The TARDIS landed at the hospital where Nick was being treated and Andrea immediately left, running to the desk to find where her father was. Tony and the Doctor slowly emerged, knowing that nothing was ever going to be the same. They stood against the wall as they waited while Andrea went to Nick's room.

Nick was stable, but had been in critical condition up until then. She entered his room slowly, hoping not to startle him. He was all wired up with IV's and monitors, making sure that he made it through. She sat beside him and grabbed his hand. She had never shown familial emotion around him, but she needed him, whether he needed her or not. She hoped that he would be okay and that she wouldn't be alone. She had destroyed a part of her heart when she killed Willow, and Andrea knew that she would never get over that fact. Eventually, Nick opened his eyes and saw her.

"Andrea?" he whispered, very surprised to see her. "What are you doing here? Where's the Doctor? Has something happened?"

"Whoa, whoa, calm down. We just heard that you were hurt and I came to see you. That's all," Andrea smiled as Nick sighed.

"You can't lie to me."

"I killed Willow," Andrea answered before Nick sighed as if he had expected this. Andrea wiped the tears from her eyes, erasing her weakness for him. "She... she tried to kill me. She was working with a woman who was trying to kill the Doctor and everything that he stood for. Willow attacked me, and I killed her."

"I understand."

"You do?" Andrea almost squeaked, as Nick also raised Willow. Nick slowly nodded.

"She attacked the helicarrier. She put me in the hospital," Nick explained shortly as Andrea's eyes widened.

"Why?"

"She was a traitor, Andrea. She got close to you and me to destroy us. We were a threat to whose ever plans," Nick sighed and slightly squeezed Andrea's hand. "You won."

"But-"

"No buts. I taught you well and you did well. Now, you didn't answer my other question. Where's the Doctor?" Nick asked as Andrea pointed outside. "Go get him. I need to talk to him."

"Yes, sir," Andrea whispered before standing up and left. The Doctor and Tony waited outside the room. She walked up to the Doctor. "Nick wants to see you."

"Okay," he whispered before entering the room. Andrea stood by Tony, feeling the still air between them.

"What did he say?" Tony murmured, looking towards her. She shrugged.

"He explained what Willow did to the headquarters and that she was using us to get us out of the way," Andrea explained softly. Tony nodded slowly. "So, what happens now?"

"What do you mean?"

"Well, HQ seems to be in ruins, the leader hospitalized, his second in command was killed by an Asgardian. What's happening to SHEILD?" she answered as Tony shrugged.

"I don't know. Maybe Steve will take over."

"Rogers?"

"Yeah, why not? Or Agent Hill?"

"Steve knows war, unfortunately, and Agent Hill has worked alongside of Fury for a long time," Tony explained.

"I guess that makes sense," Andrea whispered, looking down at her feet.

"You want to quite SHIELD, don't you?" Tony sighed, folding his arms.

"Yes. Is that a bad thing?"

"Don't know. Maybe. I think you'll regret it."

"Regret the bloodshed? Regret the betrayal? No, I don't think I'll miss that," Andrea scoffed as Tony shook his head.

"No, I mean you'll miss the adventure and the missions. You love it out on the front lines, learning things and the spying business. Nothing can replace that," Tony informed as Andrea sighed.

"You don't know that."

"Maybe, but that's what I think. Stay for a few more weeks and see how you feel about it," Tony suggested as she glared at him. Before she could get another word in, the Doctor emerged from the room.

"What did he say?" Andrea asked curiously.

"He wanted me to join SHIELD and become an ally," the Doctor informed as Andrea bit her lip. "I declined. In my eyes, Nick is no better. He is a liar and a murderer, with a remnants of a conscious. I think I will do better on my own."

"I agree," Andrea replied, holding out her hand to the Doctor.

"Then, I take this as a goodbye, then?" he asked sadly as she nodded.

"Unfortunately, yes. As much fun and adventure as I have had with you, I know my limits, and I want you to remember me as I am," Andrea informed before he gave her a strange look.

"What's that supposed to mean?"

"This has nothing to do with the Ponds, Doctor, I assure you," Andrea answered as he frowned.

"Get out of my head."

