The Last Time Lord and The Impossible Girl Classic Edition

by Smaug25

The Doctor and Clara Oswald. The Hybrid. They will laugh, cry, love but most of all, run. They shall run from the beginning to the end of time and beyond, and if anything tries to stand in their way, their worlds will burn. *STORY BEING RE-WRITTEN*

46. Gridlock

Gridlock

TARDIS

*Beeps* (All patched up, Clara)

Clara, with a small wince, put her hand over her now healed chest, for after the TARDIS had figuratively worked its miracle, there was now no trace of there ever being a literal bloody hole in her chest. Just without the bleeding, since she can't bleed. "Ow." She remarked to the TARDIS.

*Beeps* (Not my fault, big eyes)

""Big eyes"?" Clara frowned. "My eyes aren't-"

"Yes, they are." The Doctor interrupted as he entered into the med bay with his hands behind his back. "You all right, Clara?"

"Yeah." She nodded, standing up and clicking her back with a small groan. "I'm okay. What about the sweater?" She asked, and the Doctor shook his head.

"But," He started, bringing his hands out into view, "the TARDIS did make a new one for you."

Clara blinked, for the new sweater he held up looked the same as the old one, except it was now had a very nice blend of blue with grey, instead of just pure grey. "Thank you." She beamed to the TARDIS, placing a kiss upon the wall.

*Beeps* (You're welcome, big eyes)

Clara rolled said eyes. "That's going to get old very quickly." She muttered.

The Doctor shook his head as he helped Clara put the sweater on. "Knowing the old girl, there's nothing she can let go stale." He remarked before kissing her on the forehead. "Come on." Heading out of the med bay, they walked through the corridors of the ship until they entered back into the console room, where Martha was sitting patiently on the Captain's chair.

"Looking good as new, I see." Martha said, marching over and bringing Clara into a hug as the Doctor started to pace around the console.

"As good as I can get." Clara shrugged as they parted, and she walked over to join the Doctor in piloting the ship, while Martha leaned against a coral archway.

"My one trip's over then, huh?" Martha remarked with a tinge of sadness.

"That's what we said, yeah." The Doctor said. "Just one trip in the TARDIS and then home." Then, the couple exchanged a long look and a sigh. "Although…we could…"

"Stretch the definition." Clara finished.

"Yeah."

"One trip into the past, one into the future."

They then looked over at a surprised yet positively relieved Martha. "How about that?" They asked, and Martha just shrugged.

"No complaints from me." She said with a chuckle.

"How about a different planet?" Clara asked with a smile.

Martha shrugged. "I have no idea." She admitted. "Okay, is there any planets where they have like outer space cities, all spires and stuff, with great big temples and cathedrals, lots of planets in the sky, a beautiful sky with billions of stars seen at night, and millions of different alien species roaming about in their day to day lives?" Martha rambled.

Clara just blinked at her, while the Doctor, who had his head down with a smirk, worked solo on the console. "How many times exactly have you watched Star Wars?" She asked.

Martha flushed. "Well, not that much-"

"You and your family grew up on it, parents took you to see it like a ritual?" Clara continued.

"Well, it's got some really cool planets." Martha defended. "And other cool…stuff." She added with a small blink.

Clara gave a shrug at that. "Fair enough." She then stood silent for a few moments, slowly but surely gaining a mischievous twinkle in her eyes. "You know, we actually did go to a planet like that. Feels like a lifetime ago." She muttered, drawing the monitor over. "How about it, Doctor?" She asked, but the Doctor didn't answer. "Doctor?"

He looked over at Clara with a sad look of longing in his eyes. "I do know of one planet." He admitted, and Clara, having already guessed the planet he was talking about, had let her eyes become inflated as she stared at him.

"Well, what's it like?" Martha asked with a gentle tone, as she felt the tone in the room quickly becoming sorrowful.

The Doctor, as he began to talk, never once took his eyes away from Clara. "The skies are burnt orange, with the Citadel enclosed in a mighty glass dome, shining under the twin suns. Beyond that the mountains go on forever, slopes of deep red grass, capped with snow." He finished, giving Clara a sad smile. "Me and my friend, we grew up there, always running around the fields of his father's estates on the slopes of Mt. Perdition. More than once we got told off for staying out too late, all before…" He trailed off with a shake of his head. Clara quickly took his hand and placed a kiss on his palm, to which he gave her a grateful smile.

*Beeps* (Come on, thief. Peaceful thoughts)

The TARDIS' interruption made him chuckle, and he patted the console. "Thanks, old girl." He said, and the couple went back to piloting the TARDIS with a renewed sense of energy that made even Martha smile again. "Go on, Clara. Tell her where we're going." The Doctor said.

Martha blinked. "But she was going to tell…what?" She muttered.

"Long story." They said, and Martha rolled her eyes.

"The year will be 5,000,000,053. The planet is New Earth." Clara said to Martha. "The second home planet for mankind. A complete total of fifty thousand light years from the original Earth, and we are landing right in the middle of New New York."

"Sorry?" Martha muttered with a chuckle.

"Yeah, seriously. "New New York"." Clara said as they landed the TARDIS with a thud, before she raced over to help the Doctor put on his overcoat.

"Well, technically," The Doctor started as they moved to the doors, "it's the 15th New York so it makes it "New New New New New New New New New New New New New New York". And, it is one of the most dazzling cities ever built." He wrenched open the door, and the arrow from Queen Elizabeth's guard almost smacked him in the face. "Bloody hell." He muttered as Clara wrenched it out and Martha stepped out first. Into a messy alleyway. In the rain.

"Oh, that's nice!" Martha growled lightly as she quickly became drenched in the downpour. "If this is your version of dazzling."

"Nah. Bit of rain never hurt anyone." Clara rejected.

"Well, unless it's acid rain." The Doctor added. "And there are a couple of planets that-"

"Don't ruin the mood." Clara admonished as she took his hand. "Come on, let's get under cover." She led them racing through the alleyway until they rounded a corner, where they found the alley now had four large rusted green shop vendors sitting against the walls. There was a small green roof over a pod on the right wall, and they quickly moved underneath, shaking the water from their clothes.

"Well, it looks like the same old Earth to me." Martha quipped. "On a Wednesday afternoon." She added dryly as Clara drained out the water from her hair.

"Hold on, hold on." The Doctor muttered. "Let's have a look." He moved to stand before a small inactive monitor, and he used his sonic on the screen, which sparkled into life, but all it gave them was static and a broken, modulated female voice.

"We've got reports of a multi-" The female voice was cut off by the static, and the Doctor squinted.

"This hasn't been used in a long time." He commented, using the sonic and banging the steel cover around the screen for a few moments. When he had finished, the screen finally turned into something proper to look at. It was a female presenter, however the screen itself, due to its underuse, only showed its picture in a green hue, so they could only guess that she was blonde and had a black suit top, but the screen never changed in its broken colour.

"With an extra 15 new lanes open in the New Jersey expressway, driving should be clear and easy." The woman said, her voice, while still hindered a bit by static, was no longer broken or modulated as badly as before.

"They still have traffic?" Martha asked as the Doctor began to tinker around with the screen again.

"Wherever there's vehicles, being it flying or otherwise, there will always be traffic." Clara said, glancing at Martha. "It's like a good news, bad news situation. "Good news: Your car can fly. Bad news: So can all the others."" Clara quipped, as the Doctor stopped tinkering with the screen to bring up an outside stock footage view of the city of New New York, flying cars and all.

"Ah, that's more like it." The Doctor said, tapping the screen. "That's the view we had last time. This must be the lower levels. Some sort of Under-City, or the "Slums" if you will."

Martha glanced at them with a half glare. "You brought me to the slums?" She asked.

"Much more interesting!" The Doctor defended enthusiastically. "It's all cocktails and glitter up there!" He said as he pointed to the roof. "This is the real city."

"You two would enjoy anything." Martha muttered with a shake of her head.

"And the rain's stopped." Clara said aloud as the rain indeed stopped pouring, allowing them to exit from under the shelter.

"When you say "Last time"…" Martha trailed off, and they nodded.

"Yeah, we were here once before." Clara blinked. "Well…we didn't do much. We were…trapped inside a hospital under lockdown with a swarm of infected Humans."

"Ew." Martha muttered simply, and they just shrugged.

"We know."

"Oh! You should have said!" The sudden male voice made them blink, darting their eyes around the alley before one of the nearby green shop vendors suddenly swung open, and a scruffy man with brown hair looked down at them with a grin on his face, but they recognized immediately that it was more of a salesman's grin than anything else. "How long have you been there?" He asked rhetorically before smacking his hand on his shop vendor windowsill. "Happy. You want Happy. Happy Happy." He said, the Doctor and Clara sharing a dull glare while Martha sighed as two more shop vendors swung open, one with a dark-skinned lady and another with a…rather large woman, and they both bore salesman grins on their faces.

"Customers! We've got customers!" The lady called in excitement.

"We're in business." The other woman said with a smile on her face. "Mother! Open up the Mellow, not the Rage!" She called behind her, and the three of them began to rummage around out of sight before bringing out small bags containing coloured badges. At least, they looked like badges, but the constant swinging and shaking from the sellers made it a bit hard to tell.

"Happy Happy! Lovely Happy!" The man called to them.

"Anger! Buy some Anger!" The lady called.

"Mellow! Makes you all bendy and soft all day long!" The woman ushered.

