Disclaimer: I own nothing. I don't even own these words.

Ch. 37:

When neither the Doctor nor Lily answered, Donna made her way over to one of the nodes.

"Excuse me," she said, "what does it mean, 'others'?"

"That's barely more than a speak your weight machine." The Doctor told her. "It can't help you.

"So, why's it got a face?" she asked.

"Oh, don't ask that." Lily told her.

"Why?" Donna asked.

"This flesh aspect was donated by Mark Chambers on the occasion of his death." The Node said.

"That's why." Lily sighed.

"It's a real face?" Donna screeched.

"It has been actualized individually for you from the any facial aspects saved to our extensive flesh banks." It told her. "Please enjoy."

"It chose me a dead face it thought I'd like?" Donna demanded, shocked. "That statue's got a real dead person's face on it…"

"I told you not to ask." Lily replied.

"It's the 51st century," the Doctor told her. "That's…basically like donating a park bench."

"It's donating a face!" she told him, backing away from the Node in horror.

"No, Donna, wait!" Lily yelled.

The Doctor grabbed her from backing into a shadow.

"Oi!" Donna yelled. "Hands! Just because you're fighting with Lily doesn't mean I'm dealing with that sort of stuff!"

"The shadow, look!" he told her, letting go.

"What about it?" she asked.

"'Count the Shadows'." The Doctor told her.

"One." Donna replied. "There, I counted it, one shadow."

"Yeah…" Lily said, looking around. "But what's casting it?"

They all looked around, but couldn't find anything.

"Oh!" the Doctor suddenly exclaimed, making them jump. "I'm thick! Look at me, I'm old and thick! Head's too full of stuff, I need a bigger head!"

"I don't know." Lily said. "Looks plenty big to me."

"Look, I get it, you're mad at me." He told her. "Why? I'm not sure, but you are. But will you just put that aside for a moment and listen to me?"

"What?" she asked.

"Why is the corridor dark?" he asked.

They all looked and saw that only one lamp was on, and it was blinking.

"Power must be going." Donna said.

"This place runs on fission cells." The Doctor told her. "They'll out-burn the sun."

"Then why is it dark?" Donna asked.

"It's not dark." Lily said.

She wasn't looking at the corridor. Instead, she was looking where the shadow was. Or, had been.

"That shadow." Donna said slowly. "It's gone."

"We need to get back to the TARDIS." The Doctor told them.

"Why?" Donna asked.

"Because that shadow isn't gone." Lily told her. "It moved."

"Reminder:" the Node called. "The Library has been breached, others are coming. Reminder: The Library had been breached, others are coming. Reminder: The Library has been breached…"

A door burst open and six people in spacesuits entered the room. One of them walked right up to the Doctor and switched her visor so it was transparent. Inside was a woman smiling at the Doctor.

"Hello sweetie." She said.

"Get out!" the Doctor told her.

"Doctor." Donna rebuked.

"No, they should listen to him." Lily said.

"Well that makes a change for today." The Doctor said.

"Oh, shut up." She shot back.

"All of you, turn around, get back in your rocket, and fly away!" he told them, refocusing on the other group. "Tell your grandchildren you came to the Library and lived. They won't believe you."

"Pop your helmets, everyone." The woman ordered. "We've got breathers."

Everyone took off their helmets.

"How do you know they're not androids?" another woman asked.

"Cause I've dated androids." The first woman replied. "They're rubbish."

"Who is this?" one of the men demanded. "You said we were the only expedition, I paid for exclusives."

"I lied." The woman replied. "I'm always lying. Bound to be others."

"Miss Evangelista, I want to see the contracts." He called.

"You came through the north door, yeah?" the woman, who seemed to be the leader, asked. "How was that, much damage?"

"Please, just leave." The Doctor told her. "I'm asking you seriously and properly, just lea…Hang on. Did you say expedition?"

"My expedition, I funded it." The other man told him.

"Oh, you should not have told him that." Lily said, smiling.

"Oh, you're not, are you?" the Doctor asked, ignoring her. "Tell me you're not archaeologists."

"Please say yes." Lily whispered. "Please say yes."

