A/N: new chappie! enjoy!

Chapter 15: Fifteen Ships

Olivia growled and thrashed against the metal arm wrapped around her waist and carrying her a good four feet from the ground into a darkened area.

"Put me down!" she shouted as she hit the arm holding her with a fist before it released her and she fell with a thud to the ground, making her groan in pain. "Ow!"

"Olivia!"

She looked up to see Marian shuffling toward her in the darkened cave as she sat up. "Are you alright?"

"Yeah," Olivia groaned, reaching into her jacket to discreetly slip her Sonic out of her pocket, ready to use it if she needed to.

"Where are we?" William questioned, standing over the girls, his dagger unsheathed as his gaze darted around the dark.

"I have brought you to the teleport."

They shot their gazes ahead to stare at the tall metal man in front of them, blocking the exit of the cave.

"Teleport?" Olivia echoed, standing with Marian. "Teleport to where?"

"You will be upgraded," the Cyberman reported in its robotic drone, avoiding the question. "You will serve in the Cyber Army."

"Yeah, not happening," Olivia blurted, gripping her Sonic tightly.

"Why would it need an army?" Will frowned, stepping closer to Olivia.

"What have you done with the people you took from the villagers?!" Marian snapped at the Cyberman and Olivia placed a hand on her shoulder to keep her from advancing on it.

"They have been upgraded," the Cyberman replied, making Olivia swallow and shut her eyes to hide her emotion. "They were afraid, but we took their fear from them."

"What does that mean?!" Marian demanded, looking to Olivia who looked at her in sorrow, her hand falling from her shoulder. "What does 'upgraded' mean?!"

"It means—" Olivia choked, making Marian frown at her before she swallowed against the lump in her throat to continue, "It means…they've been assimilated or changed…into Cybermen."

"So they look like that?!" Will snapped, pointing with his dagger at the Cyberman as Marian stared huge, tearing eyes at Olivia.

"Marian, I'm sorry," she whispered as Marian shook her head in disbelief before burying her face into her hands.

"No!" she sobbed, shaking her head, violently. "This can't be happening!"

"You are afraid," the Cyberman stated the obvious, making Olivia glare up at it, her sorrow turning to rage for the innocent lives it had taken. "But we will take your fear from you."

"How can you have a teleport?" Olivia seethed, marching toward the Cyberman. Will reached out to grab her arm and hold her back, but she was too quick and marched out of his reach to glare up at the Cyberman. "And how can you upgrade people when the technology here is so primitive?"

"You have shown intelligence," the Cyberman noticed without answering her question. "You will be upgraded to Cyberleader."

Olivia's eyes widened as she stepped back, shaking her head as she chuckled, nervously, "Oh, no! You're not making me Cyberleader!"

"Leader?!" Will snapped in confusion.

The Cyberman grabbed Olivia's arm, making her struggle and Will tossed one of his daggers at it, but the blade only bounced off the metal and hit the ground.

"Run!" Olivia shouted at them as she revealed her Sonic Screwdriver.

"We won't leave you!" Will argued drawing another dagger as Marian drew her sword, both read to fight.

"Don't be martyrs! Just go!" Olivia snapped and was about to use her Sonic on the Cyberman, but when Will grabbed Marian's arm and raced out behind the distracted Cyberman, it knocked her screwdriver from her hand, sending it to the ground.

"They will be found again," the Cyberman reported, grabbing her other hand by the wrist when she tried reaching for the Sonic. "You will find them when you have been upgraded."

"That's what you think, you metal moron!" Olivia snapped, struggling to at least have one hand free to grab her Sonic.

Will and Marian stopped to look back at the cave, ready to go back, but just when he saw Olivia somehow pull her hand free and reach for something on the ground, she and the Cyberman holding her captive, disappeared.

"Olivia!" Will shouted, racing back to the entrance to look further into the cave, but they were gone.

"Where did they go?" Marian questioned as Will looked to the cave floor to find a silver wand with a blue head lying at his feet. He knelt down to pick it up and examine it. "They couldn't have disappeared into thin air! That's impossible…isn't it?"

"Maid Marian, we've seen far too many 'impossible' things happen lately that I'm not too sure what is and what isn't," Will admitted as he stood and tucked Olivia's Sonic Screwdriver in his vest pocket before turning to head back out of the cave. "We need to tell the Doctor what's happened. He'll know what to do, I'm certain."

Back at the Camp...

"The Cybermen are taking people and changing them, but how?" the Doctor muttered to himself as he paced in front of Robin and John. "They don't have the technology to do it here. And why is a lone Dalek fighting a Cyberman? It doesn't make sense!"

