The Doctor and Martha quickly tracked down Solomon and found him clearing up the front of the shack he'd emerged from just after their arrival in Hooverville.

"So," the Doctor began again, and Solomon's head whipped around in surprise, "men going missing. Is this true?" he asked softly, unfolding the newspaper from his pocket and holding it up.

Solomon's gaze settled on it for a long moment, before he slowly reached out and took it, smoothing the crumpled pages as he nodded.

"It's true, alright," he confirmed and seemed to hesitate before inviting the two travellers inside his tent with a sharp nod, taking the paper with him.

"What does 'missing' mean, exactly," the Doctor prodded, even as he held the fabric flap that acted as a door open for Martha, waiting until she'd ducked inside to follow.

He kept a sharp eye on his companion, even as he questioned Solomon, her hands rubbing up and down her arms to ward off the November chill.

"People must come and go here all the time, it's not like anyone's keeping a register," the Doctor continued, making sure the flap closed behind him to keep in what little warmth there was, and settling beside Martha on a makeshift bench, raising his internal temperature just slightly and letting her lean against his side for warmth.

Solomon moved around the small space, taking off his hat, and claiming another makeshift seat as he set about starting a fire inside the tiny hut.

"This is different," he said simply.

"In what way?" Martha asked before the Doctor could, and he resisted the urge to grin at her curiosity despite the cold distracting her.

Solomon paused again, but the Doctor was slowly learning to read his face. His hesitation was caused by reluctance and a dash of resignation, and it told him that the man's concerns had been brushed aside one too many times. He didn't want to be brushed off again.

"Someone takes 'em," he finally answered, and the Doctor frowned. "At night," Solomon continued, "we'll hear something. Someone calls out for help, but... by the time we get there, they're gone. Like they vanish into thin air." He sighed, a defeated slump to his head and shoulders.

"And you're sure someone's taking them?" the Doctor asked, but even as the words slipped out he could almost feel the smack Rose would have landed to the back of his head and he winced at the echo of the pain. Of course the man was sure, it was written in every tired line of his face.

"Doctor, when you got next ta; nothin' you hold on ta' the little you got," Solomon said, eyes earnest, and the Doctor found himself nodding in agreement, even as Solomon continued. "Knife, blanket, yah take it with yah. You don't leave bread uneaten, fire still burning..."

"Have you been to the police?" Martha asked, but the softness to her voice suggested she already knew the answer, and Solomon turned to her, nodding.

"Yeah, we tried that. 'Nother deadbeat goes missing, big deal."

"So, the question is who's taking them, and what for?" The Doctor mused, eyebrows drawing together with a frown as large portions of his mind began hurtling off in various directions, trying to work on the clues he's already gathered.

"Sol!" can a shout, shattering the Doctor's focus, and he could feel Martha jump at his side.

"Solomon! Mr Diagoras is here!" said a young man as he burst into the shack, skidding to an immediate half when faced with two strangers, despite the friendly grin the Doctor sent him

His announcement had Solomon back on his feet in a moment, and he quickly steered the young man out of the shack without a backward glance at the Doctor or Martha.

Grabbing Martha's hand, the Doctor pulled them both to their feet and followed after the two men quickly.

What they found, less than a hundred yards from Solomon's hut was a greasy looking human in a sharp suit with what appeared to be two bodyguards on either side of him, standing on a small box and offering work to the crowd of Hooverville citizens gathering around him.

"...sure looks like you could use the money!" the Doctor heard as they approached, and the teen who had run to get Solomon shouted out from the crowd.

"Yeah? What's the money?"

"A dollar a day," Diagoras replied and the Doctor frowned. With all the currencies in all the time periods in the universe, he wasn't completely sure, but that didn't sound like very much even for this time, but he stayed silent.

From the mutterings rising around him, no one seemed happy with the offered wage, but many were desperate enough to consider it.

"What's the work?" Solomon was the next to shout, and again his answer came swiftly.