"Got a problem with archaeologists?" the woman asked.

"I'm a time traveler." The Doctor told her. "I point and laugh at archaeologists."

"Ah." The woman replied. "Professor River Song, archaeologist."

"Yes!" Lily said, punching the air.

"River Song, lovely name." the Doctor told her. "As you're leaving, and you're leaving now…you need to set up a quarantine beacon. Code-wall the planet, the whole planet. Nobody comes here, not ever again…not one living thing, not here, not ever."

"Hey bozo!" Lily suddenly shouted, causing everyone to stop. She pointed to the other woman, who was currently walking towards a shadow. "You might want to stop."

"What's your name?" the Doctor asked, glaring at Lily.

"Anita." The woman replied.

"Anita, stay out of the shadows." The Doctor told her. "Not a foot, not a finger in the shadows till you're safely back in your ship. Goes for all of you. Stay in the light. Find a nice, bright spot and just stand. If you understand me, look very, very scared."

They all just looked at him with blank looks, except for Lily, who glared at him, and River, who smiled at him.

"No, bit more scared than that." The Doctor told them.

Miss Evangelista looked slightly more scared.

"Okay, do for now." He said. "You, who are you?"

"Uh, Dave." The man answered.

"Okay, Dave…" the Doctor said.

"Oh, well, Other Dave." The man interrupted. "That's Proper Dave, the pilot. He was the first Dave, so when we…"

The Doctor grabbed the man's arm and pulled him to the door they had come through.

"Other Dave, the way you came, does it look the same as before?" he asked him.

"Yeah." Other Dave replied. "Oh, it's a bit darker."

"How much darker?" the Doctor asked.

"Oh, like I could see where we came through just like a moment ago." He replied. "I can't now."

"Seal up this door." The Doctor ordered. "We'll find another way out."

The Doctor walked back to the rest of the group.

"We're not looking for a way out." The business man told him. "Miss Evangelista?"

She stepped up to the Doctor, Lily, and Donna with papers in her hand.

"I'm Mr. Lux's personal…everything." She told them. "You need to sign these contracts that your individual experience inside the Library are the intellectual property of the Felman Lux Corporation."

"Right, give it here." The Doctor said as he and Lily held out their hands.

"Yeah, lovely." Donna said. "Thanks."

The Doctor and Donna tore theirs to pieces and Lily held hers up before it disappeared in a flash of gold, leaving only a fine dust falling to the ground. She shook her hand off and the Doctor saw that it was shaking, but didn't say anything.

"My family built this Library." Lux told them. "I have rights."

"You have a mouth that won't stop." River told him.

She turned back to the Doctor.

"You think there's danger here?" she asked him.

"Something came to this Library and killed everything in it, killed a whole world." He replied sarcastically. "Danger? Could be."

"That was 100 years ago." River told him. "The Library's been silent for 100 years. Whatever came here is long dead."

"Bet your life?" he asked her.

"Always." She replied, smiling.

"What are you doing?" Lux demanded.

"He said seal the door." Other Dave replied.

"Torch!" the Doctor ordered, snatching Lux's out of his hand.

"You're taking orders from him?" Lux demanded.

"Spooky, isn't it?" Lily asked. "How everyone just follows him?"

The Doctor walked around the room, using to the flashlight to light the dark corners.

"Almost every species in the universe has an irrational fear of the dark." The Doctor said.

"Not irrational if there really is something out to get you." Lily pointed out.

"Very true." He replied. "Cause it's not irrational. It's Vashta Nerada."

"What's a Vashta Nerada?" Donna asked.

"It's what's in the dark." The Doctor told her. "It's what's always in the dark."

He walked back to the group.

"Lights!" he announced. "That's what we need, lights. You got lights?"

"What for?" River asked.

"Form a circle, safe area, big as you can, lights pointing out." The Doctor ordered.

"Oi!" River called. "Do as he says."

"You're not listening to this man?" Lux demanded.

"Apparently, I am." She replied. "Anita, unpack the lights. Other Dave, make sure the door's secure, then help Anita. Mr. Lux, put your helmet back on, block the visor. Proper Dave, find an active terminal. I want you to access the Library database, see what you can find about what happened here a hundred years ago. Pretty Boy, you're with me. Step into my office."

