Disclaimer: I'll never claim I own it again if they'll just come up with a cure for migraines first.

Ch.37:

The return to consciousness for Lily was not pleasant. In fact, it felt a bit like being hit by a truck.

"Ungh." she moaned.

Suddenly, everything rushed back to her and she shot straight up and immediately moaned, resting her head in her hands.

"Sleeping beauty's awake." Tallulah said as she walked in with a pot of water. "Here you go." she said to Martha, setting the pot next to her. "I got some more on the boil."

"Thanks." Martha replied. She finished applying a bandage to the man next to her's arm. "You'll be all right." she told him. "It's just a cut. Try and keep it clean."

"Thanks." the man told her as he got up and left.

"Where is he?" Lily asked the moment the man was gone. "I'm gonna kill him."

"He's gone." Martha told her. "You probably have a better idea of where he is then me."

Lily closed her eyes and focused.

"Actually I don't, not exactly at least." she said, opening her eyes. "He's blocking me. Coward. But I have a good idea."

"What does that mean?" Tallulah asked from where she was leaning.

"That I'm gonna track him down and beat him up." Lily answered simply.

She stood, grabbing her jacket, and made her way to the tent flap, but Martha blocked her way.

"You're not going anywhere until I've checked you out." she told her, pulling her back and making her sit down.

"Fine, but if you think you're going to talk me out of killing him, you're sorely mistaken." Lily told her.

"What did he do to you anyway?" Martha asked. "He said you'd come around in an half an hour and that's exactly when you did. How did he know that?"

"He knew that because that's when he told my nervous system to wake me up." Lily replied irritably. "He used the kiss as physical connection to enter my mind and shut it down." She glared at the wall of the tent. "Son of a bitch."

"Well as much fun as watching you beat the every loving crap out of the Doctor would be," Martha said, deciding that Lily was fine, "we have more pressing concerns."

"Like, what about us?" Tallulah asked. "What do we do now?"

"The Doctor gave me this." Martha said, reaching into her pocket. "He must have had a reason." She pulled out the psychic paper and showed it to the other two.

"What's that for?" Tallulah asked.

"Gets you into places, building, and things." Martha told her. Lily held out her hand, and she handed it over. "But where? He must want us to go somewhere but what are we supposed to do?"

"Ooo," Lily said, looking at the paper. "I knew you could hear me. Well I beg to differ."

"What?" Martha asked.

Lily held up the paper and showed her what was written there.

Four words.

You won't kill me.

"Coward." Lily repeated.

The Doctor arrived at the Daleks' lab and did what any sensible person would do. He started yelling at the Dalek-human hybrid.

"Those people were defenseless!" he told him. "You only wanted me, but no, that wasn't enough for you! You had to start killing, 'cause that's the only thing a Dalek's good for!"

"The deaths…" Sec interrupted, "were wrong."

"I'm sorry?" The Doctor asked.

"That man, their leader Solomon, he showed courage." Sec told him.

"And that's good?" The Doctor asked slowly.

"That's excellent." Sec agreed.

"Is it me or are you just becoming a little bit more human?" The Doctor asked, shocked.

"You are the last of your kind," Sec replied, "and now I am the first of mine."

"What do you want me for?" The Doctor asked.

"We tried everything to survive when we found ourselves stranded in this ignorant age." he told him. "First we tried growing new Dalek embryos, but their flesh was too weak."

"Yeah," the Doctor told him, "I found one of your experiments. Just left to die out there in the dark."

"If forced us to conclude what is the greatest resource of this planet-" Sec continued, "it's people."

Dalek Sec walked over to a giant switch on the wall and flipped it. Above them lights came on to reveal hundreds of human bodies suspended in the air.

"We stole them." Sec told the Doctor as one of the bodies was lowered. "We stole human beings for our purpose. Look…" he pointed to the sheet cover, "inside."

The Doctor reached out and pulled back the shroud to reveal a man.

"This…is the extent of the Final Experiment." Sec told him.

"Is he dead?" the Doctor asked.

"Near death," Sec replied, "with his mind wiped, ready to be filled with new ideas."

"Dalek ideas." the Doctor said. It wasn't a question.

"The Human-Dalek race." Sec proclaimed.

"All of these people." the Doctor said, trying to hide his revulsion. "How many?"

"We have caverns beyond this storing more than a thousand." Sec told him.

"Is there any way to restore them?" the Doctor asked. "Make them human again?"

"Everything they were has been lost." Sec replied.

"So, they're like shells." The Doctor said, thinking. "You've got empty human beings ready to be converted." He looked at Dalek Sec. "That's going to take a hell of a lot of power. This planet hasn't even split the atom yet. How're you gonna do it?"

Dalek Sec lead him to a screen.

"Open the conductor plan."

In Solomon's tent, Tallulah was searching through papers, Martha was pacing and tapping the psychic paper on her paper, while Lily was sitting with her eyes closed.

"Damn." she exclaimed, her eyes popping open. "He won't let me in. I can't find him unless he lets me in."

"Wait a minute." Martha said, stopping and turning to look at Lily. "Down in the sewers the Daleks mentioned this…energy conductor."