"Doctor, you're asking questions when we should be trying to find Marian, Will and Olivia!" Robin urged.

"I'm forming a plan, Robin," the Doctor explained, still pacing and not looking at back at him. "We can't just barge into a war between a Dalek and a Cyberman…again. You saw what just happened when we stumbled in like that."

"Well, we can't just sit here!" John insisted as Robin sighed. "They could be hurt or dead!"

The Doctor stopped, finally looking up at the two and stepping closer to place a hand each on their shoulders, glancing between them as he promised, "We will get them back."

Robin watched him carefully, noticing something else behind that reassurance in the Doctor's eyes. He was just as enraged as they were, if not more, and Robin knew from that look that he would do just as he promised.

"Robin!"

They all looked up to the woods to see Marian stumbling out, Will right behind her as she ran toward the three. Robin and John ran toward them, Robin scooping Marian into his arms as John gave Will some water, but the Doctor frowned when he noticed something that made his hearts skip a beat each…Olivia wasn't with them.

"Thank god!" Robin breathed, holding Marian tightly before pushing her to arm's length as the Doctor approached. "How did you escape?"

"Olivia helped us," Will explained, looking to the Doctor when he stepped up to the group. "That metal man took her. He said something about making her a leader, and she dropped this."

The Doctor's eyes widened as Will reached into his vest pocket to pull Olivia's Sonic Screwdriver out, handing it to him. He took it, reverently, his rage building as he stared at it before he gripped it tightly in his fist.

"It said we were in a teleport," Marian continued. "It grabbed Olivia and she told us to run."

"We have to save her," Will urged, noting the Doctor's rage as the Time Lord looked up at him.

"Of course we do, Will, but we need a plan," he nodded, going back to pacing, still holding Olivia's Sonic in his hand. "She's clever enough to stall for us, but time is not on our side."

"What do you need, Doctor?" Robin asked, making him stop and look around at the group staring at him, then down at the Sonic in his hand, his hearts aching and his mind reeling at what could happening to her.

He looked back at the group and sighed, "More time."

On the Cybership...

"Where are you taking me?!" Olivia snapped, struggling against the Cyberman dragging her through his ship.

"You will be held in a cell," the Cyberman droned, stopping next to a cell, shoving her inside and shutting the door behind her when she stumbled in. She turned to run at the bars and grip them, shaking them in rage as it continued, "We must prepare your upgrade. You will become the Cyberleader and lead us to victory against the Daleks."

She froze and stared up at the Cyberman in horror at the mention of Daleks before it turned to march away, bringing her back to her senses.

"Wait!" she called, making it stop and turn back to her. "There's only one Dalek. Why would you need an army for one Dalek?"

"Incorrect," the Cyberman replied, making her frown in wonder. "There are many Daleks here."

Her frown dropped to wide-eyed terror as she swallowed before breathing, "H-How many?"

"Scans indicate there are fifteen Dalek ships above Earth."

"Fifteen?" she shuddered.

"You are afraid. We will take your fear from you. You will lead us to victory."

"And how many Cyberships am I gonna have for this victory?" she retorted, more than irritably at his repetitive droning.

"Ten Cyberships orbit this planet, but we will soon have enough soldiers to defeat them."

Olivia frowned in wonder as she asked, "How long have you been…at war?"

"Approximately eight Earth weeks."

"It'll never end," she warned. "You'll fight and fight, and there will be no victor! They're the Daleks! You'll only die tired!"

"We do not tire. We do not need rest. Once you are made Cyberleader, and we have fixed all damages to our systems, we will defeat them."

"The targeting systems," she breathed, recalling they had none as the Cyberman turned and marched away. She grabbed onto the bars again to try to free herself, knowing it was useless without her Sonic before screaming, "Let me out of here you mechanical zombie! You wait till the Doctor gets me outta here! You'll be in it deep then! Let me out!"

In the Forest...

Robin, John and Will watched a Dalek from the cover of brush for a moment before Robin drew an arrow from his quiver, set it in his bow and aimed for the thing as it rolled by.

"Alright, lads," he whispered. "Get ready to run."

A moment later he launched the arrow at the Dalek, which bounced off the metal, making it turn toward them as they stood from the brush, watching it.

"I have taken fire!" the Dalek shouted, slowly moving toward them. "You will be exterminated!"

"Olivia better appreciate this," Will blurted before they all dashed through the woods, Will leading the way.