She walked over to a desk with an information terminal.

"Professor Song, why am I the only one wearing my helmet?" Lux asked.

"I don't fancy you." She replied.

The Doctor walked over to Proper Dave.

"Probably I can help you." He told him.

"Pretty Boy, with me I said." River called.

"Oh, I'm Pretty Boy?" the Doctor asked, confused.

"Yes." Donna replied. "Ooh, that came out a bit quick!"

Lily snorted.

"Pretty?" the Doctor asked.

"Meh." Donna replied.

Lily pushed herself off the table she was leaning on and walked past him towards River.

"Where are you going?" he asked.

"Do you really think I'm going to let you wander off with someone I don't trust?" she asked him.

"Today?" he shot back. "I honestly have no idea."

She stopped and turned back to him.

"I'm pissed, not stupid." She told him.

She turned back and started walking again.

The Doctor turned to Donna.

"Do you know what's going on?" he asked.

"Not quite yet." She told him.

"Thanks for the help." He said sarcastically.

"Sure thing." She replied.

The Doctor walked over to River and Lily.

"Don't let your shadows cross!" he called to the rest. "Seriously, don't even let them touch. Any of them could be infected."

"How can a shadow be infected?" Other Dave asked.

Looking around, the only one with nothing to do was Miss Evangelista.

"Excuse me, can I help?" she asked.

"No, we're fine." Anita replied.

"I could just…you know, hold things." She said.

"No, really we're okay." Other Dave replied.

"Couldn't she help?" Donna asked.

"Trust me." Other Dave told her. "I just spent four days on a ship with that woman. She's…"

"Couldn't tell the difference between the escape pod and the bathroom." Anita told her. "We had to go back for her. Twice."

River was taking out things from her pack, including a book that looked vaguely TARDIS like.

"Thanks." She said as the Doctor approached.

"For what?" he asked.

"The usual." River replied. "For coming when I call."

"Oh, so she's the one who's got you at her beck and call." Lily muttered. "Figures."

"You're doing a very good job, acting like you don't know me." River continued. "I'm assuming there's a reason."

"A fairly good one, actually." The Doctor replied.

"Ok, shall we do diaries, then?" she said. "Where are we this time? Uh, going by your face, I'd say it's early days for you. Yes? So, umm…." She flipped through the book. "Crash of the Byzantium, have we done that yet?"

The Doctor and Lily stared at her.

"Obviously ringing no bells." She said, turning some more pages. "Right, um, oh. Picnic at Asgard. Have we done Asgard yet?"

They continued staring at her.

"Obviously not." She said. "Blimey, very early days, then. Huh, life with a time traveler, never knew it could be such hard work."

She examined the Doctor's face and seemed surprised. She reached out to touch him, but Lily grabbed her arm.

"Lily!" the Doctor rebuked. "Let her go!"

"Lily?" River breathed.

"Yeah." She replied, confused, as she let go of the other woman.

"You're both so young!" she marveled.

"We're really not." The Doctor replied. "Well, Lily is. Relatively."

"But you are." She said. "Your eyes. You're younger than I've ever seen you."

"You seen him before?" Lily questioned.

"Doctor…" River pleaded. "Please tell me you know who I am?"

"Who are you?" the Doctor asked.

They were interrupted by a noise.

"Sorry, that was me." Proper Dave called. "Trying to get through the security protocols, I seem to have set something off. What is that? Is that an alarm?"

"Doctor?" Donna called. "Doctor, that sounds like…"

"It can't be." Lily said.

"It is." The Doctor replied. "It's a phone!"

A/N: Second Chapter. As much as I would like to see Lily wipe the floor with River, I have decided that since Moffat keeps pulling her back, I can't make her and Lily out right enemies. Keep in mind, this does not mean that they will be friends. The idea of that makes parts of my soul die. Also, I thought the idea of a 'Death of River Song' story might be more fun if a whole group of people got together and wrote chapters, everyone ending in a different death. Let me know if anyone would be interested in that.

Abbey