"A little trip down the sewers."

The information was met with louder groans and complaints this time, that Diagoras spoke over as he continued to describe the job while the Doctor watched the discontent of the crowd grow.

"We've got a tunnel collapsed. Needs clearing and fixing. Any takers?"

"A dollar a day? That's slave wage," Solomon shouted back, and many of the crowd chimed their agreements, which explained why there had yet to be any hands raised to accept the job just yet, "and men don't always come back up, do they?" Solomon added.

He clearly knew the answer to that question, but Diagoras suddenly seemed nervous to the Doctor's eyes, and plastered on a smile, brushing aside the topic in a way that drew the Doctor's suspicions to the surface.

"Accidents happen!"

"What do you mean? What sort of accidents?" the Doctor called. Sure, sewer tunnels could collapse, but the crowd's reaction seemed extreme for what should have been a fairly common occurrence, but instead of answer Diagoras deflected and something in the back of the Doctor's mind, some instinct for trouble, set off a mauve alert and he found his hand rising.

"Enough with the questions!" Diagoras shouted, and the Doctor shook his head slightly, lifting his eyebrows in an expression of innocence.

"Oh, no. No, no, I'm volunteering. I'll go," he said simply, turning to Martha when he saw her lift her hand out of the corner of his eye.

"I'll kill you for this," she muttered, and the Doctor couldn't stop the soft giggle that escaped him, a thrilled smile sliding across his ace.

It was nice to have his life threatened by someone he knew wouldn't actually follow through on their word, and Martha was so serious about it, he couldn't seem to wipe the grin from his face.

Seeing him and Martha with their hands in the air, the teen also volunteered, and Solomon seemed to reluctantly follow suit.

The Doctor didn't know if it was curiosity or desperation that spurred them to sign up or a combination of both, but he was determined in that moment to make sure all four of them came out of the sewers in one piece.

While the two bodyguards escorted them across town to the sewer entrance they needed, Diagoras got into a car and left, announcing that he'd meet them there.

Solomon had introduced them to the teenager, Frank, but beyond the introductions, the walk from Hooverville to the sewer entrance had been made in near silence, and when the four of them arrived Diagoras had been waiting as promised, an open manhole cover sitting next to his shiny new shoes.

"Alright then, here's a torch for each of yah, some rope, an' a couple of shovels, two radios an' a few tools to repair the collapse once you've cleared it away," he explained, handing over the meagre equipment and preceding them into the tunnel.

Once at the bottom he waved them down and slowly all four descended into the dark.

Diagoras waited until the last on them, Frank, hopped off the bottom rung of the ladder before continuing his instructions.

"Turn left," he said, waving his hand in the direction they needed to go, "then was roughly half a mile. Follow tunnel two-seven-three an' the fall's right ahead of yah. Yah can't miss it."

"And when do we get our dollar?" Frank asked, his eyes wide and voice demanding over the squeals of the rats.

"When you come back up," Diagoras answered, meeting the boys' eyes, staring him out, and the Doctor saw the teenager swallow hard.

"And if we don't come back up?" the Doctor asked, taking the man's attention away from Frank. Diagoras locked his gaze with the Doctor's then, but the Time Lord wasn't some human adolescent and didn't waver.

"Then I got no one to pay."

"Don't worry, we'll be back," Solomon said firmly.

"Let's hope so," Martha added quietly to Solomon's confident declaration, but the Doctor was still staring down Diagoras and the human hadn't yet glanced away.

There weren't many creatures in the universe who could hold his gaze for long. The eyes of a Time Lord were too old, too deep, and his, in particular, were too scarred from the war, but something had given Diagoras the confidence to do so and that alone gave the Doctor some concern.

He could hear the others moving away, their footsteps echoing in the tunnel, but it was only when he heard them start to take the first left that he slowly stepped back from Diagoras and turned away to follow after Martha.

Even then the Doctor could sense the man's cold eyes on his back, and he could feel his body preparing to run or fight.

