The Roman soldiers all looked around, wind blowing in their faces like a hurricane as the spaceships of Daleks, Sontarans, Cybermen, and a hundred others tore through the sky, hovering around Stonehenge.

The Romans' ears were suddenly pierced by a loud ringing.

"Sorry, sorry, dropped it." The Doctor apologized as the electronic whine went away. "Hello Stonehenge! Who takes the Pandorica, takes the universe! But, bad news everyone…"

The Doctor suddenly jumped up onto the stone in the center, towering above the Romans.

"Cause guess who!? Ha!" The Doctor laughed. "Listen, you lot, you're all, whizzing about, it's really, very distracting. Could you all just sit still a minute? Because I! AM! TALKING!"

Every last one of the vessels immediately ceased their movements, hovering still in the air.

"Right, now, the question of the hour is: Who's got the Pandorica?" The Doctor continued. "Answer: I do. Next question: Who's coming to take it from me!?" The Doctor threw his hands out.

Not one response came from any of the spacecraft.

"COME OOOOON!" The Doctor called. "Look at me! No plan, no backup, no weapons worth a damn, oh, and something else I don't have; Anything to lose. So! If you're sitting up there in your silly little spaceship with all your silly. Little. Guns. And you've got any plans on taking the Pandorica, tonight; Just remember who's standing in your way! Remember! Every black day I ever stopped you! And then! AND THEN! Do the smart thing!" The Doctor shook his head. "Let somebody else try first."

The Time Lord threw his arms out again, practically inviting them to strike him down.

Instead, the engines on each vessel powered up, the assembled fleet pulling away, night returning to normal again.

"Right," The Doctor jumped down, tossing the communicator over to a smiling El. "That ought to keep them squabbling for half an hour." The Time Lord did a double take. "Didn't I tell you to wait?"

El only smiled wider.


The door slammed shut behind River, the woman throwing her jacket over the railing as she walked up to the control console.

Initiating the takeoff sequence, the engines ran loudly, vibrating the entire ship. They sounded off-pitch, deeper… wrong.

The console room lurched, River hanging onto the side of the console, looking to the Time Rotor worriedly.

"What's wrong with you?"


"So," El absent-mindedly kicked the ground. "What do we do now?"

"Well, I can stop whatever's in the box," The Doctor pointed to the Pandorica. "From getting out, they'll cut their losses, and call it a day. Ah," His eyebrows raised pleasantly, looking just behind El, as Sarah Jane came walking over, clutching her head. "Sarah. How're you feeling?"

"My head is killing me." She complained, stopping in front of the Doctor.

"Go 'ah.'" The Time Lord ordered.

"Ah…" Sarah Jane's mouth opened, the Doctor looking her over.

"Just a basic knockout serum." The Doctor patted her on her shoulders. "Go upstairs, get some fresh air. Fresh will be better than stale to help your body work through it."

Sarah Jane looked up. "Is it safe?"

"Oh, not remotely." The Doctor replied, turning to sonic the Pandorica. "Argh… hardened against sonics. It's like whoever built this thing knew I was going to try to look in it!" He shook his head. "El, go up with her."

"You just said it's not safe." El frowned.

"You've been traveling with me, when, ever, have things been safe?" The Doctor retorted. "Besides, she's still not quite got her land legs yet. She'll need a superpowered bodyguard to keep her safe while she recovers."

"Right." El nodded. "Come on, Aunt Sarah."

"Right…" Sarah Jane allowed the child to lead her. "…since when did this whole 'Aunt Sarah' thing happen?"


The engines groaned as the TARDIS lurched again, River trying to keep the timeship under control.

"What are you doing?" River wondered, looking over the controls. "What's wrong?"

The ship rocked, River falling against the console as the ship tumbled down the Time Vortex. The woman pulled the throttle back, engines winding as the TARDIS landed.

In all her years, she'd never heard the engines whine. Groan, pop, wheeze, scrape.

Never whine.

"Okay…" River looked up as the room settled. "You're okay now?"

She looked up at the console scanner, odd oscillating patterns making it impossible to view anything. The woman smacked it twice, nothing changing, before she moved over to the door. As she stepped out, she didn't notice the monitor start to work properly.