"Don't go to them! They'll rip you off! Do you want some Happy?!"

"No thanks." The couple said in emotionless unison.

"Are they selling drugs?" Martha asked them in a whisper, as the trio of sellers continued to yell and call to them, but they let it slide into incoherent noise.

"I think they're selling moods." The Doctor whispered back.

"Same thing, isn't it?" Clara growled sarcastically, earning a chuckle from the Doctor and a smirk from Martha.

"Come here! Over here, sweetheart!" The "Mellow" woman called, and the trio turned around. Out of the alley came a miserable and deeply pale blonde woman, wrapped up head to toe in thick black wool and scarfs, but her eyes went straight to the badges that the woman was selling. "And what can I get you, my love?" She asked.

"I want to buy Forget." The pale girl said simply.

The seller nodded. "I've got Forget, my darling." Then she looked at the girl inquisitively. "What strength? How much you want forgetting?"

"It's my mother and father. They went on the Motorway."

The seller sighed with a sad look. "Oh, that's a swain." She reached back and pulled out a small bag with a badge inside of it. "Try this. Forget "43"."

"How much?" The girl asked.

"That's two credits." The girl pulled out two small coins and handed them to the seller, who took them in exchange for handing over the badge, and the girl took it with a gentle hand.

"Sorry." Clara interrupted, making the girl look over at her. "What happened to your parents?"

"They drove off." The girl said simply as she took the badge out of the bag, handing the plastic back to the seller, who was genuinely thankful of her action.

Clara frowned. "But they might drive back?"

The girl just shook her head. "Everyone goes to the Motorway in the end. I've lost them."

"But they can't have gone far. You could find them." The girl, for a brief second, looked at Clara as if she had suddenly grown an extra head. Then, she once again shook her head, and without a word, she slapped the badge onto her neck. "No! Don't!" Clara roared.

A small moment passed, and the girl's miserable expression slowly melted away into a serene, peaceful smile. There was also a brief glint of confusion in her eyes as she looked at Clara, and she blinked. "I'm sorry. What were you saying?" She asked.

"Your parents." Clara growled, but the girl didn't notice. "Your mother and father." The girl just shook her head. "They went onto the Motorway." Clara reiterated, but the girl still didn't get it.

"Are they?" She asked before she gave a small smile of content. "That's nice." Clara saw the Doctor's grim face at the girl's words while Martha looked horrifyingly dumbfounded. Clara however, just felt a surge of anger inside of her, but she kept it restrained, if for her own sake. "I'm sorry. I won't keep you." The girl said as she strolled past them and off into the darkness of the alley.

"So, that's the Human race 5 billion years in the future?" Martha asked with a small growl. "Off their heads on chemicals-aah!" Martha's sudden shriek made the Doctor and Clara turn around, seeing two complete strangers, a man and a woman behind her. The man had a tight grip around her shoulders while the woman held a pistol in her hands, continuously moving it back and forth between the TARDIS couple.

"I'm sorry!" The man said as Martha struggled and shrieked against him. "I'm really, really sorry!"

"Let her go!" Clara snarled.

"We just need three, that's all!"

"No, let her go!" The Doctor exclaimed as the man began to haul Martha away down the alley with the woman. "We're warning you, let her go!"

"We're so sorry! We need three!" The woman said as the man behind her reached a door and he wrenched it open.

"You let her go right now!"

"Sorry!" The man then hauled Martha through the doorway, before the armed woman followed, closing and locking the door behind them.

The Doctor swiftly took out his sonic, fumbling through the settings until the door unlocked with a "Clang", and he wrenched it open, him and Clara rushing through into the building tunnel behind, trying desperately to catch up with the quickly diminishing shadows at the end of the tunnel, and they heard yet another door slam shut. The Doctor in a split second decided not to use the sonic, instead using his shoulder to push the door open, and the couple saw a large black flying car speeding up above their heads. "Martha!" They called, but the car promptly disappeared from sight.

"Come on." The Doctor growled, taking Clara's hand as they rushed back into the alleyway, finding the shop stalls closed, and the Doctor banged his fist on one of the windows. It was pushed out and opened to reveal the lady that was selling Mellow and Forget, and she once again had her salesman's grin on.

"Thought you two would come back. Do you-"

"No." Clara interrupted. "Those people, who were they and where did they take our friend?" She asked through restrained rage.

"They've taken her to the Motorway." The man called, and the woman brought up a very apologetic expression on her face.

"Looked like carjackers to me."

"I'd give up now, darlings." The other woman inputted with the same expression. "You won't see her again."

The man nodded in agreement. "Used to be thriving, this place. No matter where you stood, you couldn't move. But they all go to the Motorway in the end."

"They kept on saying "Three". Why?" Clara asked.

"It's the car sharing policy, to save fuel." One of the ladies explained. "You get special access if you're carrying three adults."

"And how do we get to the Motorway?" The Doctor asked.

"Straight down the alley, keep going to the end. You can't miss it." The couple started to walk off, but the voice of the seller stopped them with a growl in their throats. "Tell you what, buy some happy Happy. Then you'll be smiling, my love."

"Let me." The Doctor said mentally to Clara, before he let go of her hand and walked back into view of the sellers. "Word of advice, all of you: Cash up, close down, and pack your bags." He snarled.

"Why's that then?" The woman retorted.

"Because as soon as we've found her alive and well, and we WILL find her alive and well, then we're coming back. And this street is closing TONIGHT!" With that, he walked off to re-join Clara without another word.

---

Ugggghhhh. I feel like crap. Martha rolled and groaned in her drowsy sleep, her head throbbing and pounding as if she had a migraine and a hangover at once. It took her a few moments to let her head calm down, the blur in her eyes subside and the forced sleep melt away. Martha put her hand to her neck as she felt something irritating her skin, and she slipped it off, but it didn't hurt, and the irritation was now gone. She raised her head to look around, but her surroundings offered barely anything of note. It was a very tiny room, the walls were darker than charcoal, but there were some rather bright lights being flashed to the right of her vision. Turning her head, she saw two figures in seats rather akin to that of a sci-fi cockpit, and she heard, albeit rather incoherently due to the subsiding ringing in her ears, a pair of voices from the figures. She let her eyes widen and clicked her jaw, which cleared her ears and now allowed her to hear the voices. "They say the air smells like apple grass." A female voice said with wonder laced in her words. "Can you imagine?"

"And houses are made of wood." A male voice added in the same tone. "There are jobs going in the foundries. Everyone says so."

Martha glanced to the computer stand beside her, where upon the join of the keyboard and the monitor, she saw a black gun lying on its side, pointing towards the pilots. Well, I don't have a better idea. Might as well be like Hollywood. Martha then reached out her arm and snatched the gun, the scraping of metal on metal as she held it pointed towards the pilots alerted their attention. "Take me back." Martha warned with a snarl. "Whoever you are, just take me back to my friends. That's all I want. I won't cause any trouble, just take me back."

"I'm sorry." The girl responded. Her eyes held a nervousness that she shared with her companion, but they didn't sound afraid. Just nervous. "That's not a real gun."

Martha found herself being taken aback, but she didn't want to show it, in case they were lying. "Yeah, well, you would say that."

The girl gave a nervous laugh. "Where do you get a gun from these days? I wouldn't even know how to fire."

"Nor me, either." The man added in the same tone.

Martha blinked, for the pair were being genuine in their admittance. She took a closer look at the gun and had to admit, she didn't like holding it, and true to the pilot's word, she also didn't know how guns worked, not really. "Yeah, nor me." Martha said, tossing the gun aside, and true to the pilots word, they didn't use the moment to their advantage. They just stayed in their seats. Okay, there goes that idea. And now it just got a little bit awkward. Good job, Martha, you idiot.

"W-what's your name?" The girl asked.

Now that Martha actually took the moment to look at them, even as the man was too busy focused on driving this…car ship thing, she saw the girl had skin rather akin to her own, along with dark brown hair and a round face, which Martha found just a tad bit amusing. No, Martha, that's just rude. Well…unless you're Clara, then it's fine. The man was of the…lighter skin tone, shall I say without being rude, and had short, but not quite cropped, black hair. "Martha." Martha said after a moment where she nearly banged her head on the roof, trying to slip out of the makeshift single bed. "Martha Jones."

"Well, I'm Cheen," The girl introduced, "and this is Milo." She said, placing an affectionate hand on her companions' arm, which Martha did not miss.

They must be. Or that would be weird if they weren't.

"And I swear, we're sorry. We're really, really sorry. We just needed access to the fast lane. But I promise, as soon as we arrive, we'll drop you off and you can go back and find your friends."

"Seriously?" Martha asked with a slight edge to her voice.

"I swear. Look." Cheen pulled her long hair away from her neck to show a small mood badge on her skin. "Honesty."

"All the same, it's still kidnapping." Martha retorted, which made the pair look apologetic once again. And just a little bit guilty. "Where are we anyway?"

"We're on the Motorway." Milo said as Martha looked at the front screen, but all she could see was a dark tunnel filled with flying black cars and a dense, murky mist.

"What's that, then? Fog?"

Cheen shook her head. "That's the exhaust fumes."

"We're going to Brooklyn." Milo added. "Everyone says the air is so much cleaner, and we couldn't stay in Pharmacy Town, cause…" He trailed off, placing his hand on a beaming Cheen's thigh.

"Well, because of me. I'm pregnant." Cheen admitted with an excited yet very terrified chuckle. "We only discovered it last week. Scan says it's going to be a boy."

