In the Professor's office there was total silence. The story that had just been told muted even the Doctor's chatty nature.

"So, Doctor, now you see why this must be done. Why I must have access to that portal and why you must cease to regenerate."

Before the Doctor could even begin to bargain for his life there was a loud noise in the hallway. Both of the Professor's men turned for the door ready to investigate.

"Darrius, Nathaniel, ignore it. No doubt our prisoner is attempting to escape again. I'd hoped she would have learned her lesson by now. Verity, go explain her new situation to her now that you too know all the details."

Verity did not reply. She was sitting in her chair with her head down, staring at the floor. So lost was she in her own thoughts that she did not hear the Professor at first. He called her again and she snapped her head up and delivered to them the most artificial smile the Doctor had ever seen. The Doctor could see the sorrow and fear behind it even if the Professor could not.

"I'm sorry, Professor. I was just trying to process all of what you just told us."

She stood and crossed the room. The Doctor gave her a pleading look as she passed him and was rewarded with the most subtle of winks. He didn't change his demeanour as the Professor was watching him intently but inside he glowed. Perhaps there was a way out after all.

"Have you anything to say for yourself, Doctor? Any defence for your kind?"

"My kind? They're your kind as well and it sounds as if you're the worst of the lot. "

"Don't sound so sanctimonious, Doctor." The Professor spat out the name like it was poison. "How can you claim to be anything other than just like me when you are the last in your Universe as well?"

"I am different, Hayden. Vastly different. I mourn for their deaths with every breath I draw. I ache to see my family and friends, my home again."

The Professor laughed at the Doctor's heartfelt response. "I'm sure you do, Doctor. The guilt is just eating you up isn't it?"

Fury burned inside the Doctor but he didn't let it show. This man wanted a reaction. He wanted a reason to lash out and the Doctor wasn't going to give it to him. This whole time, while the Professor focused on his face, the Doctor had been stretching his bonds, lifting his arm, trying to slide something out of his sleeve.

"When Verity returns we shall begin. I'll be needed a DNA sample so that I can pose as you, otherwise your TARDIS might not accept my control. What would you least like to lose. Oh! I know. Perhaps I shall cut out your tongue. Seems appropriate."

Before the Professor could continue with his grisly list of what he might cut from the Doctor's body there was a shout from the hallway. It was Verity, calling for help.

"You two stay here and watch him. Don't let him move a muscle. I will see what the commotion is about."

As the Professor left the room the Doctor began to shift his arm higher. Both the men were ignoring him, figuring him to be safely strapped to the chair, and watching the events unfolding in the hall.

Finally what the Doctor sought slid out of his sleeve and into his waiting fingers. He twisted the sonic screwdriver around in his hand and aimed it at his bonds. They may just be leather straps with no locks of any kind but perhaps he could loosen them enough to pull his hand free.

When Jack and Honey appeared out of thin air right in front of him, the Doctor nearly flipped his chair over backwards.

"No time to explain." Jack whispered and he wrapped one hand around the Doctor's forearm. The door exploded open and the Professor came barging in just in time for Honey to wave goodbye as they teleported away.

The trio reappeared again, chair and all, in Honey's apartment. Honey fell onto her couch, clutching her head while the Doctor shook his violently and Jack dry heaved into a handy purse.

"Too many teleports in too short a time." Jack muttered as he settled himself onto the floor. Honey leaned forward from her seat to undue the bonds around the Doctor's limbs. He sprang to his feet and started pacing immediately.

"We can't stay here. They caught us here once and they will again. So, first thing we have to find a new place to hide. Then, we have to get rid of that tracker on you, Honey. Then back through the portal, all of us, to close it up for good."

"Thank you, Jack. Thank you, Honey. So glad you were able to fix your teleporter and get me out of there." Jack said sarcastically, imitating the Doctor. "Don't mention it, Doctor. Glad we could be of help."

"You just said don't mention it. I knew you were going to say that, so I didn't mention it." The Doctor replied to Jack's sarcasm. Honey giggled a little which quickly turned into a full bellied laugh.

The Doctor looked at her sideways and then back at Jack. "She on more drugs?"

"This is unbelievable!" Honey said, still laughing. " I just cannot believe this is happening. I'm having an adventure with the Doctor and Jack. Teleporting about, escaping evil villains and playing with a sonic screwdriver."

Jack twirled his finger around his temple and mouthed the words 'she's loopy' at the Doctor. 'But cute' he added as an after thought.

