The Tardis materialized in the center of the main cavern. The prisoners, huddled in the smoke filled darkness, watched with wide frightened eyes as the light atop the large blue box winked out.

"You see, It's just as I told you." The Doctor tried to reassure the crowd. "When the door opens I want everyone to go inside, single file please... and no shoving."

"Sir..." an elderly prisoner approached the Doctor as the Tardis door swung open "Sir I don't think we'll all fit in there."

"Nonsense!" the Doctor replied "There's plenty of room I assure you." The old man gave him a doubtful look. "Trust me." The man nodded slowly and joined the queue of confused and frightened Antazi.

The Master stood by the door as the prisoners entered and gave the Doctor a scathing look. "So now we're a taxi service," he muttered as he watched the scruffy group filter into the Tardis one by one "charming..."

"That is why I called you here," said the Doctor as he handed him the mobile telephone "Should I have just let them die of smoke inhalation?"

The Master smiled thoughtfully. "Ah, a rhetorical question."

"Yes, so don't answer it." The Doctor smiled "Oh, and there are two more passengers we'll need to locate, you can manage that can't you?"

The Master gave a heavy sigh.

Brinbek watched Telk through the choking smoke that filled the room, his eyes were red and tearing and his breath came out in short gasps. The air was stifling but as yet Brinbek had not succumbed to it. Malik sat on the side of an overturned table staring at them, he too was showing signs of wear but he refused to leave. He waited with crazed eyes which darted from one prisoner to the other in hopeful expectation. The heat in the room began to rise.

"Let him go at least." Brinbek broke the silence "Your hatred for me I can understand, but this is one of your own people."

Malik chuckled under his breath. "You're as much my people as he is" he said flatly.

"What are you saying?"

"That if I could destroy the eldest Toroth prince I can just as easily kill this boy... and you. Our people are one and the same, and neither of them, the Toroth or the Antazi are of consequence anymore. Only the city and it's technology matters. He who rules the city has real power... and I will have it, despite what has happened this day."

"My father said nothing..." Brinbek whispered. Then he remembered his talk with the Doctor, and the strange feeling that he had been trying to tell him something. "The nesting grounds... how could I not see it."

Malik's eyes widened. Then a look of absolute glee lit up his face. "Well well," he coughed "do I have the honor of addressing the king's second son?" He staggered forward "Then at least I'll have that small victory... knowing your king has no one to fill his place." He rested heavily against the table once more.

"You're a fool Malik!" If you don't leave soon you wont have the strength to, take the boy with you... your people have already abandoned this place!"

A dull roar rose up outside the dwelling as the wind changed. The heat suddenly became more intense. All three gasped as they were hit with it. Malik stood quickly. "I think perhaps you're right" he reached inside his pocket and produced the keys to the manacles which held them. He held them out before Brinbek and let them swing from his fingertips "Any last words?" he whispered hoarsely, then he dropped the keys to the floor.

He turned from them and began to make his way to the door when the far wall burst into flame. He hesitated and stared for a moment as the red-black flames licked their way along the wall. With a deafening roar, the fire began to work it's way along the ceiling. As Malik turned to leave, the end of a support beam gave way, striking him down and pinning him to the floor.

Malik stretched pathetically and tried to claw his way from under the beam. Despite his efforts he was held fast. He glanced back at the newly formed opening in the buildings roof. Thick black smoke masked the ceiling and poured out into the now star filled sky. Malik shrieked as fire began to crawl it's way down the beam toward him. In a last ditch effort he began digging into the floorboards. Blood began to well up under his nails. He lifted his head and looked to the prisoners. "Help me!" he screamed.

Telk made no response and seemed to have slipped into unconsciousness. Brinbek looked down at the pinned figure. The key lay between them on the floor, but it was hopelessly out of reach for either of them. "I can do nothing for you," Brinbek exhaled "you brought this judgment upon yourself..." Then his head went slack and he too succumbed to the smoke.

Malik's eyes widened, he screamed hysterically as the fire reached his back. With delicate finger-like flames it burned away at his clothing and ran quickly into his hair. Within seconds his body was surrounded by a chrysalis of flame. The burning figure beat his head against the floor reflexively. His scream rose higher and higher, and then faded into a dull rattle as his head dropped and he lay still.

Amid the roar of the fire a pressurized grinding noise began to fill the air. It was soft at first but then grew in intensity until it nearly drowned out the sound of the rising flames.

The Antazi waited in the cold of the wasteland. The sky was a starless, smoke filled black. In the distance they could still see the orange light of the fire burning steadily where the village once stood. The people gathered in small groups, protectively surrounding the young ones for fear of the creatures that lurked in the wastes. Small cries welled up from the displaced people as they shifted aimlessly in the darkness.

In the center of the crowd a light began to flare into existence. It was accompanied by a low mechanical growl. The light pulsed brightly, reflecting in the eyes of the shocked people as the Tardis materialized. After a brief pause the door opened and the Antazi prisoners began to pour out of the ship. When the last of them had exited the Doctor also stepped into the cool night air.

"Alison!" He scanned the joyful villagers as they were reunited with their loved ones. "Alison are you here?"

"Yes!" she called out "Yes I'm here!" She stood up from a small gathering of Antazi and moved quickly through the throng of prisoners to the Doctor's side. Her hair was disheveled and her clothing darkened by smoke but she was otherwise unharmed.