There was more going on in these sewers than a collapsed tunnel, and instinct told him they were going to walk right into it.

"We just gotta stick together," he could hear Frank telling Martha as he caught up with the other three. "It's easy to get lost. S'like a huge rabbit warren. You could hide an army down here," he continued and the Doctor sighed.

"That's what I'm worried about," he muttered to himself, wincing at the echoes the tunnel caused around them, but his words had been drowned out by the splashing of their feet, and Franks' continued chatter as he explained the sewer system to Martha.

There was a slight tremble in the young man's voice, the only indication that said he didn't want to be there, so the Doctor let him fill the silence with comforting babble as they walked.

He busied himself instead with studying the tunnels as they moved, making note of anything that would help orientate them so they could easily find their way back out, and eventually, he found himself walking beside Solomon.

"So, this Diagoras bloke. Who is he, then?" he asked. The smart-suited man continued to rub the Doctor the wrong way, even when they were no longer in his presence, and he hadn't made it to over nine-hundred years old by ignoring those instincts.

"Couple o' months ago, he was just another foreman," Solomon answered, "now... it seems like he's running most of Manhattan."

The Doctor frowned, turning the man's words over in his mind, "How'd he manage that, then?"

"These are strange times," Solomon said with a humourless laugh, "man can go from bein' a kind o' the hill to the lowest of the low overnight. Just, for some folks, it works the other way 'round."

The Doctor had continued watching their surroundings with sharp eyes while he listened to Solomon, and was quietly relieved at his ability to multitask when they almost walked straight over something not right. Something that definitely didn't belong in a sewer system, on Earth, in the twentieth century.

"Woah!" he called and came to a slow stop before the softly glowing lump of something.

Martha pushed forward to stand at his side with her torch, and when he crouched down to get a better look she joined him quickly.

"Is it radioactive, or something?" she asked, and the Doctor placed his lantern on the ground, glasses sliding onto his face just as his respiratory bypass kicked in and Martha gagged loudly.

"It's gone off, whatever it is!" She choked out, her free hand pressed against her face in an attempt to ward off the smell. Without waiting for his companion to adjust, the Doctor leant forward and carefully slid his fingers underneath the glowing green mass.

It seemed to be flesh, of some kind, and he brought it up from the ground and close to his face so he could get a better look at the composition.

"...and you've got to pick it up," Martha muttered beside him, the disgust clear in her voice even without glancing at her. It was obvious she couldn't be any less amused by his decision, but the Doctor was too focussed to think up a witty come back, watching the strange jellyfish-like tendrils hanging from the bottom of the mass, something familiar tugging at the back of his mind and faded memories stirring.

He pulled it closer, peering at it in the dark, mouth opening and he nearly jumped out of his skin when, clear as Martha beside him, he heard Rose's voice.

" Don't you dare lick that thing! You don't even know what it is yet! "

He drew in a deep breath in surprise, shutting off his respiratory bypass as his answer hovered in his mind.

" I wasn't planning on it! "

" Yeah right, " she muttered before the Doctor reminded himself that she was gone. That her words were nothing more than an echo. His mind conjuring what she might have said if she'd been crouched by his side.

He swallowed, hard, and frowned at the gloopy mess in his hands. He ran his thumbs across the surface and began to analyse the scents that his surprise had inadvertently allowed him to collect.

"Shine your torch through it?" he asked Martha and squinted slightly as the membrane lit up, completing the puzzle in his mind.

The texture, the smell, the makeup revealed through the light...

"Composite organic matter," he muttered. Flesh, grown in a lab from more than one type of DNA and he raised his eyes to his companion, taking a small measure of amusement from the horrified disgust on her features, while her hand covered so much of her mouth and nose as it could.

"Martha? Medical opinion?" he prompted, curious to see if she'd be able to pull her hand away from her face long enough to answer him, but once again the young woman impressed.

