The facility was largely empty. They'd split up, the better to search the large building. Mickey and Donna had left at the head of a group of five villagers. Martha had elected to stay with Jack and Rose. Rose had felt the other woman's attention on her more than once. Mriske had also stayed, her eyes following Rose with something akin to worry. They'd found a few scientists, most of whom had been hiding together. Martha had stepped in before the villagers dealt with them.

'They destroyed our lives!' one of the villagers, Jharek, exclaimed.

'They should be heard by all. Justice must be seen to be done,' Mriske said, stepping forward. The villagers stared at her, then Jharek nodded, backing down. 'Escort them from the building,' Mriske ordered. As the remaining villagers filed out, she turned to the time travellers. 'I believe we have found them all.'

'Not all of them,' Jack said, ' that Motlok guy is still in here somewhere.'

'So's the Doctor,' Martha pointed out.

'Yeah,' Jack said, 'I'm betting we'll find them together.' He was looking at a screen on the wall, examining the blueprint he'd called up. 'There's a room, coupla floors up. Should be worth a look.'

'Why?' Martha asked.

'There's a lot of power being diverted there,' Jack said.

Rose opened her mouth to speak, but was interrupted by Mickey's voice coming from her pocket.

'Rose, come in.'

Rose pulled the communicator free and held it to her lips. 'Where are you?'

'Looks like a control room. Couple of floors up from where I left you,' Mickey said, sounding distracted. 'I think you'd better get up here,'

'Mickey, what-,' she began, sharing an exasperated look with Jack.

'I've found the Doctor,' Mickey interrupted. 'And he won't leave.'

'What do you mean he won't leave?'

'I mean he won't leave. Donna's trying to get him to listen but... Seriously Rose, you better get up here quickly.'

'I'm on my way.' She looked Jack and Martha. 'You two go, we'll meet you outside.' She turned, heading back in to the facility.

'No chance,' Martha said firmly, 'that's my husband up there.'

Rose turned to Jack. 'Jack-'

'Sorry, Rosie. No deal. We're all going.' Jack said flatly.

Rose stared from one to the other, then turned to Mriske. 'You should go, this wont' take long.'

'I think I should come with you,' Mriske said. 'Yes…' she continued slowly, 'that is where I should be.'

'Right,' Rose said, obviously trying not to roll her eyes. 'Let's go then.'

Following Mickey's directions, they headed through the building. Realising as they reached the second floor that they were heading for the room Jack had suggested they check out.

Jack walked ahead, keeping an eye out for any guards, and Mriske trailed along behind, seeming to sense that Rose was in no mood to talk to her. Martha and Rose walked side by side and Rose couldn't help but notice that Martha's eyes flicked to her face every few seconds.

'What?' she asked finally.

'What?' Martha replied, looking away quickly.

'You want to say something,' Rose said, not unkindly.

'Its just… you weren't that surprised that he was gone.' Rose shook her head. 'Did he say something to you?'

Rose snorted her amusement at that. 'Course not. Why would he say something to me? Stupid ape that I am.' She shook her head.

'Stupid ape?' Martha asked, looking amused.

Rose shook her head. 'Something he said to me a long time ago.'

'But you knew, didn't you?' Martha persisted.

Rose shrugged. 'I just knew he was gone. Wasn't hard to work out where.'

'He's different,' Martha said.

'Yeah.'

'How different?'

'Not very,' Rose answered truthfully. 'He's just… I dunno… angry? Lost?' she shrugged. 'He's still the Doctor,' she said, shooting Martha a reassuring glance.

'When I first travelled with him, he was a bit like this. Always putting himself in danger.'

'That's just what he does…'

'Hmm,' Martha said, not sounding convinced.

\/\/

When they reached their destination they discovered Mickey and Donna, standing in what appeared to be an observation room. The Doctor was in the room beyond, clearly visible through the glass wall. He was sitting on a desk, staring at another door.

'What's going on?' Jack asked Mickey and Donna.

'That Motlok bloke went in there,' Donna replied. 'But we've checked the floor plans and there's no way out of that room, other than back the way he went in.'

'Why doesn't the Doctor just follow him in?' Jack asked, puzzled.

'He won't tell us.' Donna said, sounding miffed.

'Why are you out here?' Martha asked.

'Door's locked.' Mickey said.

Rose spoke, not taking her eyes from the Doctor's back. 'Is everyone on this level clear?'

'Yeah- s'just us now. I think he thinks-'

The door the Doctor was watching opened and Motlok reappeared. The Doctor raised his hand, aiming the scientists' own weapon at Motlok's head. 'Tell me what you saw,' he said, his voice level.

'You won't kill me.' Motlok sneered.

'Tell me now and I won't have to.'

Motlok stared at the Doctor for a long moment. 'You will lose her. You lose everyone in the end. It's all there in your own head. We saw you, Doctor. When you touched her on our ship. You won't be able to stop yourself making the decision that will lead to her death. Everything you need to prevent it is there, in your head. In the place you can't look.'

'Show me.'

'You know what this room is,' Motlok said, 'or you would have followed me through that door, rather than await my return.'

The Doctor nodded. 'Oh, yes. I know what this room is. What it's for. Show me.'

'You will have to show me.'

'What are they talking about?' Rose asked.

'The room was built to house the Bad Wolf,' Mriske said. Rose turned to look at her as she continued. 'To get inside your head. To see what you have seen. What is, what was, what could be.'