The Doctor sat down on the couch beside Honey and threw and arm around her shoulder. "I haven't been entirely honest with you, Honey, and considering the information that I've just gained, I think it's about time I came clean."

"Don't you think we should get somewhere safer before we sit down for a heart to heart?"

"Ah, see now this is why I like this girl!" The Doctor tousled her hair as if she were some sort of pet. "She uses her noggin. Safety first, then secret telling. So, where shall we go? I hear Algonquin's nice and it will certainly take then a while to follow us there."

"Can't he just use his TARDIS?" Jack asked from his place on the floor.

"No." The Doctor replied. "He can't. That's why he needs me. Or at least part of me. He was going to cut out my tongue. Can you believe that? How would I have ever said supercalifragilisticexpialidocious again? How barbaric."

"Do you have a lot of occasion to say that?" Honey asked sceptically.

"Of course." Said the Doctor as if that was explanation enough.

Reaching out a hand, the Doctor pulled Jack up. The man swayed a little as he gained his feet again. Honey and the Doctor went quickly about the apartment throwing all sorts of things into a large camp bag that Honey procured from a closet. She threw in a box of granola bars and a bag of fruit, matches, two small blankets, a flashlight and several other essential on-the-run the type items. The Doctor picked up her Xbox controller, an empty DVD case, a pair of toenail clippers and a spent battery from the garbage.

"All set! Shall we away to the great outdoors?"

Jack looked sick at the thought of yet another teleport. Honey put an arm around his waist and batted her eye lashes at him. "Come on, Jack. I share a blanket with you."

"Now how can a man argue with that offer?" His smile was still weak but all the same he linked arms with the Doctor and Honey and activated the teleport.

This time when they landed Jack fell backwards right away and lay groaning on the ground. Honey light-headedly staggered to where he'd fallen at sat down beside him. The Doctor walked in circles as if spinning would somehow negate the effects of the teleport.

"I do not like doing that." Honey face had turned a pale shade of green. It matched the needles of the hemlock tree beside her. The sun was just setting across the large lake upon whose shore they sat. The air was cool and with night falling fast the Doctor suggested that they build a fire before they lost all light. When Jack recovered, he offered to take on the task of getting a fire going while the Doctor talked to Honey.

They sat on a large piece of granite at the waters edge walking the sun fall behind the wall of hemlock and birch across the lake.

"Everything I have told you so far has been true, Honey. I just left some things out. The portal was created by another Time Lord. Long story short she rewrote her cells and turned herself human but the job was only half done. She escaped into this Universe, still part Time Lord and began a life. She married and had children and you are one of her great, great, I don't actually know how many greats, granddaughter."

When Honey didn't answer, but kept her eyes on the setting sun, the Doctor went on. He told her about the Scarlet Swan, the cause of her dreams, and what he wanted to try to do. His plan to bring out the Time Lord in her.

When she spoke at last her voice was soft and the Doctor had to lean closer to hear her. "I always thought I was a little crazy. Like maybe I had schizophrenia. Even before I started dreaming of you there were always these little voices in my head, telling me stories. And I've always had a way with plants."

The Doctor had expected a more enthusiastic response to this news. "Are you alright?"

"When it was just insanity and a talent for making things grow it was fine. I could live with that. But to know that my skills, my stories, are all the result of the slow wasting away of a Time Lord… Well, it becomes so much more tragic. It's no longer a gift. It's a curse and I have to live with it."

The Doctor jumped off the rock and stood before her, holding her hands tightly in his own. "It's not a curse and it's certainly not your fault. And what you just said proved to me that all the trouble I've gone to, jumping across Universes, having my heart stopped, suspended animation, it's all been worth it. You're amazing and don't for a moment think otherwise."

Honey smiled at him and he could see the happiness returning to her face. In his own heart he forced down the hope that was sneaking up. He didn't dare to believe that maybe this young woman could be made into a Time Lord. This was the first legacy of his people that he had found that had not turned out to be or contain a complete horror.

She jumped off the rock to stand beside him. "I think I am going to forget what you told me. That way I can pretend that I'm still just some stupid ape and this can all just be an adventure."

Honey walked back to Jack and the kindling fire but the Doctor didn't follow. He stay at the water, watching the suns last rays radiate above the trees and listening the wind soughing in the trees. He wondered if he could tell Honey everything else he had learned and why she had to return to his Universe with him. Why she was a threat to his very existence and how she could bring about the rise of an Empire so terrible it could spell doom for everyone.