"It's not human, I know that!" she announced, lowering her hand and pressing it against her chest, her voice shaking and the Doctor nodded, a swell of pride running through him as she tried not to reel back from the stench.

"No, it's no," he confirmed, but the memory of what it reminded him of was still tucked away, just out of reach. Whatever it was, the real question had become how it had gotten over a mile into the sewers.

Just like that, another thought sparked and connected in his head and he rose to his feet swiftly, shoulders tensed, "And I'll tell you something else... We must be at least half a mile in and I don't see any sign of a collapse, do you?" he asked the others.

Suddenly, more than a little wary, all of them began glancing around, as though they'd have been able to miss a collapsed tunnel by accident.

The section of sewers they were standing in was narrow, the Doctor noticed, with nowhere to run or hide if something was down there with them, and the jellyfish creature tucked away in his pocket strongly implied that they weren't down there alone.

"So, why did Mister Diagoras send us down here?" he continued, as the other three shone their torches around them trying, almost desperately, to locate some kind of collapse or sign to make his logical line of thought obsolete.

"Where are we now?" Martha asked, "What's above us?" and the Doctor quickly ran their path along the sewer tunnels through his mind, overlaying it onto the geography of the surface before answering.

"Well, we're right underneath Manhattan, actually," he told her, glancing up at the curved top of the tunnel to stare at the wet stone above them speculatively, and there was a long moment of silence before Solomon seemed to almost physically shake himself.

"Well it's got to be down here. He's got no reason to offer pay when there's no work needs doing. Probably just... misjudged the distance," Solomon announced. "We keep going and we're bound to hit the collapse soon," he continued and Frank nodded, eager for a less pessimistic outlook that the Doctor's words had painted and the Time Lord nodded.

Deeper into the tunnels would give him answers, regardless.

"Right, yes. That must be it. Let's all get going then," he agreed, ignoring the pointed look Martha was shooting him as the other two started marching off through the tunnels, their pace quickened by fear.

"Keep your eyes open," the Doctor warned her, his own worried gaze fixed on Solomon and Frank as they moved ahead, "we've no idea what we're walking into."

He glanced at Martha and waited until she nodded, before grabbing her hand, the pair of them falling into a light jog as they moved to catch up with the two men.


When Rose, Jack and Gwen arrived at Estelle's home all three helped the woman unload her equipment from her car and carried it inside for her, letting Estelle direct them on where to place it.

"Thank you Jack, girls," Estelle said once the items had been put down, but Rose had been quickly distracted by the large black and white cat that Estelle was carrying around in her arms.

"Who's this handsome guy, then?" she asked and Estelle beamed at her proudly, easily handing the large cat over to Rose so she could pet him.

"This is Moses," she introduced, and Rose gently scratched under his chin, watching the cats eyes half close as a loud purr began rumbling out from his throat.

As Gwen moved to stand beside her, also petting the cat, Estelle picked up a folder and handed it to Jack with a smile.

"They're mostly just pictures of the area," she warned him, before moving back to Rose and relieving her of the cat.

"Come on, my darling, it's quite time you went outside, isn't it?" she murmured to the creature, and Rose grinned as she passed the docile creature back to Estelle's arms.

She had only just left the room with the cat when Gwen tugged on the sleeve of Rose's shirt and led her over to the mantelpiece, silently pointing out a photo right in the middle that had apparently caught her eye, and Rose felt her breath catch.

"Rose, is that...?" Gwen half asked, hesitating, and as Rose stared at a black and white photograph of her best friend, she scrambled for something to say that didn't touch on immortality.

"This is you," Gwen called over to Jack before Rose could come up with anything to say, she quickly snatched up the picture frame to get a close look, leaving Rose to stare over her shoulder at Jack helplessly.

"Sorry?" he called back, finally lifting his eyes from the folder of pictures in his hands. He met Roses' eyes and frowned, and she hoped her expression gave him enough warning.