"Stop yelling your thoughts then. I am turning into a new person, and I don't know if you will like the person I will become, so I am leaving. To protect my image in your head. A storm is coming, Doctor, and I don't want you to get caught in the middle of it," Andrea warned as the Doctor sighed.

"Fine," he whispered before smiling. "We had some good times."

"Hard times, but good," Andrea affirmed as he shook her hand firmly.

"Are you sure you want to stay behind?"

"Yes, Doctor, go and live your life. Have a good, long one, and never travel alone," Andrea instructed, making him laugh.

"Did the TARDIS tell you to say that?"

"No, but she might as well have. You don't do so well on your own, Doctor, and I don't need to read your mind to find that one out. Keep your head down for a while, though," Andrea answered.

"Understood," he whispered before turning to leave.

"And Doctor!" Andrea called just as he touched the TARDIS handle and turned.

"You are welcome back anytime. Come and find me if you get lonely," Andrea smiled as he nodded with a salute. Tony waved with a smile, having no words of farewell to give the Doctor as he went on his way. Andrea grabbed Tony's hand as the TARDIS disappeared in front of their eyes. Andrea gave a weak smile, feeling that everything was going to change.

The Doctor programmed the TARDIS, starting to feel the pain of leaving another companion behind. Especially one that connected with him and the TARDIS so quickly. He stopped for a moment and thought. Andrea told him that he could come back whenever he wanted. Making a hasty decision, he programmed to travel a year in the future from the time he left Andrea. He should at least make sure that everything ended up all right.

He landed in Tony's new Tower next to the bar area, where Tony was having a drink, which he spilled when he heard the vorping of the TARDIS. He stood as the Doctor opened the door.

"Doctor?" Tony whispered, shocked. "What are you doing here?"

"Well, I got lonely, and I decided to pay Andrea a visit, and I figure that she would still be with you," the Doctor answered, exploring the new place.

"I see," Tony whispered, his voice uncomfortable.

"So, where is she? Is she out? What happened in the past year?"

"Well, a lot to be honest. Um, Nick recovered quickly and was able to take control of SHIELD again. Andrea quit SHIELD for a month and then went back out of boredom, like I thought. It's been quiet until a few months ago," Tony explained as the Doctor froze and looked back at him.

"What happened?"

"A corporation or something called Centipede came and threatened SHIELD, but mostly Coulson, who-"

"Didn't die, I know."

"Okay, well, Andrea got caught in the middle, and well, um, she…" Tony took a deep breath as the Doctor drew closer, fearing the worst. Tony wiped his eyes and huffed. "They took her as a prisoner and tortured her for information. She, uh, didn't make it."

"They killed her?!" the Doctor hissed as Tony nodded.

"They grew tired of her screaming, I guess, and she didn't say anything. She remained strong and loyal until the end," Tony informed as the Doctor gaped, speechless. "That was two months ago."

"She's… dead," the Doctor whispered, panic and grief filling him. Tony nodded, getting another drink.

"The funeral was beautiful, though. Coulson and Fury made sure to honor her," Tony reassured with a slight smile. The Doctor nodded, knowing that was good. "I'm so sorry, Doctor."

"No, no, I should be expressing my condolences," the Doctor whispered before Tony laughed slightly.

"She talked about you all the time, you know? Always wondering if you were going to visit sometime. She missed you, but she was happy. She had a good life, full of adventure," Tony whispered as the Doctor took a deep breath.

"Well, thank you for telling me," he whispered, retreating back into the TARDIS.

"Doctor, I know what you're doing. Don't run away," Tony muttered sternly as the Doctor stared blankly at him. "Go visit her."

"I think I've been at enough graveyards," the Doctor whispered darkly before disappearing again. Tony bit his lip, setting down the glass.

The Doctor held his head in his hands before he kicked to console. He wanted to do right by Andrea. He wanted her to live a happy, long life. One that would make an Asgardian wonder. But, instead, she got caught up in a mess and paid with her life. The Doctor cried silently on the bench, vowing to never travel with another human as long as he lived. They were too danger prone and short lived. He would always out live them, no matter what. His friends always died, one way or another. No more, he thought as he set a course for a random destination. Never again, he vowed as he landed on a bank of clouds above Victorian England.

Never. Again.