"Right." Martha said with a nod, but she felt her own jaw clenching. Seriously? Pregnant and she's wearing a "Mood" badge? "What do I do now, congratulate my kidnappers?" She retorted sarcastically.

Cheen sighed. "We're not kidnappers. Not really."

"No." Martha agreed…somewhat. "You're idiots. You're having a baby and you're wearing that?" She reached forward and hastily removed the badge before tossing it aside. "Not anymore."

"That hurt." Cheen complained lightly, rubbing the spot on her neck where the badge had been.

"We'll be as fast as we can." Milo reassured. "We'll take the Motorway to the Brooklyn Flyover, and then after that it's going to take a while, cause then there's no fast lane, just ordinary roads, but at least it's direct."

"It's only 10 miles." Cheen added.

Martha sighed. "How long is it going to take?"

"About six years."

Martha's jaw just clenched up, and her eyes narrowed as she continued to stare at the front screen. "What?"

"Be just in time for him to start school." Cheen said, not really understanding Martha's tone, and she and Milo shared a small and nervous yet very adoring laugh at the thought.

"No, sorry, hold on." Martha interrupted. "Six years?" They nodded. "10 miles in six years?" They nodded again. "How come?" There was no answer to that, and they just shrugged at her.

---

"Here we go." The Doctor said as Clara used her sonic to unlock the scratched green Motorway Access door. "You ready?"

"Hell no." Clara admitted to his delight, before they wrenched it open and stepped through. The sight that greeted them was a long and loud grey tunnel, filled top to out of sight bottom with black cars, hovering with blue lights on their undersides, and every single one of them was using their horns. And it was very loud. So loud that the Doctor immediately put his hands over a wincing Clara's ears, but they realized too late that there was a very thick brownish mist hanging in the air. It smelled like a mixture of horrible gas and exhausted fuel smoke. The couple immediately felt their throats beginning to burn, and they started to choke and cough, but it didn't relieve it. In fact, it almost made it worse, even Clara placing her hands over her mouth didn't help. "Doc-" She tried to say, but it was cut off by another cough.

"Hey!" They heard a voice call to them. Despite the mass of honking cars, it seemed somewhat close by, and they saw at the end of the entrance ramp a single car opening its large side door and a man dressed head to toe in brown and black leather clothes, including a scarf around his mouth and goggles on his eyes, was waving to them. "You daft little street struts! What are you doing standing there?! Either get out or get in! Come on!"

"Getting in." They said mentally in unison, rushing forward and diving straight into the surprisingly small and cramped car, where they heard the door slam shut and two oxygen masks were placed over their mouths. The burning in their throats started to subside, until after only a few moments, they no longer coughed violently like outside.

"Did you ever see the like?" They heard the same voice ask, now much clearer, for the honking cars were greatly muffled inside the vehicle.

"Here you go." They heard a female voice say, and they felt two large cups filled with water placed into their free hands. "It'll be easy to hold onto the cups if you're not holding onto each other."

"Not happening." They said in unison as they took off the masks and drunk down the water.

"They were just standing there, breathing it in." The man, whose voice they recognized to have an Irish accent, took off his scarf and goggles, and the couple found to their surprise, but also childlike excitement, that the man was of Catkind. He had a light mixture of blonde and white fur, and even whiskers, as he regarded the couple like they were jokers. "There's this story, says back in the old days, on Junction 47, this woman stood in the exhaust fumes for a solid 20 minutes. By the time they found her, her head had swollen to 50 feet."

"Oh, you're making it up, Brannigan." The woman scolded in amusement. The couple saw that the woman had brown hair, and she sat in the seat next to the pilot, which they assumed was for the Cat, Brannigan.

"A 50-foot head, Valerie. Just think of it." Brannigan continued as he moved to sit next to the woman. "Imagine picking that nose."

"Stop it!" Valerie whined. "That's disgusting."

"What?" He asked with a cocked eyebrow. "Did you never pick your nose?" He teased.

"What? No." She denied before she looked ahead out of the screen and grabbed his arm. "Bran, we're moving."

"Right." He said, getting himself comfortable. "I'm there. I'm on it." He took the brakes off, started the vehicle up into action, and moved forward for only a few seconds before he stopped, put the brakes back on, and put the engine into standby. "Twenty yards." He said with a shake of his head. "We're having a good day." Then, the two of them looked at the entranced couple, both of which were still using the oxygen masks. "And who might you be, sir, ma'am? You're both very well dressed for hitchhikers." He added after his question, and the couple took off their masks.

"Thanks." Clara said as the Doctor cleared his throat.

"Sorry, I'm the Doctor. And this lovely lass here is Clara Oswald." He introduced before he wrapped an arm around Clara's waist and pressed a kiss to her cheek.

"A medical man! Ha ha!" Brannigan exclaimed.

"With a teacher." Clara added.

"And a brilliant one at that." The Doctor commented, earning a sultry smile from Clara.

"You're incorrigible." Clara purred, to which he just winked at her.

"If you two are done flirting with yourselves," Brannigan started with a tease, making them blush, "my name is Thomas Kincade Brannigan, and this," he motioned to Valerie with a soft smile, "is the bane of my life, the lovely Valerie."

Valerie first sent a beaming smile to Brannigan before she gave them a kind smile with a nod. "Nice to meet you two."

"And that's the rest of the family behind you." Brannigan said, pointing to a curtain behind the Doctor and Clara. They turned around, the Doctor grasping and pulling back the curtain, and immediately their hearts melted. There, inside and surrounding a blanketed bed, was a small litter of furry, tiny, and wide-eyed meowing kittens.

"Aww." Clara mewled, reaching forward and taking a small black kitten with white paws and white fur around his neck, and she, with the Doctor, began to pet it like it was the most precious thing in the world. "Hello you." The kitten started to purr really loudly into her petting, which made the Doctor chuckle proudly. "How are you?" She whispered, and the kitten gave a small, almost croaky "Meow", and it made her giggle. "Is that right? How dare they." She said, giving the kitten's parents mischievous looks.

"You can speak "Cat"?" Brannigan asked in surprise.

Clara and the Doctor just shrugged. "It's very rusty." The Doctor admitted. "Last time we met a cat, she wore a nun's wimple and threatened us, claws and all."

"Ouch. Apologies." Brannigan said.

"Not your fault." Clara waved as the Doctor began to scratch the kitten under its chin. "How old are they?"

"Just two months." Valerie answered, Clara moving forward to allow the parents to greet one of their litter.

"Poor little souls." Brannigan said with a sigh as he kissed the kitten on the head. "They've never known the ground beneath their paws." The couple shot them a bewildered look, and Brannigan reiterated. "Children of the Motorway."

"What, they were born in here?" Clara asked, nodding to their car.

"We couldn't stop." Valerie explained. "We heard there were jobs going, out in the laundries on Fire Island. Thought we'd take a chance." She said with a shrug.

"What, you've been driving for two months?" She asked incredulously.

Brannigan scoffed. "Do I look like a teenager? We've been driving for 12 years now."

"What?" The couple asked in unison.

"Yeah." Brannigan nodded, despite being a little taken aback at their simultaneous question. "Started out as newlyweds. Feels like yesterday." He winked at Valerie, who rolled her eyes.

"Feels like 12 years to me."

"Ah, sweetheart, but you still love me." Brannigan teased, and Valerie chuckled.

"12 years?" The Doctor asked, his tone both bewildered and remarkably scared. "How far did you come? Where did you start?"

"Battery Park." Brannigan answered. "It's 5 miles back."

"You travelled 5 miles in 12 years?" Clara reiterated.

Brannigan shot Valerie a puzzled look. "I think they're a bit slow."

"Where are you from?" Valerie asked as Clara placed the kitten back into the litter.

"Never mind that, we've got to get out." Clara said, looking out of the front screen. "Our friend is in one of these cars. She was taken hostage."

"We should get back to the TARDIS." The Doctor agreed, and he wrenched open the side door, but immediately recoiled from not only the gas but also at the sudden disappearance of the Motorway ramp.

"You're too late for that!" Brannigan said as Valerie pulled him back and slammed the door shut. "We've passed the lay-by. You're both passengers now, I'm afraid."

"When's the next lay-by?" Clara demanded.

"Oh…" Brannigan started with a blink as Clara visibly started to seethe irritably, "six months?"

---

"How many cars are out there?" Martha asked, staring out of a side window at the hundreds of unmoving yet hovering cars within sight.

"I don't think anyone knows." Cheen answered as she rummaged about at the console. "Here we go. Hungry?"

Martha looked to see her holding a small bundle of what looked like rice crackers, and she decided to take one. "Thanks." She said, and she took a bite, and sure enough, it did taste like a rice cracker. It's not even that half bad. Martha mused. "About how far down is it to this "Fast Lane"?"

"It's right at the bottom, underneath the traffic jam." Milo explained. "But not many people can afford three passengers, so…it's empty down there. Rumour has it," He started with a wondrous twinkle in his eye, "you can reach up to 30 miles per hour."

Martha just nodded, keeping her sarcastic thought to herself. Wow. If traffic gets worse in the future, I'd rather not be here that much, thank you. "But how are you supposed to live inside this…thing?" She asked, motioning to the vehicle. "It's tiny."

"Oh, we stocked up." Cheen answered. "Got self-replicating fuel, muscle stimulants for exercise, and there's a chemical toilet at the back. And, all waste products are recycled as food."