He managed to cross the living room in just a couple of strides and took the picture from Gwen's hands, staring at it in silence for a moment before he shook his head and sighed.

"No, that's my dad. He and Estelle were quite an item, once upon a time. They were inseparable."

His eyes were fixed on the picture, and Rose could feel the questions settling on the tip of her tongue, but she swallowed them back. She'd recognised the affection in his eyes back at the auditorium, and the photograph had confirmed it.

She didn't need the details unless he wanted to share, but Gwen wasn't willing to leave it alone.

"Then why did they part?" she asked, and Rose cleared her throat sharply, snapping the brunette's attention away from Jack.

"Military uniform, I'd say the war separated them," she said, her voice tired and a little sad at the reality of that statement.

"He was posted abroad," Jack confirmed, replacing the picture Gwen had picked up, before selecting an unframed one and handing it over to Rose. The new image showed him and Estelle sitting on a wooden gate, looking exactly like what they had probably been. Young lovers.

"She volunteered to work on the land. It just.. happened that way," he finished, before turning and moving back to the folder of pictures Estelle had left him with, effectively ending the discussion and leaving Gwen and Rose staring at his back.

Gwen caught Rose's eye, but all she could offer the brunette was a shrug, and a moment later Gwen disappeared out the living room towards the back door Estelle had taken Moses through.

"She's not going to let that go, you know," Rose warned quietly as she moved to stand beside Jack, and his blue eyes glanced at her for a moment before they dropped back to the pictures, looking suddenly very tired as he sighed and nodded.

"I know."

They stood together, and Rose let her shoulder press against his arm gently. As the silence lengthened, Jack turned his attention back to her, "You're not going to ask?"

She shook her head before she could meet his eyes, and she knew she must have a similarly world-weary look on her face.

"I don't need to," she admitted softly, "you love her. I don't need to know any more than that until you want to tell me more."

Jack smiled then, relief lining his face as his frame replaced and he shook his head, grinning just enough to pull an answering smile on Rose's lips.

"What? Did you think I was going to grill you on your love life since we parted ways? No thanks, Jack. I made that mistake once before," she teased gently, her smile widening when she managed to pull a gentle laugh from the Captain as he flipped the album closed.

"Shall we rescue your lady love from Gwen's detective skills?" she suggested, stepping away from the table and ignoring Jack's eye roll as she led the way into the garden.

She could hear Jack moving to follow her, and called out for the house owner as she stepped into the overgrown garden.

"Estelle?"

She spotted the woman sitting on a stone bench beside Gwen and approached the pair with a smile.

"We're off, but if you see these faeries again, could you give Jack a call for me? I'd love to see them myself, and you seem to be my best chance at that," Rose explained and Estelle beamed at her, seeming thrilled.

"Absolutely!" she promised, and Rose could hear Jack sigh just behind her.

"Just, be careful? Please?" he asked gently, and Estelle's cheerfulness was immediately muted.

"Can't hurt to be careful," Rose threw in. "Better safe than sorry, yeah?"

Estelle hesitated, before slowly agreeing but her nod was firm, and Jack quickly stepped forward and pulled the woman into a gentle hun, pressing a kiss to the crown of her head and Estelle leant into him, her eyes closing.

Rose didn't bother smothering the soft smile that crept onto her face at the implicit trust in the motion, and she nudged Gwen lightly, moving them both away from Jack and Estelle, giving the pair a moment of privacy before they were forced to part.

She and Gwen made their way out of the garden via the back gate, and stood on the street, leaning against the stone wall, that surrounded Estelle's house, in comfortable silence while they waited for Jack to say his goodbyes.

Eventually, Gwen shifted slightly, and Rose glanced at the woman only to find her grimacing.

"It was daft, thinkin' that picture was Jack. It was old, discoloured..." she muttered softly, and Rose turned and shook her head.

"Nah, wasn't daft. He looks so much like his dad, it was an easy mistake to make," Rose offered, but she could feel her heart pounding when Gwen's eyes narrowed.