'LOCATION: Earth. DATE: 11/11/1983.'

A crack shattered the glass on the scanner.

'Silence will fall…'


River held a torch in her hand, looking around in confusion. "Why have you brought me here?" She wondered aloud.

The TARDIS had taken her to Hawkins Lab.

The place should've been being picked apart by UNIT investigators, a state that would last for three months as they poured through everything inside.

Yet, the place was totally deserted, empty, only a few short days after the investigation should've begun.

The woman took her scanner, activating it, as she walked down the corridors of the lab. She didn't have any idea which section she was in, or how to get out.

She abruptly stopped, looking to two massive footprints seared into the linoleum tile.

"Okay… so, someone's been here." River stood up, continuing.

Walking down the corridor, she found a metal door knocked off its hinges, and proceeded into the room.

White tile lined the walls, a bed up in the corner, and no other furniture or anything else to speak of. The only thing decorating the walls was a single drawing, scribbled in crayon with stick figures. One of them had the word 'papa' over its head in a messy scrawl, the other one '011.'

River swallowed, fighting back tears as she realized she'd stumbled across El's room. She'd known of the girl's upbringing, of course… sympathized on a level no one else would quite understand. On some level, one could suppose, they were the same.

"Doctor, for once… I'm glad you have that bad habit of taking home strays." River murmured, looking around.

Her eyes focused on something on the bed, and she reached out for it.

A book about the Romans.

Her eyes glanced over to the other object on the bed.

Pandora's Box.

"Oh no…" River breathed.


El looked around at the soldiers prepping themselves, and then to Sarah Jane, both wrapped up in blankets to keep away the cold of the winter night.

The girl looked around anxiously, wondering if, since all of the Doctor's enemies, even the ones she hadn't been a part of facing, were coming… would they be able to get out of it?

"Don't worry." Sarah Jane told the girl, seemingly reading her mind. "Your dad has a plan. I'm sure of it."


The communicator in his pocket beeped, and the Doctor held it up to his ear. "TARDIS, where is it?" He immediately demanded.

"Don't raise your voice. Don't look alarmed. Just listen." River instructed calmly, so that anyone who might be able to hear would only be able to make out her tone of voice and nothing else. "They're not real. They can't be. They're all here in this storybook… the Romans. The ones I sent you, the ones with you right now… They're all in a storybook I found in El's room in the Hawkins National Lab."

"What are you even doing there?" The Doctor demanded in response.

"It doesn't matter. The TARDIS went wrong. Doctor, how is this possible."

"Something's using El." The Doctor answered, calmly glancing at the Romans merely going about their usual business. "Using her memories."

"But how?"

"…Had anything else been there?" The Doctor questioned, glancing over his shoulder.

"Yes, there were scorch marks in the corridor. If I had to guess, something seared them into the floor when it heated up enough to blow the door off."

"If they've been to the lab… They're basing all of this off her memories." The Doctor swallowed. "But why?"

"Doctor… who are they?"

"Projections, constructs… duplicates."

"But they were helping us, even my lipstick worked on them."

"They might think they're real." The Doctor considered, whispering. "The perfect disguise. They actually believe their own cover story… right until they're activated."

"It's a trap, it has to be! They used El to create a scenario you'd believe, to get close to you."

"Why!?" The Doctor paced back and forth. "Who'd do that? What for? It doesn't make any sense!

Something exploded on the other end as the TARDIS entered flight, River yelping all the while.

"River?" The Doctor anxiously questioned. "River? River, what's happening!?"

"I don't know! It's the engines!" River answered as the TARDIS hissed. "Doctor, there's something wrong with the TARDIS, like something else is controlling it."

"You're flying it wrong." The Doctor retorted.

"I'm flying it perfectly!" River retorted.

The Doctor shook his head. "Where are you? What's the date reading?"

"It's the eleventh of November 1983."

The Doctor's hair on the back of his neck stood straight up. "You need to get out of there, now. Any other time zone, just go!"

"I can't break free!"

"Well then, shut down the TARDIS!" The Doctor instructed. "Shut down everything!"

"I can't!"

