The Doctor and Rose were ushered through several dimly lit corridors. Despite the fact they were in trouble and probably in danger, Rose couldn't help but look about. The fortress was absolutely massive. The corridors were wide and airy, whereas Rose had imagined them cramped and damp.

Suddenly they found themselves in a courtyard. There were several… beings milling around. Many looked up at their arrival and some that scattered. None said anything, slowly moving away until a large gap yawned between the Doctor, Rose and themselves. After a second, Rose realised something.

"They're afraid of us," she whispered to the Doctor. "I thought it was the guards, but it's us. Why would they be afraid of us?"

The Doctor didn't answer. He was busy watching the others, muttering under his breath. He looked at the head guard. "Why are these people here? What are you doing with them?"

"You will ask no questions. You do not have clearance." The guard waved them away. "Take them to a holding cell. Discover their identities."

"Wait!" The Doctor called out, but it was too late and he and Rose were lead from the courtyard. "I don't understand," he confessed to Rose as they were pushed down yet more corridors. "All those beings. I don't understand what they're doing here. Some of them shouldn't even exist."

"What do you mean?"

They were pushed into a room that had two cot beds against the walls and a single high window. The door shut behind them with a loud and very finally sounding clack. Rose sighed and turned to the Doctor. He stood still, his eyes distant. She knew that look; hated it. She waited. After a moment, the Doctor shook himself back to the present.

"I mean, that some of them were meant to have been wiped out," he said quietly.

"Well obviously some of them survived."

"But they shouldn't have done, Rose. You don't understand."

"No and I never will if you don't tell me!" Rose exclaimed in some annoyance.

"Maybe I don't want to!" The Doctor yelled at her, then grimaced at her hurt expression. "I didn't mean it like that," he said softly. "Rose…" He touched her cheek. "If I explained it, you'd never sleep again."

"Is that why you don't?" She queried gently.

"Did you have to be so observant?" Heasked with a rueful smile. "Something like that, yes. But going back a little ways… the reason they shouldn't be here is because they were wiped out. Which means someone went back and got them."

"Went back?" She echoed. "You mean in time? I thought it was just… you."

"So did I. Apparently I was wrong."

Their discussion was interrupted as the door opened. The head guard stood there, only this time he had removed the helmet. He stared at the Doctor and then Rose, his dark eyes unforgiving. He stepped into the cell, closing the door behind him.

"I need to know who you are, how you got here and what youwere planning ondoing," he said.

"I'm the Doctor," he said attempting to shake the guard's hand. "As to how we got here; we came in a time machine, by mistake."

"Time machine?" The guard asked. Rose expected him to be dismissive, but instead he seemed interested.

"Yes, the TARDIS… it's…"

"TARDIS?" The guard stood straighter, more alert. "I think you'd better come with me. The Mistress would be most interested in speaking with you."

"Mistress?"

"Yes, the Mistress of Haven."

"And Haven is where we are?"

"It is," the guard admitted leading them through the door. The two guards who had been stood on either side of the doorway fell in automatically.

"Well that's one mystery solved," the Doctor said to Rose.