey said, "Don't know what all that was about. Don't listen to me."

The Doctor eyed her for a moment longer, then turned to Amy, "Let's have a look, then."

"So, what's wrong with me?" Amy asked.

"Nothing. You're fine," River reassured her as the Doctor picked up readings from the machine. His nose wrinkled a bit in confusion.

"Everything. You're dying," He said bluntly. River's eyes shot up to meet his as she chastised him, which earned her a roll of his eyes, "Yes, you're right. If we lie to her, she'll get all better. Right. Amy, Amy, Amy. What's the matter will Amelia? Something's in her eye. What does that mean? Does it mean anything?"

Amy tried to get the Doctor's attention, but he brushed her off. His thinking process often made him seem insensitive to the feelings of others, when it reality he was just trying not to be distracted from the matter at hand. Audrey knew the Doctor cared about Amy and whether or not she was frightened, but if he allowed himself to get caught up in worry, he wouldn't be able to think straight, meaning that Amy would suffer regardless. Audrey was prepared to be the complementary side to that, the warmth to his coldness, as she took Amy's hand in her own.

"You'll be all right, Amy. We're right here, we're going to fix it. He just needs a moment to think. Focus on me," Audrey encouraged the girl.

"What happened? She stared at the Angel. She looked into the eyes of an Angel for too long," The Doctor thought out loud.

"Sir! Angel incoming," One of the clerics announced.

Between the Doctor's words and the warnings coming from the clerics, Audrey could feel Amy's hand trembling. She tried to keep the girl's attention on her, not wanting her to panic in case it did something to worsen her condition, yet it proved to be harder than it seemed. While the Doctor couldn't afford to have his mind wandering to worries, Audrey couldn't help her mind wandering to solutions. She felt her thoughts whizzing about as fast as the Doctor's were, even though she was trying to be the one to comfort Amy.

"Come on, come on, come on. Wakey, wakey," The Doctor muttered as he hit the sides of his head, "She watched an Angel climb out of the screen. She stared at the Angel and, and-"

"The image of an Angel is an Angel," Audrey and Amy spoke at the same time. Audrey looked up at the Doctor, "Doctor, could there…could there be an Angel in her mind? A memory of an image that took form because she looked into the Angel's eyes?"

"A living mental image in a living human mind," The Doctor breathed in agreement, "But we stare at them to stop them getting closer. We don't even blink, and that is exactly what they want."

"Because if we're staring at them, we're vulnerable. That's when they can get inside our minds," Audrey finished for him as the Doctor nodded.

"Three," Amy said shakily, "Audrey, it's coming. I can feel it. I'm going to die."

"Please, just shut up. I'm thinking. Now, counting. What's that about?" The Doctor wondered. He brought the walkie-talkie back out, "Bob, why are they making her count?"

"TO make her afraid, sir," Bob replied shortly.

"Okay, but why? What for?"

"For fun, sir."

With a growl of anger, the Doctor hurled the walkie-talkie into the trees. It hit the ground nearby with a small thud.

"Doctor, what's happening to me? Explain," Amy requested.

"Inside your head, in the vision centers of your brain, there's an Angel. It's like there's a screen, a virtual screen inside your mind and the Angel is climbing out of it, and it's coming to shut you off," The Doctor explained.

"Then what do I do?"

"If it was a real screen, what would we do? We'd pull the plug. We'd kill the power. But we can't just knock her out, the Angel would just take over."

"Then what? Quickly," River insisted.

"We've got to shut down the vision centers of her brain. We've got to pull the plug. Starve the Angel," The Doctor continued.

"Doctor, she's got seconds," River said as the readings on her monitor began going dangerously low.

"How would you starve your lungs?"

"I'd stop breathing."

If they were going with the 'starving' metaphor, what was currently feeding the Angel? It was targeting the visual centers of Amy's brain, which was receiving its information from her eyes. Her eyes!

"Amy, close your eyes!" Audrey burst out.

"Yes!" The Doctor said, pointing at Audrey.

"No. No, I don't want to," Amy whimpered.

"Good, because that's not you, that's the Angel inside you. It's afraid. Do it. Close your eyes," The Doctor insisted.

Amy still seemed hesitant. Now that they knew the solution, how to stop Amy from being taken over by the Angel, Audrey wasn't going to let anything go wrong. She moved her hand over Amy's eyes, forcing the girl to shut them. She felt the muscles in Amy's face tense up underneath her palm, signaling that she was squeezing her eyes shut, so Audrey removed her hand.