Martha stopped, just as she was about to take another bite, and she glanced down at the rice cracker…thing in her hand with uncertainty. Ooook, not so half bad anymore. Wordlessly, just so she didn't have to be rude, she placed the rice cracker down with a small disgusted squint in her eyes.

"Oh, another gap." Milo said, now with excitement entering into his voice as he grasped his vehicle communicator speaker, which Martha saw to be rather similar to a radio walkie talkie. "This is brilliant."

"Fast Lane." An automated female voice spoke from the computer, followed by a short second of static, which Milo stopped when he pressed the button on his speaker.

"Car 4-6-5-DIAMOND-6, on descent to Fast Lane. Thank you very much."

"Please drive safely." The computer responded as Milo let go of the button, placing the mic back onto the console and he started the vehicle up into motion.

---

"I said: We need to talk to the police!" Clara snarled into the computer.

"Is she always like this?" Valerie asked the Doctor.

"Not always." The Doctor responded, ever so slightly nervous at Clara's tone.

"Thank you for your call. You have been placed on hold." An automated male voice responded.

"But you're the police!" Clara retorted.

"Thank you for your call. You have been placed on hold."

Clara seethed her teeth together, and she placed the speaker back onto the computer before turning back to Brannigan and Valerie. "Is there anyone else? We once met the Duke of Manhattan. Is there any way of getting through to him?"

"Now you're sounding a little bit posh there." Brannigan remarked.

"We've got to find our friend." Clara retorted.

"You can't make outside calls." Valerie explained calmly. "The Motorway's completely enclosed."

"Okay, what about the other cars?" The Doctor asked, rubbing his eye with one finger.

"We have contact with them." Brannigan agreed before he blinked. "Okay, we have contact with some of them. They have to be on your "Friends" list." He reiterated before he turned on the console computer monitor, and he brought up a list of coded contacts. "Not that it makes much sense, anyway." Brannigan muttered dryly as he waggled a finger in front of the screen. "Now let's see. Who's nearby?" He tutted and hummed under his breath before he grinned without warning. "Ah ha! May and Alice! The Cassini sisters." He pressed the contact number and grabbed the speaker from the console and clicked the button. "Still your hearts, my handsome girls. It's Brannigan here."

"Thomas, stop it." Valerie giggled, and he just winked at her.

Their answer came as normal as ever to the pilots. There was a small moment of static, because speakers love static, and then an elderly, but not quite there yet, female voice responded in a dry tone, "Get off the line, Brannigan. You're a pest and a menace."

Brannigan's jaw dropped dramatically, but both he and Valerie were proud that their new behaviour was making the Doctor grin and even Clara started to calm down into a small chuckle. "Oh, come on now, sisters. Is that anyway to talk to an old friend?"

"You know full well we're not sisters. We're married."

Brannigan pretended with blushing joy to be taken aback. "Ooh! Stop that modern talk, Alice. I'm an old-fashioned cat. Now, I've got a couple of hitchhikers' here, calls themselves "The Doctor" and "Clara Oswald"." He clicked the button and handed the speaker over to Clara. "There you go."

"Hello." Clara said into the speaker. "Sorry, we're looking for someone called "Martha Jones". She's been carjacked. She's inside one of these vehicles, but we don't know which one."

"Wait a minute." Alice said, and the line went static for a small moment before it clicked again, and now it was May Cassini that spoke.

"Could I ask, what entrance did they use?"

"Where were we?" The Doctor asked Brannigan.

""Pharmacy Town"."

"Pharmacy Town, about 20 minutes ago."

"Let's have a look." May muttered, and her voice was replaced by a rustling of papers, and a small groan from Alice.

"Just my luck to marry a car spotter." Alice's words made them snort out a chuckle.

"In the last half hour, 53 new cars joined from the Pharmacy Town junction."

"Anything more specific?" Clara asked without hesitation.

"All in good time." May responded calmly, which was followed by another moment of rustling papers until she spoke again. "Was she carjacked by two people?"

"Yeah, she was. Yeah."

"There we are. Just one of those cars was destined for the Fast Lane. That means they had three on board. And the car number is 4-6-5-DIAMOND-6."

"That's it!" Clara exclaimed. "How do we find them?"

"Ah, I'm afraid I can't help there." May responded.

"Can you call them on this?" Clara asked Brannigan. "We've got their number."

Brannigan shook his head. "Not if they're designated Fast Lane. It's a different class."

"Great." Clara muttered sarcastically, and Brannigan just shrugged.

"We didn't make up the rules."

"You could try the police." May offered.

"They put me on hold." Clara said simply.

"You'll have to keep trying." Alice inputted. "There's no one else."

Clara closed her eyes and gave a sigh, but she simply responded with, "Thank you." She then clicked the button and handed the speaker back to Brannigan. "We've got to go to the Fast Lane. Take us down." Clara said with a clenched jaw.

Brannigan scoffed. "Not in a million years."

"We've got four passengers. The rules will be more than satisfied." Clara retorted.

"And I'm still not going down." Brannigan retorted.

"She's alone, and she's lost." Clara growled. "And she doesn't even belong on this planet, and it's all our fault. I'm asking you, Brannigan, take us down."

"That's a no." Valerie interrupted with a light growl. "And that's final. I'm not risking the children down there."

"And I second that whole heartedly." Brannigan agreed with his wife.

"Why not?" Clara asked.

"We're not discussing it." Valerie retorted. "The conversation is closed."

"So, we keep on driving." Clara reiterated.

"Yes, we do." Brannigan answered.

"For how long?!" Clara snapped.

"Clara." The Doctor warned, but she ignored him.

"Till the journey's end." Brannigan answered simply.

Clara wringed her hands through her hair for a moment, before she reached forward suddenly, snatching the speaker back into her hand. "Mrs. Cassini, this is Clara again. Tell me, how long have you been driving on the Motorway?"

"Oh, we were amongst the first." Alice answered. "It's been 23 years now."

"And in all that time, have you ever seen a police car?" Clara asked. Brannigan and Valerie shot Clara looks that melted a glare with barely restrained terror.

"I'm…not sure." May answered.

"Look at your notes. Any police?"

"…Not as such."

"Or an ambulance? Rescue service? Anything official, ever?"

"Please, just stop it." Valerie snapped, but Clara ignored her.

"I can't keep a note of everything." May retorted with a hint of fear in her voice.

"What if there's no one out there?" Clara asked, and Brannigan immediately reached back and snatched the speaker from her grasp.

"Stop it. The Cassini's were doing you a favour." Brannigan admonished as he placed the speaker back.

"Someone's got to ask." Clara retorted in a low voice. "You may not want to talk about it, you may not even want to think about it, but it's there, in your eyes. What if the traffic jam never stops?"

"There is a whole city above us." Brannigan argued. "The mighty city-state of New New York. They wouldn't just leave us."

"So, where are they?" Clara retorted. "What if there's no help coming, not ever?"

"Clara." The Doctor warned again.

"What if there's nothing? Just the Motorway, with the cars going around and round and round and round, never stopping, forever?"

"Clara!" The Doctor snapped.

"What?!"

"Shut up!" He snarled. A deadly and tense silence fell into the vehicle, filled only with Brannigan's switching glances between the TARDIS couple and Valerie, as said couple glared at each other wordlessly. The Doctor's glare slowly set into a grim expression, while Clara's slowly melted from her worried rage into a sudden feeling of shame. The fire in her eyes died away, only to be replaced by said eyes inflating and filling with a sense of self-loathing, and the Doctor did not like seeing it in her eyes. "Clara?" He asked, his voice back to a calm state, whilst she just stared at him with her big brown eyes.

"I…" Clara was at a loss for words, slowly stepping away from the chairs until her back hit the wall of the vehicle, and her eyes quickly glanced down to the floor. "I…"

A sudden interruption into the tense moment came from the console monitor beneath the screen, where the same blonde news reporter from much earlier appeared, now viewed through obviously better technology, despite the static and distorted film grain. "This is Sally Calypso, and it's that time again." She said, and all four pairs of eyes in the room darted to the monitor. "The sun is blazing high in the sky over the New Atlantic, the perfect setting for the daily contemplation. This is for all of you out there on the roads. We're so sorry. Drive safe."

"You think you may know us so well," Brannigan started, not with any bite of anger or bitterness, just a restrained feeling of grim sorrow, "but we're not abandoned, not while we have each other." He immediately took Valerie's hand in his own, just as they could hear the hundreds upon hundreds of people within the Motorway beginning to hum to the song being broadcasted through the monitor. "Exterior speaker, Valerie." Brannigan muttered, and she flicked a button on the console before they sat back in their chairs, their hands still intertwined, and they joined in with the singing.

On a hill far away, stood an old rugged cross

The emblem of suffering and shame

And I love that old cross where the dearest and best

For a world of lost sinners was slain

So I'll cherish the old rugged cross

'Till my trophies, at last, I lay down

I will cling to the old rugged cross

And exchange it some day for a crown

Brannigan and Valerie finished the singing, letting go of each other's hands and giving out a small sigh, sitting in silence for a few moments before Valerie flicked off the exterior speaker and they glanced back. They saw the Doctor, his face turned from grim silence into a sad longing as he took Clara's hands in his. "Clara?" He asked again, and she looked back up at him, her eyes being prickled with a few tears.

"What am I doing, Doctor?" She whispered with a sniff.