"Silence will fall." A different voice, unknown to River or the Doctor, announced in the TARDIS. "Silence will fall."

"…Someone else is flying it." River swallowed. "An external force. I've lost control."

"But how, why?" The Doctor questioned.

A high-pitched droning suddenly came from everywhere at once, the Doctor almost falling to his knees, as all the Roman soldiers began to tip over, dropping the objects they held.


El inhaled. "Aunt Sarah… something's wrong." She forced out, feeling something smash against her mental barriers.

Sarah Jane looked the girl over worriedly, focusing on her to the point she didn't realize the Romans had become inert. "What is it? What's wrong?"

"I…" El felt the first crack form, allowing a small bit of the other entity to bleed through. It was powerful, ancient… the brethren of the controlling force behind the Romans.

And the controlling intelligence behind the monster in Hawkins.

It couldn't normally just go after minds, it had to leave a piece of itself in the body. But something out there it had found allowed it to go directly for El.

And it was succeeding.


"Listen to me, just land her!" The Doctor commanded. "Anywhere! Emergency landing! There are cracks in time, I've seen them everywhere, and they're getting wider." The Time Lord explained, unaware of the Romans reactivating. "The TARDIS exploding is what causes them somehow, but we can stop them if you just land her!"

"It's not safe!"

Something whirred, and the Doctor's head darted over, as two of the panels on the side of the Pandorica began to slide back.

The communicator fell from the Doctor's ear, as he stared into the blinding light.

"Well now… Ready to come out, are we?"


The Romans on the surface all began to march into the underhenge, as the Shadow slammed into El's mental walls a second time.

"No!" El screamed, clutching her temples. "NO!"

"El!" Sarah Jane looked her over. "What's wrong!?"

El tried to respond, but the intelligence wouldn't let her. It was going to use her. Use her to kill.

No reason.

It just thought it was fun.


"Doctor, I'm down!" River reported.

"Good, now get out!" The Doctor ordered. "Failsafe protocol, the engines will automatically disengage if there are no lifeforms fit to pilot on board! Just get out of there!"

"I'm going."

"Run!" The Doctor bellowed, as he ran up to the Pandorica, beginning to sonic it.

The Romans raised their hands, fingers dropping down to reveal an inner layer of plastic, and gun barrels.


River ran over to the door, grunting as she tried to pull it open, to no avail.

The TARDIS had deadlocked the doors.


"Doctor!" The communicator on the ground shouted. "Doctor! I can't open the doors!"

The Doctor crouched to pick it up, before he caught sight of the Romans, and their current states.

He was in trouble.


"I… I can't!" El cried, rocking back and forth as she desperately tried to fight back against the intelligence. She was a star burning in space…

It was a galaxy.

"Please… don't make me!" El begged the entity. "I don't want to!"

"El," Sarah Jane placed her hands on the girl's shoulders. "El, honey, what's happening!?"

"You… you have to run." El told her. "I can't… I can't…"


"Doctor!" River shouted into the TARDIS's phone. "I can't open the doors! Doctor, please, I've got seconds!" She yelled, as a component on the console exploded.


"Nestene duplicates…" The Doctor looked the Romans up and down distastefully, as two of them led him by the arms away from the Pandorica. "Living plastic dummies driven by the Nestene Consciousness."

The Time Lord glanced over his shoulders. "What's in there, eh? What's coming out?"


River took a set of jumper cables, running them from the console, to the metal lock on the door.


"The Pandorica is ready." The Auton formerly known as Claudio announced, the Doctor's back to the box.

"What?" The Doctor looked over, "You mean it's open?"

"YOU HAVE BEEN SCANNED." The Supreme Dalek announced, voice emanating from thin air. "ASSESSED. UNDERSTOOD. DOCTOR."

The Time Lord slowly turned around, watching as the Supreme Dalek emerged from behind one of the stones, a Strategist and Scientist appearing at its sides.

The Doctor struggled as the Autons forced him to turn around properly, staring directly ahead at the Pandorica. "Scanned? By what? A box?"

"Your limits and capacities have been extrapolated." A deep, synthesized voice explained, as a Cyber-Leader materialized, flanked by two standard Cybermen.