"She's normalizing," River told them in relief. The scanner's results started going back to normal very slowly, and River looked between the Doctor and Audrey with pride, "Oh, you did it. You did it."

River helped Amy sit up, reminding her to keep her eyes closed the whole time. The clerics began shouting, informing them that the number of Angels was increasing, and they were once again surrounded on all sides. The Doctor looked over at Octavian.

"Still weak," River said, in reference to Amy's vital signs, "Dangerous to move her."

Amy's forehead creased in confusion, "So, can I open my eyes now?"

"Amy, listen to me. If you open your eyes now for more than a second, you will die," The Doctor said, "The Angel is still inside you. We haven't stopped it, we've just sort of paused it. You've used up your countdown. You cannot open your eyes."

"Doctor, we're too exposed here," Octavian told him, "We have to move on."

"We're too exposed everywhere," The Doctor pointed out, "And Amy can't move. And, anyway, that's not the plan."

Audrey raised a questioning eyebrow, "Oh, so, there's a plan now?"

"I don't know yet. I haven't finished talking. Right!" The Doctor clapped his hands together, "Father, you and your Clerics, you're going to stay here, look after Amy. If anything happens to her, I'll hold every single one of you personally responsible, twice. River, you, me, and Audrey, we're going to find the Primary Flight Deck which is…"

The Doctor looked over to Audrey, who was already in the process of using her sonic to pin point their location in relation to the map of the ship she had downloaded earlier. It let out a ding and Audrey pointed in the direction it indicated.

"A quarter of a mile that way," Audrey said. She knew the Doctor could have easily figured out the way himself, but she felt proud that she was able to feel useful.

"Brilliant," The Doctor commented before continuing, "And from there we're going to stabilize the wreckage, stop the Angels, and cure Amy."

"How?" River asked.

"I'll do a thing," The Doctor responded. Audrey felt the confidence in the plan shrivel a bit.

"A thing?" Audrey questioned.

The Doctor shook his head, "I don't know. It's a thing in progress. Respect the thing. Moving out!"

He clapped his hands together again and then began making his way to the tree line. Audrey caught his arm before he could get too far, making him turn around to look at her.

"Doctor, I think it's better if I stay," Audrey said.

The Doctor's eyes widened to a comically large size, "What? No, you can't."

"Amy's scared right now. I think it's better if I'm here so that she's at least got someone she knows and not a bunch of soldiers she doesn't."

"Audrey, this forest is filled with Angels," He reminded her. She could tell by his tone of voice that he wasn't trying to talk her out of it, even if he disliked the idea, he just wanted her to be fully aware of the dangers. Audrey was glad that he placed just as much faith in her as she did in him.

"Yeah, I've noticed. But that doesn't change my mind. Amy needs me," Audrey said determinedly and she was right, something both her and the Doctor knew. Someone that understood the weight of Amy's condition should be the ones guarding her, not the clerics, who should be focused on keeping the Angels at bay.

The Doctor kissed her lightly on the forehead, "Be careful, please."

Audrey swallowed back the fear she had in being on her own in a forest full of Angels. What she had told the Doctor was true, Amy needed her right now. She couldn't afford to be afraid any more.

"Doctor," Octavian interrupted, "I'm coming with you. My clerics will look after Miss Pond. These are my best men. They'd lay down their lives in her protection."

The Doctor shook his head, "I don't need you."

"I don't care," Octavian fired back, "Where Doctor Song goes, I go."

"What? You two engaged or something?"

"Yes, in a manner of speaking. Marco, you're in charge till I get back."

One of the clerics, Marco, replied affirmatively without leaving his post at the edge of the forest. Amy, who was still sitting on the tree stump, began to worry when she heard the sound of retreating footsteps.

"Doctor?" Amy called out, "Please, can't I come with you?"

"You'd slow us down, Miss Pond," Octavian pointed out, his voice growing distant as he walked further into the forest.

Amy scoffed, "Don't wanna sound selfish, but you'd really speed me up."

The Doctor sat down next to Amy. The girl felt his presence beside her and turned her head, even if she couldn't look at him.

"You'll be safer here, Audrey's staying with you. We can't protect you on the move. I'll be back for the both of you as soon as I can, I promise."

"You always say that," Amy muttered.

"I always come back," The Doctor told her with a. smile. He gave her shoulder a reassuring pat before addressing the rest of the group, "Good luck, everyone. Behave. Do not let that girl open her eyes. And keep watching the forest. Stop those Angels advancing. Girls, later. River, going to need your computer!"

"Yeah, later," Amy huffed.

"He'll be back," Audrey said to Amy as she took a seat on the ground by her feet. Amy tilted her head at the sound of Audrey's voice, her facial expression showed that she wasn't very convinced.