"Clara." He said, cupping her cheek with his hand.

"I can't do that to them. It's not fair." She muttered as he wiped a tear away with his thumb.

"No, it isn't." He said softly. "You can't take their hope away for your own sake. It makes it worse for everyone." He leant forward and placed one kiss on her forehead, before pressing his own forehead against hers. "Okay?"

She blinked with a sniff, but she nodded. "I'm sorry." She whispered, and he brought her into a warm hug.

"I know." He said, placing a kiss on her head. "It's okay." He whispered, content to just hold her for a little while.

Brannigan, upon witnessing this, motioned Valerie sideways, so she leant closer, and he whispered, "They're a couple, been together for a while, and he hasn't put a ring on her finger?"

Valerie blinked, and she shrugged. "They need more time, perhaps."

---

"Fast Lane access. Please drive safely." The computerized voice said to Milo, and he gave Cheen a grin as he set the vehicle into motion.

"We made it. The Fast Lane." Milo said, as the screen began to fog up even more with a murky brown mist-

*GROWL*

Martha's eyes briefly widened in shock, Cheen's furrowed slightly in puzzlement while Milo just darted his eyes from side to side at the low, animalistic snarl. That sounded close. Waaay to close. "What was that?" Martha asked. The sound came again, almost like a warning call an animal would give, but for a…much larger creature. "It's coming from underneath."

Cheen's expression blended fear with childlike excitement at the noise, and she placed her hand on Milo's arm. "It's that noise, isn't it?" She asked. "It's like Kate said. Those stories, they're true."

"What stories?" Martha asked.

"It's the sound of the air vents, that's all." Milo responded calmly. "Exhaust fumes travel down, and at the bottom of the tunnel, they've got air vents. But…" He motioned to Cheen, "master storyteller, if you please." He quipped lightly, and Cheen shifted a bit to look at Martha.

"The stories are all about something living down there, right underneath the Fast Lane." Cheen said in a dramatic voice that made Milo chuckle. "No one knows where it came from, or what it is, but they say that people go missing on the Motorway. Some cars get their Fast Lane access, travel down, all is good, and then…they're gone. Just like that." She said with a click of her fingers. "So, the stories always say, "If you get lost on the road, it is waiting for you. It is hungry, it is alone, and it will get you, no matter where you are, for you can't hide"."

Martha took a small shaking breath, and Cheen took a small sip of water. "That wasn't bad." She commented.

"I want to get better, but "Meelo" isn't very good at it." Cheen said.

"Excuse me." Milo muttered with a smirk.

"One of my friends could help, if you asked nicely." Martha offered. "Her name's "Clara", and she's REALLY good at it."

"I'll keep that in mind." Cheen said with a nod, and their nice moment was yet again interrupted by another rumbling growl from underneath, and it now started to sound like it was reverberating all around them.

"Like I said: Air vents." Milo said, hoping to return the nice moment back, but Martha didn't agree.

"Except look out there." Martha said, nodding to the thick mist outside. "Does it look like the air vents are working?"

"No." Cheen responded, and her voice no longer had any courageous bravado like before, for it was now low, and mixed with fear.

---

"Well, we have to do something." Clara said into his mind after she took a while to calm down. "But what do we do?"

"Something really stupid." The Doctor returned, and he gave her a wink and a grin. "Be sure to hold your breath." He removed himself from her embrace and turned to Brannigan and Valerie, who had after a while returned their attention back to the screen. "We won't ask you to help us, instead we'll just improvise."

"What?" They asked in unison. "What do you think you're doing?"

The Doctor shot Clara a puzzled look as he tore off his overcoat. "Is that what we sound like?"

She shrugged. "Apparently."

"Oi!" Brannigan called as the Doctor threw back the carpet rug and used his sonic on the hatch door. "What are you doing?!"

"Finding our own way." They retorted simply as the hatch unlocked and the Doctor opened it.

"Capsule open." The computer reported, as the Doctor and Clara saw a car coming to a screeching halt directly beneath them, and as a form of an extra bonus, it was quite a small drop for them as well. They could even see, despite the thin mist hanging in the air outside, that every car also had hatch doors in their roofs.

The Doctor quickly gave his overcoat to Clara, who then promptly tossed it to Valerie. "Look after that, please."

The Doctor gave the overcoat a small look of sadness for a moment. "I love that coat. Janis Joplin gave me that coat."

Clara blinked. "When?"

"I'll tell you later." He said simply. "Come on."

"Wait!" Valerie called, and it made them pause for a moment. "You can't jump!"

"If it's any consolation, Valerie, the both of us are having kittens." The Doctor responded.

"This Martha," Brannigan started with slightly squinting eyes, "she must mean a lot to the both of you."

"She's a friend." Clara responded. "And we've made her think she's just been a guest with us this whole time. "Just one more trip, Martha"." Clara quoted, then she shook her head. "I think it's time we stopped with that nonsense." She glanced at the Doctor, and he just nodded at her.

The couple then grinned at Brannigan and Valerie, and said, "Bye then!" The Doctor jumped down the hatch first, landing onto the roof of the vehicle below, and he reached his arms up to catch Clara as she jumped down after him.

"You two are completely insane!" Valerie yelled at them from within the vehicle, as the Doctor used his sonic on the roof hatch of the next car.

Clara winked with a grin at Valerie and Brannigan, who were peeping their heads through their hatch door. "That, and a bit magnificent!" She returned, as the Doctor hopped down inside the car, and Clara jumped down after him, and his arms once again caught her as she dropped inside.

"Who the hell are you?" The pilot asked. The pilot was a VERY pale man, but it looked more like real skin or even makeup that a personal problem to the couple. He also wore a completely white suit, which echoed the completely white interior of his vehicle.

"Car…hoppers." The Doctor said, as a choking cough interrupted him mid-sentence.

"Sorry. We have an appointment." Clara said as she took out her sonic and used it on the floor hatch as the Doctor closed the roof hatch.

"An appointment with what?" The man asked, whilst the Doctor re-joined Clara, kneeling on the floor beside the hatch.

"Long story." The Doctor returned before he squinted up at the man. "Do you…I don't know…" He blinked, glancing around the room, and then asked, "Do you have a fetish for the colour "White"?"

The man blinked rapidly with a shaking head. "What? No."

"Cool." The Doctor said swiftly as Clara wrenched the hatch open.

"Thank you and have a nice day." They said in unison as the Doctor jumped through first onto the vehicle below, catching Clara yet again as she dropped through after him.

"We need something for the smoke." Clara said, giving out a violent cough as the Doctor used his sonic on the floor hatch.

"I know." He said through a matching cough, before he wrenched the hatch open, jumped inside and caught Clara as she jumped through. This vehicle's pilots were both Asian females, and they were staring with wide eyes of disbelief at the couple as they closed the roof hatch and started to unlock their floor hatch, right as Clara took a couple of purple bandanas.

"Do you mind if we borrow these?" She asked through another cough, putting one over the Doctor's mouth as he unlocked the hatch. Then the Doctor took the other bandana and placed it around her own mouth. "They're not my colour-"

"Or mine-" The Doctor inputted.

"-but thank you very much." They finished in unison before hopping right through the hatch once again. They opened the roof hatch of the next car and jumped down inside the vehicle, finding themselves face to face with a man with greasy blonde hair, and a woman with brown hair down past her shoulders, and the both of them were completely naked. "Whoa!" They exclaimed as the Doctor went to work on the hatch.

"They still have nudists in the future?" Clara asked with cocked eyebrows.

"Yes!" The pilots exclaimed, and Clara just shrugged.

"All right. You do you, no pun intended. I mean…" She started innocently but with a twinkle in her eyes, "it's not like me and him do it in our own spare and alone time any-"

"Clara, come on!" The Doctor interrupted as he wrenched open the hatch, and Clara gave them a two-finger salute.

"See ya!"

---

"Try again." Cheen said with a slight ounce of irritation, and Milo pressed a command key on the monitor for "Exit 1".

"Brooklyn Turnoff 1 closed." The computer responded.

"Try the next one." Cheen said.

"Brooklyn Turnoff 2 closed."

"Oh! What do we do?"

Milo gave a shrug and a sigh before he looked over at Cheen. "We'll keep going around. We'll do the whole loop. And by the time we come back round, they'll be open."

Yet another of the deep growling from outside interrupted their conversation, which made Cheen more uneasy than she already was. "You're still calling that "Air vents"?" Martha asked in a retort.

"What else could it be?" Milo responded.

The answer came from a sudden rattling of the vehicle that made them all terrified, and the low growling now turned into a guttural snarl. "What the hell is that?" Cheen asked.

"It's just the hydraulics." Milo answered, yet the fear in his voice betrayed his words.

"It sounds like its…alive." Martha inputted after a moment.

"It's all exhaust fumes out there." Milo argued. "Nothing could breathe in that."

A sudden static crackling from the monitor drew their attention, and a female voice came through the console. "Calling car 4-6-5-DIAMOND-6. Repeat: Calling car 4-6-5-DIAMOND-6."

Milo immediately grabbed the speaker and drew it up to his mouth. "This is car 4-6-5-DIAMOND-6. Who's that? Where are you?"

"I'm in the Fast Lane, about 50 yards behind. Can you get back up? Can you get off the Fast Lane?"

"We only have permission to go down. We-we need the Brooklyn Flyover."

"It's closed." The voice responded. "Go back up."