"What does that mean?" Tallulah asked.

Lily shrugged.

"I don't know." Martha said. "Maybe like a…lightening conductor or…Dalekanium!"

"Oh." Tallulah said, not comprehending.

"What about Dalekanium?" Lily said, suddenly interested.

"They said the Dalekanium was in place." Martha told her.

"Dalekanium was the main staple of Dalek society." Lily explained. "They used it for everything from their outer shells to energy reactors." She looked thoughtful. "Did they say where it was in place?"

"No," Martha said, "but I know someone who might know."

"Who?" she asked.

"Frank." Martha replied.

Lily nodded and the three women left the tent to find Frank.

They found him sitting on a crate, obviously mourning Solomon.

"Frank?" Martha said softly, kneeling in front of him.

"Hm?"

"That Mr. Diagoras, he was like some sort of fixer, yeah?" she asked. "Get you jobs all over town?"

"Yeah." Frank answered. "He could find a profit anywhere."

"But where, though?" Lily asked him. "What sort of things?"

"You name it." he answered. "We're all so desperate for work, you just hoped Diagoras would pick you for something good. Building work, that pays the best."

"But what sort of building work?" Martha asked.

"Mainly building that." he told them, pointing.

They turned to see what he was pointing at.

The Empire State Building.

Dalek Sec was showing the Doctor an animated graphic of their plan.

"Yeah, yeah, yeah." the Doctor said. "The Empire State Building. We're right underneath that. I worked that out already, thanks. But what, you hijacked the whole building?"

"We needed an energy conductor." Sec answered simply.

"What for?" The Doctor wanted to know.

"I…am the genetic template." Sec replied. "My altered DNA was to be administered to each human body. A strong enough blast of gamma radiation can splice the Dalek and human genetic codes and wake each body from its sleep."

"Gamma radiation?" The Doctor repeated, confused. "What are-Oh, the sun. You're using the sun."

"Soon…" Sec told him, "the greatest solar flare for a thousand years will hit the Earth. Gamma radiation will be drawn to the energy conductor and when it strikes-"

"The army wakes." the Doctor finished. "I still don't know what you need me for."

"Your genius." Sec told him. "Consider a pure Dalek; intelligent but emotionless."

"Removing the emotions makes you stronger." The Doctor said. "That's what your creator thought all those years ago."

"He was wrong." Sec replied.

The Doctor stood there in shock.

"He was what?" he asked.

"It makes us lesser than our enemies." Sec explained. "We must return to the flesh."

Sec didn't seem to notice or care how uncomfortable this statement made the other Daleks.

"And also…" he continued, "the heart."

"You wouldn't be the supreme being anymore." The Doctor pointed out.

"And that is good." Sec told him.

"THAT IS INCORRECT!" one of the Daleks disagreed.

"DALEKS ARE SUPREME!" the other continued.

"No." Sec told them. "Not anymore."

"BUT THAT IS OUR PURPOSE!" the second protested.

"Then our purpose is wrong!" Sec replied strongly. "Where has our quest for supremacy led up? To this." He waved his hand to encompass the whole room. "Hiding in the sewers on a primitive world. Just four of us left. If we do not change now then we deserve extinction."

Silence met this speech.

"So," the Doctor finally said, slowly, "you want to change everything that makes a Dalek a Dalek."

"If…" Sec said, "you can help me."

Martha, Tallulah, Frank, and Lily were all on the service elevator.

"I always wanted to go to the Empire State." Martha said. "Never imagined it quite like this, though."

"Eh, the normal trip's for tourist." Lily told her. "This is way better."

"Where are we headed anyway?" Frank asked.

"To the top." Lily said, serious now. "Where they're still building."

"How come those guys just let us through?" Tallulah asked. "How's that thing work?"

"I told them we were hookers." Lily said, but Martha interrupted.

"Psychic paper." she explained with a glare at Lily, who didn't seem bothered by it in the slightest. "Shows them whatever I want them to think. According to this, we're two engineers, an architect, and a decorator."

She held out the psychic paper and Frank took it, flipping it over in his hands.

"What is it?" Martha asked Lily, who looked happy for the first time in hours.

Lily smiled.

"He's near."

"You knowledge of genetic engineering is even greater than ours." Sec told the Doctor. "The new race must be ready by the solar flare erupts."

"But you're the template." The Doctor said. "I thought they were getting a dose of you."

"I want to change the gene sequence." Sec told him.

"To make them even more human?" There was nothing about this conversation that wasn't surprising to the Doctor.

Sec nodded.

"Humans are the great survivors." he said. "We need that ability."

"Hold on a minute." The Doctor said, calling time out. "There's no way this lot are gonna let you do it." he told Sec.

"I am their leader." Sec said as if this explained everything.

The Doctor turned to the other Daleks in the room.

"Oh, and that's enough for you, is it?" he asked them.

"DALEKS MUST FOLLOW ORDERS!" one told him.

"DALEK SEC COMMANDS, WE OBEY!" the other agreed.