"You didn't bat an eyelash when I said it was Jack though. You weren't even surprised. It's like you were thinking the same thing."

Rose didn't know how to respond to the woman's speculation. She didn't want to lie any more than she had to, because Gwen was absolutely right, but before she could come up with a convincing answer, or Gwen could ask any more pointed questions, Jack emerged from around the side of the house and stepped onto the street beside them.

He kept walking, the folder of pictures from Estelle's tucked under one arm, and the two women quickly tried to catch up as they moved back in the direction they'd parked the SUV, their pace brisk to keep up with the Captain.

"Jack?" Rose called questioningly, and the man sighed, slowing half a step to let them catch up.

"Estelle shouldn't be living in town. She belongs in the countryside," he muttered softly, shaking his head, and Rose slipped her hand into his, earning a brief but grateful smile.

"How often do you get to see her?" Gwen asked from his other side.

"We meet up now and again."

Rose squeezed his hand gently, reassuringly. She knew he couldn't see Estelle often, in case the woman realised that he wasn't ageing as he could.

"Whenever she sees her faeries?" Gwen questioned further, and Rose felt Jack tense.

"She calls them faeries, I don't," he said darkly, and Rose nudged his arm, cautiously pulling him out of the dark mood he was sliding towards.

"What do you call them?" she asked, wondering if she was finally going to find out what was worrying him so deeply about these particular beings.

"They've never really had a proper name," Jack sighed, "they're old. Something from way back at the dawn of time. How do you put a name to something like that? Apart from being deceptively innocent and misleading, faeries is as good a title as any, I suppose."

"Are we still talking alien?" Gwen asked, nose wrinkling in consternation at his words, and Jack shook his head.

"No, wose," he answered darkly, and Rose felt a chill travel the length of her spine.

"How come?" Gwen said.

"If they're not alien then they belong here, which means we can't just send them on their way," Rose answered, her own voice darkening with concern.

"They're part of us, part of our world," Jack agreed, "but we know next to nothing about them. We pretend we understand them and what they want. We see bright lights and pretend to know what they look like. We imagine them happy. See tiny wings bathed in moonlight, something ethereal and beautiful—"

"And deadly," Rose finished, drawing Gwen and Jack's eyes to her, but it was Jack's that held her attention. She could see the hint of fear hidden there behind blue eyes and swallowed hard.

"Deadly?" Gwen asked, starting to sound scared, and Rose nodded.

"Jack wouldn't be this worried otherwise," she said, and he tugged on her hand, pulling her off balance until she stumbled into his side.

"Stop translating my expressions for my employees," he teased, breaking the tension and Rose offered him a soft grin until his smile faded, and he continued explaining the creatures to her and Gwen.

"Think dangerous. Think of something you can only half see, like a glimpse. Something in the corner of your eye. A shadow. A touch of myth and legend. An echo of the spirit world with just a dash of reality all jumbled together."

He stopped walking then, and handed the folder of pictures to Rose, before turning back to Gwen, his tumultuous description continuing as he used his hands to try and articulate the miasma of facets these so-called 'faeries' were made up of.

"Old moments and memories that are frozen in amongst all of it, like debris spinning around a ringed planet. Rossing, turning, whirling, backwards and forwards through time..."

He paused then, lips pressed together sharply as he shot a concerned glance back down the street towards Estelle's houses before he shook himself and turned back around, starting to move off down the street again, Gwen and Rose once more moving to walk on either side of him.

"If this is them, then we have to find them. Figure out what they want before all hell breaks loose."

"Backwards and forwards through time?" Rose asked softly, trying to push down on the threads of hope that the creatures might be able to help them find the Doctor, but Jack met her gaze and the hope withered.

"In the worst way," he confirmed.

Rose didn't know what he could see in her eyes but he wrapped an arm around her shoulders and pulled her into a gentle hug as they made their way back to the car, her head against his shoulder as she fought against the bitter disappointment.