"We can't. We'll just go around."

"Don't you understand?! They're closed! They're always closed!" Her words made Cheen's panic rise to a new level, but she kept going. "We're stuck down here, and there's something else, out there in the fog. Can't you hear it?"

Yet another of the animalistic snarling came through the speakers, and Milo found himself very terrified of the noise now. "That's-that's the air vents." He denied, but it was a hollow denial.

"Jehovah! What are you, some stupid kid?! Get out of here!"

The snarling that came through the speakers intensified into full blown screeching and howling, and two more female voices joined in the noise, shrieking and crying out in terror. "What was that?!" Milo called.

"I can't move! They've got us!"

"But what's happening?!"

"What's got you?!" Martha interrupted as she leaned over. "What is it?!"

The only answer that came was more shrieking and crying, and now the three of them could the hear the sounds of a vehicle being torn apart violently. "Hello?!" Milo called.

"Just drive, you idiots! Get out of here! Get out!"

"Can you hear me?! Hello?!"

"Just drive! Do what she said!" Martha exclaimed. "Get us out of here!"

"But where?!"

"Just straight ahead! And fast!"

"But what is it?" Cheen asked through her terrified yet sudden sobbing. "What's out there?"

---

"Capsule open."

Charles Barnard, a dapper businessman in a black and white suit with small, thin white stripes on his coat and vest, glanced back behind him as the Doctor and Clara jumped inside, immediately taking off their bandanas and wiping their faces with them. "Excuse me. Is that legal?" Charles asked.

"Sorry." Clara responded before she gave out a very violent cough, causing her to keel over, bracing one hand against the wall.

"Have you got any water?" The Doctor asked through a cough as he held her other hand.

"Certainly." Charles immediately said, reaching over beside him to his water tank, where he took two cups and filled them to the brim with water. "Never let it be said I've lost my manners." He handed one cup to the Doctor, who immediately downed one before he took the other and gave it to Clara, who downed it at once, allowing them to relax despite their slightly hoarse voices from the Motorway fumes.

"You all right, Clara?" The Doctor asked, bringing her into a hug.

"Somewhat." Clara responded with a dry voice, and he rubbed her back with his hand in comfort.

Turning his head to glance back at Charles, he asked, "Is this the last layer?"

"Yes, we're right at the bottom. Nothing below us but the Fast Lane."

"Okay." The Doctor gave a swallow for a moment as he leaned his head against Clara's. "We're not going to ask you to go down. It's why we were…car hopping."

"I figured that." Charles responded dryly.

"Okay." Clara and the Doctor parted from their hug but moved over to kneel by the floor hatch of the vehicle, and they used their sonics to unlock it.

"You can't jump!" Charles exclaimed. "It's a thousand feet down!"

"We're just going to look." Clara said simply, and they threw back the hatch. All they could see was the brown fume mist, yet below the bottom layer of the traffic jam, it was much thicker and heavier, now more resembling fog than a thin mist. However what made the couple's eyebrows furrow in confusion was strange pairs of orange lights that dimly shone through the fog, and it was accompanied by distant yet deep and guttural animalistic growls. "What's that noise?" Clara asked, and they heard Charles gulp in his throat.

"I…try not to think about it." Charles responded meekly.

"What are those lights?" The Doctor asked as he waved away the fumes of the Motorway. "What's down there?" Clara tapped his shoulder, nodding towards the vehicle console, and he got the idea. The Doctor sprang over to the console and used his sonic on the outline of the monitor. "There must be some sort of ventilation. If I could just transmit a pulse through this thing, maybe I could trip the system." The screen popped out with a "Hiss", and the Doctor peeled it back to get at the wiring within, starting to mix and match certain wires together in his mission. "Give us a bit of a breeze!" He exclaimed, and after a few small moments of working silence, the Doctor put his sonic away and placed the monitor back into its slot before he made his way over to Clara. "Might shift the fumes a bit, give us a good look."

Charles got up out of his seat and peered over the hatch door as the Doctor unconsciously grasped Clara's hand in his own, and the fog below began to slowly thin away, and large shapes began to manifest from underneath and within the fog. "What are those shapes?"

"They're alive." The Doctor said, and the forms became much clearer now. The Doctor leant back with a grim face as he recognized them. They had changed quite a lot over the many long years, but they were still the same species. Enormous, larger than they ever were, and very much like a crab lookalike. They even had the massive, round crab pincers, and they were reaching up towards the traffic, snapping their pincers whilst snarling and growling as they shifted about on their six legs.

"What the hell are they?" Charles asked with wide eyes of shock, and the Doctor answered with one word.

"Macra."

---

"Go faster!" Cheen exclaimed as they drove through the blurry shadows of massive pincers, which were snapping and clawing up at them, most of the pincers missing the vehicle whilst only a few managed to even brush their pincers against them, causing the vehicle to shake and throttle, adding even more terror into their hearts.

"I'm at top speed!" Milo responded as he continued to turn and drive about. He reached his hand down to the monitor to once again attempt to gain access away from the Fast Lane, but it was proven fruitless by the computer saying-

"No access above."

"But this is an emergency!" Milo exclaimed into the speaker.

"Turn everything off!" Martha exclaimed suddenly.

"You've got to be joking!"

"No, listen, it's all fog out there, so how can they see us?!" Martha asked rhetorically. "Maybe it's the engines, or the sound, or the heat or the light, I don't know! Turn everything off, they might not be able to find us!"

"And what if you're wrong?!" Milo retorted.

"Have you got any other ideas?!"

"No!"

"Then, just do it!" Milo immediately reached over and switched every single one of the systems off. The vehicle darkened down except for natural dim light of the Motorway that barely reached the back of the vehicle, but Martha's order did the job. The snapping abruptly stopped, and it died down into a dreadful silence, filled only by their unsteady breathing, and the occasional animalistic growl from the creatures outside.

"They've stopped." Cheen muttered in a whisper.

"Yeah, but they're still out there." Milo responded.

Cheen glanced back at Martha. "How did you think of that?"

"I…saw it on a film." Martha responded simply, and her own words made her smile a bit to relieve her ragged breathing. "They used to do it in submarines, only…I can't remember what they did next."

"Well, you better think of something." Milo responded. "Because we've lost the aircon. If we don't switch the engines back on, we won't be able to breathe."

"How long have we got?" Martha asked.

"Eight minutes, maximum."

---

"But what are the "Macra"?" Charles asked the couple as they continued to stare down at the shifting crab creatures.

"The Macra used to be the scourge of this galaxy. Gas, they fed off gas. The filthier, the better. They even built up a small empire, using Humans as slaves and mining gas for food."

"They don't exactly look like empire builders to me." Charles retorted.

The Doctor shrugged. "Well, that was billions of years ago, billions. They must've devolved down the years. Now they're just beasts."

"But they're still hungry." Clara inputted in a grim tone. "And our friend is down there."

A sudden interruption came from the roof of the vehicle as the hatch unlocked and swung open. "Oh, for goodness sake." Charles growled dryly. "It's like New Times Square in here."

"We've invented a sport." The Doctor said with a grin at a smirking Clara, just as they closed the floor hatch and stood up to greet the new intruder, who was a female and one of Catkind, yet she seemed somewhat older than that of Brannigan, but not by a whole lot. She also seemed to wear a black nun's outfit and held a glowing green rifle in one hand.

"Doctor, Clara." She said, her words making the couple blink a bit in shock. "You are both hard people to find."

"No guns!" Charles exclaimed as he saw the rifle she held. "I'm not having guns in here!"

"I only brought this in case of pirates." The woman retorted before she looked back at the couple. "Doctor, Clara, you two have to come with me."

The couple just shared a sideways glance of confusion. "Do we know you?" They asked.

The woman gave a small chuckle as her gaze flittered between the two of them. "The both of you haven't aged at all. Time has been less kind to me."

"Wait." They muttered, and the Doctor grasped her shoulders so she could look at them, and a small silence fell for a few moments before their eyes widened and they beamed at the woman. "Novice Hame!" They brought her into a warm hug for just a small second before they pushed her back with frowns on their faces. "No, hold on!"

"Last time we met; you were breeding Humans for experimentation." The Doctor said.

"I have sought forgiveness, for so many years, under his guidance." Novice Hame defended. "And if you two come with me, I might finally be able to redeem myself."

"Oh, we're not going anywhere." Clara retorted. "You've got Macra living under this city, people trapped inside this Motorway and our friend is still alive, and she's stuck down there."

"The both of you have got to come with me right now." Novice Hame ordered sternly. "This situation is even worse than either of you could imagine." Novice Hame took both of their hands, wrapped Clara's through her elbow to free one of her own, and she pressed a button on her wrist pad. "Transport." She ordered.

"Don't you dare!" They exclaimed in unison, but it was too late. A bright flash of blinding light shone through their eyes as they disappeared from the Motorway, finding themselves face down flat on the floor of another room, and as the light faded away, it was replaced by a small aching in their bones.

"Oh, rough teleport." The Doctor groaned as he slowly stood up, shifting over to help a groaning Clara up from the floor. "You okay?"

"Fine. Ish." Clara muttered as she slowly got up, and her back clicked. "Ow." She said, rubbing her back with her hand as they stood up, whilst Novice Hame slowly got up with a small groan and a click in her neck, said person gaining the couple's attention. "Novice Hame, you can go straight back down and teleport people out, starting with Martha." She growled, but Novice Hame shook her head.