"Are you sure about that?" Amy asked.

Audrey hummed, "No, not really. The alternative is worrying about him, though, and if I let myself worry about the Doctor every time I wasn't sure he'd make it back okay, I'd send myself to an early grave."

"This is different, yeah? It's different from the other adventures."

"What makes you say that?"

"The Doctor's worried and you're scared. Those things only happen when it's really bad."

Audrey bit her lip, thankful that Amy couldn't see her face. She knew that the Doctor could read her easily and that he knew how afraid she had been this whole time. What she didn't know what that it was obvious enough for Amy to pick up on as well. She tried to think of a way to comfort the girl without directly lying to her.

"The Doctor…he worries more than he lets on. He wants everyone to think that he's got everything under control so that they trust him, so that they feel safe with him. And, you should. He'll figure out something in the end."

Amy shifted beside her, Audrey sensed that her concerns were eased, if only slightly, and neither of them said a word after that. They sat in silence, listening to the crickets that chirped somewhere in the trees, and the sounds of the clerics in the trees. After spending a minute like this, Audrey got up and dusted off her pants.

"I'll be right back, Amy. I'm just going to see if they need my help with anything," Audrey told her.

Evidently, the clerics didn't need her help. In fact, they insisted she stay with Amy so that she was protected from the Angels on all sides. Audrey wasn't one for following directions or acting as a damsel in distress so, naturally, she didn't listen to their requests.

Sitting around with Amy was only serving to make Audrey more anxious and she wasn't of use to anybody when she was a jittery mess. So, she walked away from the group. Out of sight, yet close enough to be heard if something went wrong. There weren't any angels that she could see, but she stayed alert.

It was easier to be on her own at times like this because she didn't have anyone to put up a front for. Since they had entered the catacombs, Audrey had to keep up the calm façade for the others' sakes. Granted, they were her friends and she knew they wouldn't think of her differently if he admitted her fears. Except, Audrey was too used to wearing a mask by now. It seemed impossible to take off at this point. Ans the Doctor was worrying about her enough as it is. It was better if she held it in long enough for them to focus on the important things, like getting everyone else out safely.

Fingers wrapped around her wrist, making her turn around quickly. Her fist swung towards the person behind her on instinct alone, yet it seemed that they had been prepared for that reaction and ducked out of the way just in time. When they straightened, Audrey came face to face with the Doctor.

"Don't do that, Idiot! You scared the mess out of me," Audrey scolded, hitting him on the should halfheartedly.

Strange as it may be, the Doctor always smiled when Audrey called him 'idiot'. Except for this time. His green eyes were swimming with deep emotions that Audrey didn't have a name for while his lips were pulled into an uncharacteristic frown.

"Doctor? Doctor, what's wrong?" Audrey asked worriedly.

The Doctor didn't answer her. His hands moved from her wrist, until one was resting on her hip and the other coming up to cup her face. Unintentionally, Audrey leaned into his touch as she tried to ask him what was wrong once more. With one shake of his head, he had effectively silenced her queries.

Fingertips brushed her sides with feather-light pressure. The way he held her exuded nothing but softness, which conflicted with the rest of his demeanor. His expression was strained and his hands shook, as if they were physically restraining themselves from gripping her skin with bruising force.

They drifted closer naturally. They were always gravitating towards each other, emotionally or mentally, yet this time their connection took a more physical form. Audrey knew where this was heading, she knew it was a bad idea, and she knew she didn't care. When their eyes met, an understanding passed between them, one that meant that they both were aware of the other's intentions and that, for their own reasons, this was what they needed. Both of their eyes drifted shut the moment their lips met.

Audrey could lie. She could say that she had never thought about kissing the Doctor, she could deny that she had ever entertained fleeting thoughts that were wildly inappropriate to hold for one's best friend. It would be pointless, however, because this kiss was nothing like she had expected anyways. Given the Doctor's sweet and affectionate demeanor, she assumed his kisses would be a reflection of that; maybe eager, but still soft and tender.

That wasn't the case. With this kiss, it was all rough edges and unspoken words. Regardless of the fact that she didn't have romantic feelings for him, Audrey knew that the situation they were in caused so much emotional tension to build between the two of them and it all came pouring through in this kiss.

Both of them were such stubborn people. They built walls and put on fronts for the sake of other people, which meant that they were always on the wrong page. Except for right here, right now. She felt like she could read him easier, could understand him easier. One kiss could portray more than a thousand words could between them. She could taste the fear-filled desperation on his tongue and knew that he must be getting something similar from her.