"If you don't help me…" Sec said softly, "nothing will change."

"There's no room on Earth for another race of people." the Doctor told him.

"You have your TARDIS." Sec argued. "Take us across the stars. Find us a new home and allow the new Daleks to start again."

"When's that solar flare?" the Doctor asked.

"Eleven minutes." Sec replied.

"Right then." he said, slapping his hands together. "Better get to work."

"Look at this place." Tallulah said, looking out the unfinished window. "Top of the world."

"Jackpot." Lily called. She had found some architectural plans on an easel nearby.

"Okay, now this looks good." Martha said as she and Frank joined her.

"Hey, look at the date." Frank said, pointing to the top of the plans. "These designs were issued today. They must've changed something last minute."

"You mean the Daleks changed something?" Martha asked.

"Yeah, could be." Frank agreed, nodding.

"The ones underneath are from before." Lily said, leafing through the plans. "That should mean that whatever they changed is only on the top one." She handed out plans. "Check each of them against the last one to see what's different."

"The height of this place!" Tallulah called. "This is amazing!"

"Yeah, but lets keep the wonder inside the building shall we?" Lily called back. "We're a hundred floors up. That would be a really painful way to die."

"I just wanna see." Tallulah told her.

She walked to the open area and looked out over the city.

"New York City." she breathed. "If aliens had to come to Earth, no wonder they came here."

"There's no point in chromosomal grafting." the Doctor told them as he checked some readings. "It's too erratic. You need to split the genome and force the Dalek-human sequence right into the cortex."

"We need more chromatin solution." Sec called.

"THE PIG SLAVES HAVE IT!" one of the Daleks told him.

A group of pig slaves, Lazlo among them, walked into the room carrying a large crate.

"These pig slaves," the Doctor asked, "what happens to them in the grand plan?"

"Nothing." Sec replied. "They're just simple beasts. Their lifespan is limited. None survive beyond a few weeks." He refocused on his work. "Power up the engine feeds." he called.

The Doctor spotted Lazlo and walked over.

"Lazlo, I can't undo what they've done to you," he told the young man, "but they won't do it to anyone else."

"Do you trust him?" Lazlo asked.

The Doctor thought about it for a moment.

"I know that one man can change the course of history." he finally replied.

Neither of them noticed the Dalek noticing them.

"Right idea in the right place at the right time is all it takes." The Doctor continued. "I've got to believe it's possible."

Martha and Lily had the plans spread out on the floor, studying them, while Frank and Tallulah stood nearby.

"I'll go and keep an eye out," Frank said, "make sure we're safe up here. Don't want nobody buttin' in."

"I'll come with you." Lily said, groaning as she stood. "Two sets of eyes are always better than one."

Frank nodded and they both walked out the side door.

"There's a hell of a storm movin' in." Tallulah said.

"I wish the Doctor was here." Martha said. "He'd know what we're looking for."

"So…" Tallulah said, coming to stand beside the other woman, "tell me , where did you and him first hook up?"

"It was in a hospital, sort of." Martha told her.

"'Course," she agreed, "him bein' a doctor."

Tallulah kneeled next to Martha.

"Actually, I'm a doctor." Martha told her. "Well, kind of."

"You're a physician?" Tallulah asked, shocked.

"I was training." Martha told her. "Still am, if I ever get back home."

"You could be doctors together." Tallulah said with a gasp. "What a partnership. Oh, it's such a shame. If only he wasn't so…different. You know what I mean?"

"Oh, you have no idea how different he really is." Martha told her.

"Yeah, he's a man, sweetheart." Tallulah replied with a smile. "That's different enough."

Martha sighed.

"He had this…companion a while back." Martha told her. "This friend. And then he found Lily, and then me." She sighed again. "But you know, sometimes I say something or do something, and he looks at me, and I just sort of think…that he's not seeing me. He's just remembering."

"He doesn't look at Lily that way, though, does he?" Tallulah said, sad for her new friend.

"No. He doesn't." Martha agreed. "He looks at her like she's his only life line in the sea. I've only seen them apart a few times, but you should see the way they change when they come back together. Like suddenly they're whole again. And what makes it worse is, they don't see it at all." She gave an exasperated sigh. "Cause, see, as much as the Doctor cared for this friend, Lily had a man she traveled with too, that she cared just as much for. And now they're both gone and all they have is each other." She looked away. "As much as I try not to let it, it kinda breaks my heart to watch them."

"Aw, listen sweetheart." Tallulah told her. "You wanna get all sad? You wanna have a contest with me and Lazlo?"

"No." Martha replied with a smile. "But listen, if the Doctor's with Lazlo now, there's every chance that he could get him out."

"And then what?" Tallulah asked sadly. "Don't talk crazy. There's no future for me and him. Those Dalek things took that away. The one good thing I had in my life and they destroyed it."

She got up and moved back to the open area, and Martha watched her go.

'Yeah,' she thought, 'they seem to do that a lot.'

A/N: Second chapter of EOTD. Tell me what you think. Believe or not, I enjoy the ones where someone points out a hole best. They help me clarify my story line. So please review!

Abbey