"I only had the power for one trip."

"Then get some more." They retorted with a roll of their eyes.

"Where are we?" The Doctor asked, trying to look around the considerably expansive room, which they deducted due to their voices echoing around them, but the room was pitch black except for the white spotlight, shining on the area that they were standing in.

"High above, in the Over-City." Novice Hame answered.

Their eyes flashed back at Novice Hame in a new, glaring light. "Good." Clara nodded with a clenched jaw. "Because you can tell the Senate of New New York that we would like a word. They have got thousands of people trapped on the Motorway! Millions!"

"But you are inside the Senate, right now." Novice Hame retorted, and her words made the Doctor and Clara's furious faces slowly melt into fearful puzzlement, so to provide the answer to their unspoken thought, Novice Hame turned a couple of dials on her wrist pad and clicked another button. "May the goddess Santori bless them." The room quickly lit up, chasing away the darkness, and the couple's eyes widened at the sight. They were in the Senate, but every single seat that they could see within the expansive room was occupied by skeletons. And there were many of them, even including the ones that lay strewn either in whole or in pieces around them on the floor. "They died in here. The city died."

"How long has it been like this?" The Doctor asked, his tone much softer but no less grim.

"24 years."

They knelt beside a skeleton, and whoever it had been had died on the floor spread eagled, and one of their legs had long ago broken off from the rest of the skeleton. "All of them?" Clara asked in the same tone as the Doctor. "Everyone? What happened?"

"A new chemical. A new mood." Novice Hame answered, and she knelt down and plucked off the skeleton's neck a small mood badge. "They called it "Bliss". Everyone tried it, but they couldn't stop. A virus mutated inside the compound and became airborne. Everything perished, even the virus in the end." Novice Hame said as she tossed the badge aside and stood back up again. "It killed the world in seven minutes flat. There was just enough time to close down the Walkways and the Flyovers, sealing off the Under-City. Those people on the Motorway aren't lost, they were saved."

"And the whole thing down there is running on automatic?" Clara asked as the couple stood back up again.

"There's not enough power to get them out. We did all we could to stop the system from choking."

Clara's eyes squinted after a small blink. "Who's "We"? How did you survive?"

Novice Hame beamed brightly at them at her questions. "He protected me. And he has waited for the two of you these long years."

"Doctor. Clara."

That voice did not sound from within the room, but in their own heads, but oh did they recognize it. They sprinted around a corner, through a pulled back curtain and there he was. Still a big old face, sitting in a steaming tank and wired up to a computer mainframe, shifting and moving about as he lay within. "The Face of Boe!" They exclaimed, and he nodded.

"I knew the two of you would come."

"Back in the old days, I was made his nurse, as penance for my sin." Novice Hame inputted with her head bowed low to the Face of Boe.

"Old friend, what happened to you?" The Doctor asked, his and Clara's hands on the glass.

"Failing."

"He protected me from the virus by shrouding me in his smoke. But with no one to maintain it, the city's power died. The Under-City would have fallen into the sea."

"So…he saved them?" Clara reiterated.

"The Face of Boe wired himself into the mainframe." Novice Hame explained. "He's giving his life force just to keep things running."

"But there are planets out there." The Doctor inputted. "You could have called for help."

Novice Hame shook her head. "The last act of the Senate was to declare New Earth unsafe. The automatic quarantine lasts for 100 years."

The Doctor and Clara glanced back and forth between Novice Hame, who hung her head low in shame, and the Face of Boe, who's breathing they realized had become laboured and raspy since they last saw him. They gave each other one sad look as they stood and moved to Novice Hame. "So, the two of you stayed here, on your own for all these years."

"We had no choice." Novice Hame retorted, but Clara put her hand on her shoulder, and she smiled.

"Yes, you did." She said simply, which made Novice Hame blink with a sharp sigh.

"Save them, my old friends. Save them."

---

"How much air's left?" Cheen asked in her now tired and heavy voice as Milo flicked a switch.

"Two minutes."

Martha sighed. "It's always the Doctor and Clara, those friends of mine. They'll think of something."

"Martha, no one's coming." Milo denied.

"They looked kind of nice." Cheen inputted, and Martha shrugged.

"They look all right. He's just too skinny and her eyes are too big."

Cheen nodded. "And are they-"

"Oh, most definitely." Martha said quickly. "No rings on their fingers yet, but they are…very hooked on each other."

Cheen sighed. "I never even asked. Where's home?"

Martha blinked. "A long way away." Then Martha frowned. "I didn't really think. I just followed the two of them and…they don't even know where I am." She realized in a whisper. "My mum and dad. If I died here, they'd never know."

Milo and Cheen shot each other solemn glances before he inputted, "So, um…who are they, then? This Doctor and Clara?"

"Um…it's…hard to explain." Martha admitted. "He's…an alien, who's lived…for a very long time. She's…kind of Human, but kind of not." Milo and Cheen blinked at her in puzzlement and she quickly shook her head. "Don't make me explain that." She muttered simply.

"But that would mean that…the only hope we have right now is in…two people you only just met?" Cheen reiterated, and Martha nodded. "Well, that's no use!" Cheen admonished.

"It is, though." Martha argued. "Because you haven't seen the things they can do. Honestly, just trust me, both of you. You've got your faith, you've got your songs and your hymns, and I've got the Doctor and Clara." She said proudly.

Milo blinked, thought for a moment, and gave a sigh. "Right." He reached up and flicked a couple of switches, immediately setting the ship back into life once again.

"Systems back online."

"Hold on tight." Milo said as he took the brakes off, and he briefly grasped Cheen's hand and placed a kiss upon it. "And good luck." Then, he set the car back into motion once again, and the growling and snapping from the creatures outside went straight back into action, causing the ship to rock and tumble every time they bumped into a pincer.

---

"Car 4-6-5-DIAMOND-6! It still registers!" Clara reported from the mainframe. "That's Martha!" She beamed over at the Doctor, who shared her bright grin. "Knew she was good!"

"Oh, that she is!" The Doctor added as he began to feed about the large cable strewn all over the floor. "Novice Hame, hold that in place!" He said after connecting it into the mainframe, which Novice Hame took hold of as he began to feed the cable through back to the other end. "Come on, think, think, think. Take residual energy, invert it, feed it through the electricity beds."

"But there isn't enough power!" Novice Hame protested.

"Oh, you've got power!" The Doctor retorted as he linked the other end into a computer console. "You've got us! I'm brilliant with computers, and Clara is just bloody brilliant! Hame, every switch on that bank, up to maximum!" He ordered, taking out his sonic to use on the console whilst Clara grasped and spun a small wheel, and Novice Hame did as she bade, and did it quickly. "We can't power up the city, but all the city needs is people."

"So, what are you going to do?" Novice Hame asked.

"This!" The Doctor proclaimed as he went to a standing lever and flung it down. But all it did was just set the power straight off again. "No, no, no, no, no, no, no!" He exclaimed, running his hands through his hair as Clara took out her sonic and started to use it on the console again. "The transformers are blocked! The signal can't get through!" He deducted as he moved to help Clara.

"Doctor…" The Face of Boe said, but Clara interrupted him.

"Yeah, hold on. Not now."

"I give you my last…" He cut himself off by giving out a very long and hoarse sigh, but suddenly the power in the room returned once again, causing the couple to look with worried concern at the Face of Boe.

"Hame! Look after him!" Clara exclaimed, and said woman went to work on caring for the Face of Boe.

"Don't you go dying on us, you big old face!" The Doctor added as Clara took up a microphone and moved in front of a camera, whilst he stood by the standing lever. "You've got to see this! The open road! Ha!" He grasped the lever and flicked it down, and it finally did the job.

---

Brannigan and Valerie's car gave a shuddering tumble that startled them from their serene peace, and Valerie immediately grasped hold of the basket where their kittens lay inside tight. "What in Jehovah was that?!" Brannigan exclaimed.

"It's coming from above." Valerie deducted from the distant rumbling, like huge pieces of metal slapping against each other.

"What is it? What's happening?" Brannigan moved out of the seat and opened up the roof hatch to peer outside. To his own astonishment, the roof had begun to peel away, and bright sunlight was beginning to pour inside the Motorway. "By all the cats in the kingdom."

"What is it?" Valerie asked, but all Brannigan could do was give out a very hearty laugh. "What is-" Valerie was cut off as the sunlight poured through the screen and beamed straight down onto her, and she lit up a bright and marvellous grin. "It's the sun!" She exclaimed as Brannigan took a seat again beside her. "Oh, Brannigan!" She beamed, bringing him over to kiss him on the cheek. "Children! It's the sunlight!" She carefully pulled back the blanket, and the kittens all gave a low mewling "Meow" before upon the sight and feel of the warm sun, they began to purr in wondrous joy. Then, the monitor flickered with static before Clara appeared with a microphone in her hands.

"Sorry, no Sally Calypso. She was just one of those things you call a "Hologram". My name is "Clara Oswald"."

Brannigan exchanged a shining look with Valerie. "They're magicians! They must be!"

"Now, this is an order: Everyone drive up, right now."

"Is she serious?" Valerie asked.

"Me and my man, we've opened the roof of the Motorway. Come on." Clara nodded in an ushering tone. "Get those engines throttling and drive up. All of you, the whole Under-City, drive up. You've got to clear that Fast Lane. Drive up. Drive up!"

Brannigan took off the brakes and set the engine into motion. "Here we go."