The Doctor kissed her like it was essential, as if he was a dying man and she was his last breath of air. It was emotional, but not romantic. If anything, it was merely an attempt at comfort and understanding. His hands were knotted tightly in her hair like he was trying to anchor himself to her, and hers were pulling on his coat.

It took her a moment to push aside the meaning of the kiss and focus on the reality of it. Or, more specifically, what she was holding on to so desperately.

"Doctor, your jacket," Audrey whispered against his lips, still breathless from the kiss, "You told me the Angels took your jacket."

"My amazing Audrey. Never could get a trick past you," He said as he stroked the side of his face. Now, his eyes were filled with more than sadness, there was affection lingering within them. A warning sign that told her that this hadn't been a good idea. She pulled away swiftly.

"You're not the Doctor, are you? Not this Doctor, I mean," Audrey realized. Although he didn't answer, his expression told her everything she needed to know. When his hands reached out for her, she eyed them warily. Still, she let him take her hand in his.

"We're in danger, Audrey."

"Well, yeah, Weeping Angels. You haven't stopped telling me how dangerous they are."

He shook his head, "No, not this. In the future. Future you and me, we're in trouble."

It was making her nervous now, the way he wasn't meeting her eyes when he spoke. She'd never seen the Doctor like this. He was so…resigned. Usually his determination and confidence in their survival was what got her through her own doubts and fears. Seeing him without that belief made her own determination grow stronger. He'd always been so strong for her, so she would find a way to be that for him.

"OK, what do I need to do?" Audrey asked.

"You can't do anything, Audrey," The Doctor answered, finally look up at her. "Neither of us can. But at least I got to say goodbye."

Those words knocked the breath out of Audrey. She could feel her chest constricting with anxiety just thinking about the words 'goodbye' and 'Doctor' in the same sentence. The two of them were a forever kind of deal. There was no 'goodbye' in this for them, their story didn't end here or anywhere, for that matter. They were timeless, they were- they were bigger than everything else. At least, that's what it felt like to her.

"Don't say that," Audrey said, "Don't you dare say that."

"I'm sorry."

Be strong, Audrey thought to herself, he needs you to be the strong one right now.

"We'll think of something, yeah? We always do, I know you," Audrey insisted as she tried to cover up how shaky her voice was.

Sure, she didn't know what was happening in the future, but she knew that they'd work it out. There was no way that they couldn't. They were the Doctor and Audrey. He was the Oncoming Storm. They had a whole future that was laid out for them and despite the fact that it was strictly spoilers, Audrey knew enough about it to know that it didn't end any time soon.

The Doctor wasn't as convinced. He didn't answer her, which made her shoulders slump in defeat. He would be fine, she told herself, he was always fine. That logic sounded foolish even in her own mind, but she kept repeating it, hoping that with every time she thought it, the truth of it would grow stronger.

"Come here," Audrey demanded.

She didn't wait for his answer, instead she pulled him against her roughly. Her arms wrapped around his waist and she pressed herself as close to his chest as she could possibly be. Looking into those big sad eyes of his and knowing there wasn't anything she could do to help him was the worst thing imaginable, like some personalized hell. This was a future Doctor, she had no idea the kind of problem they were facing or even when she would reach that adventure. How could she be strong in the face of something so unknown? And, if this was truly his end, then how would she know when the time came?

"This isn't the end," Audrey stated firmly. "I don't care what's happening in the future. Whatever it is, we're going to figure it out, I promise. And…and you're not going anywhere so don't ever say goodbye to me again."

"I'll try my best," The Doctor murmured. His face was buried in the junction between her neck and shoulder. She thought she could feel warm tears on her skin, which had her blinking back tears of her own.

Audrey squeezed her eyes shut, "You better because…because I'm not ready to let go just yet, okay?"

Some time passed before either of them moved away and, when they did, neither of them could meet the other's eyes. Audrey distracted herself by straightening his jacket and smoothing out the wrinkles that she had made earlier.

As he sensed the time coming to an end, he pressed a kiss to her forehead and gave her one more hug. Audrey felt his body shudder with concealed sobs, but when they pulled away he had schooled his features back into a composed façade. She knew there was something else, she could see that words were brimming behind his sealed lips, yet he never told her what they were. Maybe it was for the best or maybe they were spoilers that would hardly matter if this was his final moments.

Gathering their last bits of restraint, they removed themselves from the other's embrace. Their hands were still interlocked, and they remained that way until the Doctor walked away, their hands being pulled apart from the distance. Audrey let her arm fall back to her side as she watched him walk into the forest.