"Where's the cave?!" John shouted before ducking when a branch above his head was hit by a shot from the Dalek.

"This way!" Will shouted, turning them through the woods before spotting it. "There it is!"

"Identify! Identify!" the Dalek shouted as they all ducked into the cave, the Dalek blocking the entrance. Robin drew an arrow, readying it to fire at it again as John raised his stick, Will unsheathing one of his daggers. They all stepped back as the Dalek drew closer, shouting, "Exterminate! Exterminate!"

"Will…" John drawled, warningly.

"I saw it disappear with Olivia right here," Will assured him. "Just wait."

On cue, a Cyberman appeared from thin air in front of them, facing the Dalek.

"Delete!"

"Exterminate!"

The three men ducked behind the Cyberman just as the Dalek shot at it, the two shouting at each other.

"How long, Will?!" John questioned over the shouting and shooting.

"Not sure!" Will admitted.

"Retreat required!" the Dalek shouted. "Retreat required!"

"Hold on, lads!" Robin shouted, making the three grab onto the Cyberman wherever they could as it disappeared, taking them all to the Cybership.

Once on board, they used their combined strength to shove the Cyberman away before racing the other way, but another Cyberman spotted them.

"Intruder alert! Intruder alert!"

"Whoa! Guys!"

The three slid to a stop just past Olivia's cell, hurrying back toward her.

"Olivia!" Will grinned. "Are you alright?!"

"Just locked up," she retorted as he reached into one of his pockets. "Where's the Doctor?!"

"Busy," Robin replied, glancing around with his bow and arrow lowered but ready to aim and fire if necessary, John next to him as they were on alert for the Cybermen coming after them.

"But he sent us here to get you, and this is yours, I think," Will assured her, pulling her Sonic Screwdriver from his pocket and handing it to her as she grinned at it. She snatched it from him to unlock the cell, rushing out just as the Cyberman chasing them caught up, followed by two others.

"Intruder alert! Prisoner has escaped!" it shouted before they lifted their arms, mounting with guns to take aim at them.

Olivia lifted her Sonic, aiming it at the gun that emerged from one of their arms, making it spark before she told called, "We need to get outta here!"

"Darling, don't you know?" Robin smirked, taking aim at one of the other Cybermen and launching an arrow at it, lodging it in its eye and sending it to the ground, sparking and twitching before it died. He looked back at her with a wink, resuming, "That's why we're here."

"Nice shot, Loxley," Olivia smirked, slapping his shoulder, playfully. "As usual. This way, boys!"

Olivia grabbed onto Will's sleeve to turn him around, and as he spun, he launched a dagger at the last Cyberman, hitting it in the neck, sending it to the ground as well, dead. They raced down the hall toward the teleport Olivia spotted, but they skidded to a stop when something began materializing in front of them. She grinned as the TARDIS settled in front of them and the Doctor leaned out, glancing around before looking to them.

"Well, what are you waiting for?!" he called, beckoning them toward him with a wave of his arm. "Get in!"

Olivia grinned as she raced toward him, taking his offered hand and he pulled her in as Robin, John and Will hurried in after her, the door shutting behind them. The Doctor pulled Olivia by the hand toward the console to fly it, the other three staring around the control room in shock and awe. The Doctor rounded the console once, flying the blue box before coming up to Olivia's side and turning her to face him, making her frown up at him.

"Are you alright?" he hoped, looking into her eyes and she smiled back at him.

"I'm fine," she nodded with a wink. "I've handled Cybermen before, remember? What's the plan?"

"Get these three back to their camp," the Doctor replied, glancing toward the three and giving a smirk as he looked back at her, murmuring, "They're about to say it."

Olivia gave a frown as he turned back to the console and she looked to the three still staring around the control room in awe. She smirked in realization before turning back to the console as well.

"Your ship," Robin breathed. "It's…"

"It's bigger…on the inside!" Will grinned, rushing toward the console to stare at it with huge eyes in astonishment, stepping next to Olivia as she remained at the console.

"What witchcraft is this?!" John snapped.

"Not witchcraft," the Doctor corrected calmly, still flying. "Well, you might call it that, but it's not. It's another dimension."

"A what?" Robin frowned in wonder, stepping toward the console with John.

"More…timey wimey…stuff," Olivia smirked, making them all frown at her as the Doctor only smirked at her.

"Yes," he nodded, sailing around the console. "Anyway, we have to get these three back to camp."

"And the rest of the plan?" Olivia wondered, leaning sideways on the console to face him, but he didn't look up from the console for a moment. He remained silent as he chanced to glance at her, meeting her expectant glare before looking back to the console as she sighed. "You don't have the rest of the plan, do you?"