Another trio of blue lights appeared, rhino-like bipeds appearing out of the light. The Judoon. Cops for hire in the very worst way.

A violet glare hit the Doctor's eyes, three short, stocky aliens with dome-like heads appearing out of the air.

"The Pandorica is ready!" A Sontaran Commander announced, two of his subordinates holding rifles.

The Doctor looked between the groups. "Ready for what?"

"READY FOR YOU."

The light from the Pandorica died, and the Doctor took a breath in fear.

It was empty. Waiting for him.

That nameless demon soaked in a blood of countless civilizations…

Who else would it be other than the Doctor?

The Time Lord tried to dig his heels into the ground as the Autons forced him forward.


"No… no… NOOOO!" El screamed, as the intelligence finally smashed through.

Instantly, Sarah Jane's neck twisted with a sickening snap.

The woman stayed upright for only a moment before she fell over.

"No!" El cried, as the intelligence retreated with a laugh. "No! Aunt Sarah!"

The only thing it wanted was to be cruel. It had been successful on that front.


River joined two power conduits from the console together, the system sparking as the power flowed in a way it wasn't meant to.


Trios of every species, Silurians, Hoix… even a few Neverweres like the one in Hawkins watched as the Doctor was dragged forward towards the Pandorica, dragging his feet to try and fight.

Still, the Autons kept moving.


River lifted one of the panels open, fiddling with the innards, before twisting the door lever, as one of the hexagonal roundels exploded, sending glass and sparks across the room.


The Daleks, the Cybermen, the Sontarans… all watched as the Doctor was pushed forward.


El cried, her mind feeling like it had been shredded open, as she leaned over Sarah Jane, desperately feeling for any sign of life.


The Autons forced the Time Lord into the seat of the Pandorica, tightening clasps around his wrists, as metal claws clamped down over his shoulders, and around his torso.

The Sontaran Commander nodded in satisfaction as the Doctor was immobilized.

The countless enemies of the Doctor stood in his direct line of sight, looking upon him with nothing less than pure, undiluted hatred.

"You lot…" The Doctor whispered in horror. "Working together… an Alliance. How's that possible?"

"THE CRACKS IN THE SKIN OF THE UNIVERSE." The Dalek Supreme answered.

"All reality is threatened!" The Sontaran commander snarled.

"All universes will be deleted." The Cyber-Leader stated.

The Doctor looked between them. "What… now you've come to me for help?"

"No!" The Sontaran Commander spat. "We will save the universe-from you!"

"From me?" The Doctor repeated.

"All projections correlate. All evidence concurs." The Cyber-Leader began. "The Doctor will destroy the universe."

"No, no, you've got it wrong." The Time Lord replied.

"The Pandorica was constructed to ensure the security of the Alliance." The Cyber-Leader explained.

"A SCENARIO WAS DEVISED FROM THE MEMORIES OF YOUR COMPANION." The Dalek Supreme outlined.

"A trap the Doctor could not resist." The Sontaran Commander glared.

"THE CRACKS IN TIME ARE THE WORK OF THE DOCTOR-IT IS CONFIRMED!"

"No, not me, the TARDIS!" The Doctor denied. "The TARDIS! And I'm not in the TARDIS!"

"ONLY THE DOCTOR CAN PILOT THE TARDIS."

"Please, listen to me." The Doctor begged.

"YOU WILL BE PREVENTED!"

"Total Event Collapse, every sun will supernova, at every moment in history." The Doctor shook. "The whole universe will never have existed… please listen to me!"

"Seal the Pandorica." The Cyber-Leader ordered, gears beginning to engage as the prison did just that.

"No!" The Doctor screamed. "Please, listen to me! The TARDIS is exploding and I'm the only one who can stop it! LISTEN TO MEEEEEEE!"

The Pandorica closed.


River pulled the doors open, freezing.

A rock wall, the remnants of a planet the TARDIS had landed inside, blocked her escape.

"I'm sorry, my love…" River whispered, turning back to the console.

The heart of the TARDIS, directly underneath the control systems, erupted into an enormous ball of flame.


El wept over Sarah Jane's body, shaking.

The girl looked up, but that only made the tears fall even faster.

One by one… the stars went out.

Silence fell across the