---

"Oi! Car 4-6-5-DIAMOND-6!" Martha, Cheen and Milo looked at the monitor with wide eyes of astonishment at Clara's appearance. "Martha, I know you're there. Now, drive up!"

"That's Clara!" Martha exclaimed.

"We can't go up-"

"If you're whining about being unable to get up, just tell that part of you to go fuck itself!" Clara interrupted. "You have got access above! Now go!"

Milo immediately did as she bade and drove straight up and away from the Fast Lane, driving up and up until the bright sunlight poured through the screen. Him and Cheen both blinked indistinctively for a moment before their jaw dropped, and the sun just continued to hang in the sky above them. "It's daylight." Cheen muttered with a few tears of wonder and relief in her eyes. "Oh my god, that's the sky, the real sky."

Martha gave out a laugh of gleeful relief at her words, and she nodded. "They did it! I told you! They did it!"

---

"Did I tell you, Clara?! You're not bad, ma'am! You're not bad at all!" Brannigan exclaimed gleefully out of the mainframe speakers, and a grinning Doctor moved over to stand by Clara, who was holding the microphone and looking out of the window over the city of New New York.

"You keep on driving, Brannigan, all the way up." Clara returned with a grin. "Cause it's here, just waiting for you. The city of New New York, and it's yours."

"Don't forget, I want that coat back." The Doctor inputted over her shoulder as he wrapped his arms around her waist and placed a kiss on her lips.

"Doctor!" Brannigan exclaimed in obvious surprise. "I reckon that's a fair bargain, sir."

The Doctor used his sonic to switch the channel over to another vehicle. "Car 4-6-5-DIAMOND-6, we've sent you a flight path. Come to the Senate."

"On my way." Martha responded gleefully.

"It's quite a while since we saw you, Martha Jones." Clara inputted.

"Doctor! Clara!" Novice Hame called in distress, and they turned their heads to see the glass tank beginning to crack.

---

Rushing inside the Senate, Martha immediately stopped upon the sudden and abhorring sight of skeletons lying about the expansive room. She felt her throat tighten for a second upon the sight of one skeleton lying flat on the floor, and she gave a shaking gulp as she called, "Doctor? Clara?"

"Over here."

Martha grinned brightly and rushed around the corner, past a pulled back curtain and asked, "Doctor, Clara, what happened out there…" Martha trailed off, and her expression grew puzzling and bewildered as she saw the Face of Boe lying on the floor with shattered glass surrounding him throughout the room. "What's that?" Martha asked in a mutter, but the couple heard her.

"It's the Face of Boe." Clara responded as she looked over at Martha. "It's all right. Come and say hello." She ushered, and Martha began to slowly walk over, still unable to take her bewildered eyes away from the Face of Boe. "And this is Novice Hame." She said, motioning a hand to Novice Hame, who kept her head hung low, still glancing down at the rasping head. "She's a cat. Obviously."

"He's the one that saved you, not us." The Doctor inputted grimly as Martha knelt down beside them.

"My lord gave his life to save the city. And now he's dying." Novice Hame inputted sorrowfully.

"No, don't say that." Clara refuted. "The old fella's got plenty of life left."

"It's good to breathe the air once more." The Face of Boe rasped out in their heads.

"Who is he?" Martha asked the couple, and that question they found themselves unable to answer, except for...

"We don't even know." The Doctor said with a shrug. "Legend says that the Face of Boe has lived for billions of years. Isn't that right?" He asked the head. "And you're not about to give up now."

"Everything has its time. You know that, old friend, better than most."

"The legend says more." Novice Hame inputted, and she got a shallow glare from the couple.

"Don't. There's no need for that." Clara retorted, but Novice Hame carried on.

"It says that the Face of Boe shall speak his final secret to a traveller."

"Yeah, but who needs secrets, eh?" The Doctor retorted, and another rasping, shuddering sigh from the Face of Boe drew their attention again.

"I have seen so much. Perhaps too much. I am the last of my kind, as you are the last of yours, Doctor."

Clara immediately took the Doctor's hand in hers, as the man blinked down in sadness at the head. "That's why we have to survive, the both of us." The Face of Boe gave yet another sigh, this one quieter and shallower than before, and it made the Doctor take a shuddering breath. "Don't go."

"I must. But know this, Time Lord." Then, the Face of Boe's lips parted and he began to physically speak. "You are not alone." Then, the Face of Boe took one last rasping breath, gave out a long sigh, and his eyes drooped shut, and he moved no longer. Novice Hame immediately burst into a rack of sobbing tears, and Martha did her best to comfort the woman despite her own sadness and a tiny hint of puzzlement at the words. She looked over and saw Clara bringing the Doctor into a hug, which the man readily agreed to, despite his wide eyes and furrowed eyebrows of scrutinizing disbelief over the parting words of the Face of Boe.

---

After exiting the Over-City, the TARDIS trio returned into the alley in the Under-City where they had parked the TARDIS. The first thing that struck them was that the shop vendors for moods had been closed down, bearing a message on each vendor that said, "Closed until further notice". "All closed down." The Doctor said as he held Clara's hand, looking back and forth between the vendors with a look of, "Huh. Okay".

"Happy?" Clara asked teasingly, and he grinned down at her.

"Happy Happy." He returned as they moved to a stop in the middle of the alley, Martha standing only a few feet from them to the side. "New New York can start again. And they have Novice Hame to help. Just what every city needs, cats in charge."

Martha gave a small smirk as she crossed her arms. "But what did he mean, the Face of Boe, "You are not alone"?"

"No clue." The Doctor responded simply.

"I'm sure you're not alone with Clara." Martha said, and they shook their heads with a smile.

"No, that's not what he meant." Clara said.

"Then what?"

The Doctor and Clara just exchanged a small look for a moment, and he asked mentally, "Should we?"

Clara smiled. "We should."

The Doctor gave a small sad sigh as he placed his hand on Clara's cheek, and he kissed her forehead. "Thank you, my Clara."

Clara glanced around the alleyway, spotting three white chairs lying alone on their sides by the brick wall. So, she walked over, picked up two of the chairs and brought them into the middle of the alley. She sat them sitting apart and facing each other, before she moved back, grabbed the final chair and placed it beside one of them, and sat down. She motioned for Martha to sit in the chair facing her, and she did, whilst the Doctor paced back and forth behind her for a few moments. "Doctor."

The Doctor stopped his pacing and gave Clara a long, sad stare, but he didn't say anything for a few moments. After Clara gave him yet another reassuring smile, he blinked and glanced over at Martha, but didn't know how to start. "I…"

Then, just out of the blue, the trio could hear a sudden sound of singing coming from above in the Over-City. Clara and the Doctor glanced upwards at the sound, while Martha leaned forward in her seat. "It's the city." She muttered with wide eyes. "They're singing."

Abide with me; Fast falls the eventide

The darkness deepens; Lord with me abide

When other helpers fail, and comforts flee

Help of the helpless, O abide with me

"I lied to you, because I wanted to pretend." The Doctor started solemnly. "Just for one moment, I wanted to imagine that they were still alive, underneath a burnt orange sky. But that never lasts long. I'm not just a Time Lord, I'm the last of the Time Lords."

"What happened?" Martha asked, and the Doctor gave a small gulp, yet Clara held his hand, and nodded reassuringly to him.

"There was a war. A Time war. The last great Time War. My people fought a race called the Daleks, for the sake of all creation, and they lost. We lost. Everyone lost. They're all gone now. My family, my friends, even that sky."

"Did you…end it?" Martha asked, and he nodded grimly.

"I had to." He glanced back at Clara, and he gave a sudden, shaking chuckle at the memory. "Oh, you should have seen it, Clara, that old planet. The second sun would rise in the south and the mountains would shine. The leaves on the trees were silver, and when they caught the light every morning, it looked like a forest on fire. When the autumn came, the breeze would blow through the branches, and it sounded like a song." Then his sad smile faded away in sorrow, and he closed his eyes with a sigh. Then, he opened them again, looked at Clara and brought her into a hug. "Now?"

"Now."

They parted their hug and looked back at Martha. "Martha, we've decided that we don't want to treat you as a passenger any longer." Martha's eyes widened at their words, but they kept going. "This whole "One trip" thing wore it's welcome out from the start. So, we would like to ask, do you…want to keep travelling with us? As a friend?"

Martha's expression slowly turned from shock and surprise, into a gleaming bright smile. "Oh, yes please." She grinned, and the couple let their grim and sorrowful expressions melt away into warm smiles.

"Then, Martha Jones, where do you want to go first?" Clara asked.

Martha blinked, and immediately said out loud what she had thought about since the Motorway. "Mum. I want…I want to see her."

The couple looked a bit taken aback for a small moment, but their warm smiles returned in force, and they nodded. "Come on." They stood up from the chairs and started back to the TARDIS. "Thing is though, Martha Jones, you were never really just a passenger, were you?" The Doctor asked rhetorically with a smirk as they stepped into the TARDIS, and it promptly vanished away from New Earth.

---

AN: I'll be completely honest with you; This episode is actually the first episode of Season 3 that I love. Honestly, as a Doctor Who fan, Season 3 is not a season that I LOVE, since there isn't that many episodes from the season that I LOVE, but I really enjoy ALL of the episodes, if that makes any sense. It kind of doesn't to me, but then again, what do I know, eh? XD Anyway, thank you so much for reading and please leave a review if you wish. :)