'But the Doctor-' Martha began.

Mriske interrupted her. 'Is a Time Lord, and thus-'

'Slightly psychic,' Rose finished.

'More than slightly,' Mriske said, 'extremely. They all were. When I took his hand I saw so much…' she trailed off for a moment, then seemed to gather herself. 'I could feel it, too. The Time Lords were trained to restrain their psychic connection, lest they damage lesser beings.'

'What's he doing?' Mickey asked, staring through the glass.

The Doctor had put the weapon down on the desk behind him. 'You want to look into my mind? Really?' The Doctor stepped forwards, every line of his body managing to convey threat.

'Is she so important to you?' Motlok sneered. When the Doctor didn't respond, but merely kept walking until the leader was forced back against the door he'd just come through, then raised his hands to the scientist's head, Motlok began to look afraid. 'No! I did not mean…' he clawed ineffectually at the Doctor's arms but was unable to keep him away.

For a moment, nothing happened. Then Motlok gasped, his eyes widening. The window in between rooms became translucent suddenly, resolving itself into images.

'Is that a witch?' Mickey asked, incredulous.

'A carrionite,' Martha said, her eyes on the screen.

'Fascinating,' the carrionite said, 'There is no name.' She peered at the Doctor. 'Why would a man hide his title in such despair?' She appeared to realise something and gave the Doctor a taunting look. 'Oh, but look… there's still one word with the power that aches.'

The Doctor glared at her. 'The naming won't work on me.'

The carrionite merely smirked, apparently happy with what she'd found. 'But your heart grows cold. The north wind blows and carries down the distant… Rose.'

The image on the screen shifted, became a street at night time.

Rose was standing in front of the Doctor, staring up at him. 'You just leave us behind! Is that what you're going to do to me?'

His expression was serious, almost pained. 'No. Not to you.'

The screen cleared and Motlok opened his eyes, looking up at the Doctor. 'Not to her… but the Wolf is ours, Doctor. You cannot take her from us. We do not have to obey the same laws you do.'

No images came this time, just the Doctor's voice, echoing through the rooms.

'There are laws of time. Once upon a time there were people in charge of those laws, but they died. They all died.' The Doctor sounded hysterical, insane, as the words spilled out of him far too quickly. 'Do you know who that leaves? Me! It's taken me all these years to realise the laws of time are mine! And they will obey me!'

'Wow,' Jack said quietly. 'Not his finest moment.' Donna glared at him.

Suddenly, Motlok screamed.

'What's happening?' Rose asked Mriske, her voice panicky.

'That room allows true empathy. As Motlok is more interested in what the Doctor thinks and feels than in showing him what he wants to see, the Time Lord is using his own pain to wound Motlok. To coerce him.'

'You seem to know an awful lot about that room,' Martha said.

'Motlok is my brother,' Mriske said simply. 'I helped design the room.'

'You what?' Mickey said, rounding on the alien woman. 'But you-'

'I left, shortly after I learned what he intended for you,' Mriske said, nodding to Rose. 'When I saw what he had done to our people. What we had done.'

Rose was ignoring her, keeping her eyes on the screen in front of them. The images were horrific. Wars. Deaths. So much fire and ice and blood.

'Right. I've seen enough,' Jack said. He turned to Mriske. 'Get this door open.'

She nodded and raised her hands to the panel beside the door, entering several codes. Nothing happened.

'Problem?' Jack asked.

'No,' she said, 'I must override the controls.' She did so and the light over the door turned green. 'I do not think you should go in there, Captain. It will cause you great pain.'

Jack shrugged. 'Can't be that bad. Your brother seems to be holding up ok.' He opened the door and strode through it before Mriske could respond.

Suddenly he fell to his knees, clutching at his head. He managed to drag himself from the room and slammed the door closed again. He was breathing hard, his face deathly pale. 'What the hell-'

'Had you waited,' Mriske said impatiently, 'I would have told you. My brother survives because we have a very high threshold for pain. Humans do not. Also, the Doctor needs to keep him alive. All his attention is centred on that fact. He had no idea you had entered the room and so could not shield you. You were lucky you were not killed. If he keeps this up much longer, Motlok will die.'

'We can't let him kill him,' Donna said, interrupting the silence that followed Mriske's pronouncement.

'I wouldn't mind,' Jack said, having calmed his breathing somewhat.

'I'm with Captain cheesecake,' Mickey put in.

'No,' Rose said softly, not looking away from the room. 'That's not how he does things.'

'Right,' Donna said, relieved that someone was on the same page she was. 'He'll talk the hind legs off a donkey and maybe let someone hurt themselves, but he doesn't do this!' She waved a hand at the scene in front of them.

'Look what he did to you, Rose,' Mickey said. 'And to the Doctor.'

'This isn't about him, Mickey. It's about the Doctor. I can't let him do this.' Rose squared her shoulders, tearing her gaze away from the Doctor and resting her hand against the door to the room.

'You can't go in there,' Jack said. 'You saw what happened to me.'

'I have to.'

'If you go in there you will be killed,' Mriske said gently.

'Rose,' Donna said. 'You heard what he said - he thinks you're gonna die. That he's going to lose you.'

'Then maybe this is it,' Rose responded. She pushed the door open and stepped into the room.

\/\/