"Not…as of yet," he admitted in a mumble.

"Why am I not surprised?" she sighed, rolling her eyes.

"Oi! I just busted you out of jail! Thank me!" he shot back.

"Thank you, husband. Now figure out the rest of the plan!"

"Why don't you, since you're so clever, wife?!" he retorted before slamming the lever down to land the TARDIS and made his way to the door to open it, gesturing outside. "Alright, you three. Out! Marian and Tuck are waiting for you."

"What will you do?" Robin asked, the three of them unmoving.

"Something. Don't worry about us, lads," the Doctor nodded, gesturing outside once more.

"Look, you're daft, but you can't take these things on your own," John realized.

"Not only that, but there's more to it than you think," Olivia chimed in, drawing everyone's attention to her. "There are ten Cyberships up there and…at least fifteen Dalek ships. There's no way—"

"There's only one Dalek ship, Liv," the Doctor cut in, making her frown at him as he approached her to lean next to her on the console. "The Cybermen have got their figures all wrong. The ship has taken on more damage than I thought."

"How did you…?"

"These three bought me time when they went to rescue you whilst I scanned the area for all the ships. I needed time to assess things," he explained when she trailed off before looking to the three still on the TARDIS. "Thank you, but you're only putting yourselves in danger by helping me. I can't have that."

"We're already in the middle of this, Doctor," Robin replied. "These things have hurt my men, kidnapped people, and for what? To turn them into monsters like them? I won't stand for that, Doctor, and I know you won't either. Tell us what you need."

The Doctor frowned slightly and looked to Olivia who only smiled up at him. He scoffed, shaking his head at the daftness of humans he loved before lifting an arm to wrap it around her shoulders and turned to the three men to nod.

"Alright. You take the Cybermen…I'll take the Daleks."

Olivia shot her wide-eyed gaze to him but he kept his eyes on the men.

"Aren't there more of the…Cyber things than the other ones?" John wondered.

"You don't want to face Daleks, trust me," the Doctor replied before looking to Olivia when she slowly pulled away from him to step around the console. He looked back to the men who noticed her mood as well and requested, "Give us a minute, lads?"

They nodded and made their way out the door, Will lingering as he watched Olivia hug herself on the other side of the console before turning to follow Robin and John. The Doctor watched the door shut before shoving off the console to stroll around it, tucking his hands into his pockets as he stepped in front of Olivia, her head bowed and she gave a sniffle.

"Liv…I can still get you away from here," he murmured, pulling his hands from his pockets to step closer and wrap his arms around her, holding her close. "Say the word and I'll take you back to Amelia and your mum."

"And wait around to hear the sound of this stupid box in our backyard?!" she snapped through a sob and her arms threw themselves around him to bury her face in his chest. "I won't do it! I can't just leave you when things get rocky!"

"I'd say it's a bit more than rocky, darling. It's Daleks. If I can run away from things that scare me, then you certainly can, too."

"Theta, I made a vow never leave your side," she reminded him, shaking her head before meeting his gaze, tears streaming down her cheeks. "I didn't let you send me with Amy and Rory on the Asylum and I'm not going to leave you now."

"I have to go to the Dalek ship, Liv," he murmured, lifting his hands to cup her face in his palms, brushing her tears away with his thumbs. "I won't make you go with me based on our wedding vows."

"I couldn't live with myself if I left you now," she shuddered, shaking her head as he stared down at her, his blue eyes glowing in awe when she lifted her hands to his cheeks, their eyes locked. "The Daleks even said it when they were going to send us to the Asylum. 'Olivia Felton must remain with the Doctor for success,' it said. It's you and me, together, like I've said all along."

He gazed down at her in thought, knowing she was about to go to hell and back with him…but it would be with him. She could never just sit and wait…and he loved that about her.

"Alright, Liv," he nodded with an affectionate smile before leaning closer to press a tender kiss to her lips. "Kiss for luck, and you stick close to me."

"Like white on rice, my love," she smiled, making him laugh before pulling her close for a tight hug.

"Let's go tell them my plan then," he murmured, leading her toward the door of the TARDIS. "Hopefully they won't think I'm too daft."

"They will," she nodded with a smirk. "But they'll still go with it."

"Hope so," he smirked, grabbing her hand and pulling her out the door. "Andiamo!"

A/N: seriously, loves, you GOTTA tell me what you think! I haven't had a review on this one since March! it's scaring me! please, please, please? reviews?