He gave a sigh of relief. "Is everyone all right?"

"We just did a head count, the prisoners were missing of course... and I couldn't find Brinbek or Telk" she said quietly.

"They're inside," he told her quickly "Brinbek's awake, Telk's suffering from severe smoke inhalation..." Alison looked up at him with concerned eyes "he'll be fine," the Doctor reassured her "he just needs time to rest and recover." He scanned the crowd. "How is everyone holding out?"

"Not so good" admitted Alison. "There's no food, no shelter, and nobody's dressed for this..." she waved her arm at the bleak surroundings and shivered. The Doctor reached to his neck to unclasp the cloak she had given him, only to find it was no longer there. "Never mind that," said Alison "we'll all be all right once we get everyone into the Tardis."

Despite Alison's assertion, the Antazi were not eager to enter the alien ship, and those that had already traveled in it had no desire to do so again. After an hour of unsuccessful attempts by the both of them to convince the villagers, Alison had nearly given up.

"They won't budge," she said with frustration "what do we do?"

"We take them to the city." They both turned to find Brinbek stepping from the Tardis. He was haggard and his yellow eyes were streaked with red. He moved to the center of the crowd to stand by the Doctor's side.

"Why didn't you just tell me?" Brinbek asked him.

"Would you have believed me?"

"I..." Brinbek gazed at the huddled Antazi. "No" he finally said.

"Some things we learn from experience" the Doctor exhaled.

Brinbek nodded "I've learned a great deal today" he whispered. He looked to the Northern hills "I will lead them to the city myself."

"What about your father?" asked Alison.

"He must welcome them in." said Brinbek "There is no place else for them, and the survival of both our peoples depends on it."

"What can we do to help?" asked the Doctor.

"Go ahead of us... tell my father that the Antazi are coming. Tell him I am bringing them home."

The Doctor smiled "He's not going to be pleased you know."

"I know." Brinbek nodded "My father is quite set in his ways, but he can be reasoned with." He scanned the shivering crowd as they watched the three of them with trepidation. "And under the circumstances I don't see how we can turn them away."

"I don't envy you the role you're about to take on" said the Doctor "but I think both the Antazi and the Toroth could have no finer leader."

Brinbek smiled "High praise, I only hope I can be worthy of it." He turned and walked among the gathered Antazi. Fearful at first, they stared at him from the darkness. Then, little by little they drew closer. Inquisitive eyes and outstretched hands gave a slow but wary greeting. The Doctor and Alison watched as the Antazi approached a member of the people they had feared all their lives and found he was not a monster but a living being, as curious and as vulnerable as they were.

Alison opened the Tardis door. She breathed in deeply as the fragrance of the gardens wafted inward. "I'm really going to miss this" she called back to the Master.

"Are you?" He stepped to the door and peered out. In the distance they could see Toroth and Antazi children playing among the trees. Beyond that, in the open clearing, the Doctor stood with a group of rather confused looking Antazi adults. In one hand he held rough branch that he'd fashioned into a makeshift bat, and in the other he held a ball.

"Can you believe what he's doing?" giggled Alison.

"My dear when it comes to the Doctor and his eccentricities I find that I can believe just about anything." He turned and strode back inside the Tardis.

Alison shrugged and walked from the Tardis out into the warm light of the glittering dome. She moved down a grassy path toward the Doctor. The group of Antazi had just broken away from him and were giving the ball an experimental tap when she walked up beside him.

"Just what do you think you're doing?" she asked.

He turned to face her. "Introducing them to one of the finest aspects of earth culture" he smiled "as this world's already been contaminated by humanity I couldn't see the harm."

Alison gazed at them. "So you say... but cricket?"

"Well... they'd have discovered it soon anyway, it's probably in one of those books."

"Probably" Alison echoed, she rolled her eyes.

The soft sound of footsteps could be heard behind them. They turned to find Telk and Brinbek walking across the grass covered field toward them.

"Good to see you up and about Telk!" the Doctor called out.

Telk gave a sad smile as he approached. "Brinbek tells me you're leaving today" he said in a voice that was still somewhat strained.

"I'm afraid so" said the Doctor.

"It's a shame," said Brinbek "I feel there is still so much we could learn from you."

Alison sighed as the Doctor puffed up noticeably. "Of that I've no doubt" he answered "but you'll get there on your own... in your own good time."

"You will always be welcome here" said Brinbek. The Doctor bowed appreciatively.

The light atop the Tardis began to brighten. "I think that's our cue" said Alison.

"Indeed" said the Doctor as he glanced at the Tardis, then he turned back to Brinbek. "It isn't going to be easy you know... bringing them together."

"But it will happen" Brinbek assured him.

The Doctor smiled "I'm certain it will." He stepped forward and shook Telk and Brinbek's hands.

Alison leaned forward and held them both in a close embrace. "Good-bye and good luck" she whispered.

They watched as the Doctor and Alison walked back to the Tardis. "I still can't believe so much has changed in so little time" said Telk.

"Perhaps that way is best" answered the Toroth prince.

The Tardis door closed, and with a pulsing, grinding noise faded from existence. Telk gasped.

"I didn't know it could do that!" He turned to look at Brinbek who simply smiled.

Behind them the Toroth and Antazi children gathered by the glass walls of the gardens and stared in happy anticipation as the flakes of the first snow of winter began to fall.