Chapter 13: There is Another…

As the last strains of music faded, the Doctor felt Rose's wordless plea. She needed him, and it was obvious Brannigan and Valerie wouldn't help.

"If you won't take me, I'll go down on my own." He knelt down over the emergency hatch he'd noticed earlier and started sonicking the seal.

"What do you think you're doing?" Brannigan asked.

The Doctor looked up at him. "Going after Rose. I thought I'd lost her once, and it nearly drove me mad. I'm going to get her back, even if I have to take the scenic route."

The door popped open. "Capsule open," the computer announced.

"But you can't jump," Valerie protested.

The Doctor met her gaze. "Rose's abductors promised to let her go in six years. I'm not waiting that long to get her back." He smiled wryly. "If it's any consolation, Valerie, right now, I'm having kittens."

He looked at Martha. "I can't take you with me," he said seriously.

"No, but—"

He shook his head. "Your lungs wouldn't last five minutes out there. Stay here with Brannigan and Valerie. After I find Rose, we'll come back for you."

"Martha will be safe with us, Doctor," Brannigan said.

A car stopped directly below them, and the Doctor knew this was his best chance to leave. "Here we go."

Looking down at the exhaust, the Doctor realised his coat would get in the way, so he took it off and handed it to Martha. "Hold onto this," he told her. "I love that coat. Janis Joplin gave me that coat."

He took a deep breath of clean air, then engaged his respiratory bypass and lowered himself through the hatch. "Bye then," he said, and dropped onto the next car.

The roof hatch opened easily with the sonic, and he dropped into a car driven by an albino man wearing a white suit.

"Who the hell are you?" the man asked.

The Doctor took a breath of clean air and said, "Sorry, Motorway Foot Patrol. I'm doing a survey. How are you enjoying your motorway?"

The driver answered while the Doctor opened the floor hatch. "Well, not very much. Junction Five's been closed for three years."

"Thank you," the Doctor said, cutting him off. "Your comments have been noted." He tucked the sonic back in his pocket and shot a fake smile at the man. "Have a nice day!"

The Doctor had to hang in midair for a few seconds while waiting for a car to stop directly beneath him. Two Asian girls looked at him in surprise when he dropped into their colourfully decorated car.

They stared at him when he offered his cover, neither of them saying a word. The Doctor coughed as he opened the hatch, finding that even with his respiratory bypass engaged, the exhaust was still irritating his throat.

"Thank you for your cooperation. Your comments have been noted." He spotted a blue bandana and picked it up. "Do you mind if I borrow this?" Without waiting for an answer, he tied it around his face. "Not my colour, but thank you very much."

The couple in the next car were both nude. "Ooo! Don't mind me," the Doctor said, quickly opening the floor hatch without offering any explanation for passing through.

After that, he stopped talking to people and just kept moving. Each layer of cars he passed through brought him closer to Rose.

oOoOoOoOo

In the fast lane, things were going about as well as Rose had expected, which is to say, not very. Milo and Cheen had set in a course for the Brooklyn flyover as soon as they were able, but the turnoff was closed.

"Try again," said Cheen.

Milo tapped Exit 1 on the monitor, and the computer repeated itself. "Brooklyn turnoff one, closed."

Sweat beaded up on Cheen's upper lip. "Try the next one." Milo obeyed, but Brooklyn turnoff two was also closed. "What do we do?" she asked, her voice high-pitched.

Milo took a deep breath. "We'll keep going round. We'll do the whole loop, and by the time we come back round, they'll be open."

The same growl they'd heard earlier echoed through the fast lane, the reverberations rattling the car. "Those don't sound like air vents to me, mate," Rose said.

"What else could it be?" he said quietly.

A low rumble was followed by another growl, louder this time.

"What the hell is that?" Cheen cried.

"It's just the hydraulics." But even Milo knew he was grasping at straws.

Rose shook her head. "Listen, hydraulics don't sound like that. Whatever's out there, it's alive."

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

Before Rose could tell him about all the species who thrived in this kind of gas, a feminine voice came over the airwaves. "Calling car four six five diamond six. Repeat, calling car four six five diamond six."

Milo picked up the radio. "This is car four six five diamond six. Who's that? Where are you?"

"I'm in the fast lane, about fifty yards behind. Can you get back up? Can you get off the fast lane?"

Milo frowned. "We only have permission to go down. We need the Brooklyn flyover."

"It's closed. Go back up."

"We can't." Milo spoke rapidly. "We'll just go round."

"Don't you understand?" she said loudly. Growls and bangs were transmitted over the radio. "They're closed. They're always closed."

Cheen sobbed and covered her face with her hands. Rose rested a hand on her shoulder, trying to give what comfort she could.

"We're stuck down here, and there's something else out there in the fog. Can't you hear it?"

The growl came over the radio, and a small tremor shook the car. "That's the air vents," said Milo.

"Jehovah, what are you?" the woman asked incredulously. "Some stupid kid? Get out of here!"

Rose, Cheen, and Milo heard a screech of metal being ripped apart, and the passengers in the other car crying.

Milo's spine stiffened. "What was that?" Milo asked.

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

"But what's happening?" he asked, gripping the radio tightly.

Rose bent close to the radio. "Can you tell us what it looks like?" she asked, hoping a description would tell the Doctor what they were up against.

"Hang on. It's here."

The radio was shaking in Milo's hand. "Hello?"

"Just drive, you idiots!" she screamed. "Get out of here!"

"Can you hear me? Hello?"

Rose snatched the radio away from Milo. "You heard her, drive! Get us out of here!"

"But where?" Milo asked, wide-eyed.

"I don't care where, just go fast!" Rose ordered, staring out through the windscreen.

"What is it?" Cheen whimpered. "What's out there? What is it?"

"Whatever it is," Rose said, "I don't fancy hanging around for tea and a chat. Keep moving!" she ordered Milo.

oOoOoOoOo

After too many layers of traffic, the Doctor dropped into the car of a nattily dressed man wearing a bowler hat. "Excuse me, is that legal?" the driver asked.

"Sorry, Motorway Foot Patrol." The Doctor pulled the scarf off and wiped at his face. "Whatever. Have you got any water?"

"Certainly." The driver filled a tiny plastic cone from a water cooler and handed it to the Doctor. "Never let it be said I've lost my manners."

The Doctor downed the water in one gulp and looked at his surroundings. "Is this the last layer?" he asked, his voice still hoarse.

The driver nodded. "We're right at the bottom. Nothing below us but the fast lane."

The fast lane! "Can we drive down?"

The man blinked in confusion. "There's only two of us. You need three to go down."

The Doctor tapped the fingers of his right hand against his leg and stared through the windscreen. "Couldn't we just cheat?" he asked, sick of excuses to not take the fast lane.

"Well, I'd love to, but it's an automated system." The driver yanked on the wheel. "The wheel would lock."

The Doctor grudgingly admitted that was actually a valid reason. Still, if he couldn't go to the fast lane, he could at least look at what lay between here and there. "Then excuse me."

"You can't jump," the driver said when the Doctor bent over and opened the floor hatch. "It's a thousand feet down."

"No, I just want to look." He opened the hatch and heard a grinding growl. "What's that noise?"

"I try not to think about it."

The fear in the man's voice was the same fear he'd seen on Valerie's face. There was something at the bottom of the motorway, which meant Rose was in greater danger than he'd thought.

The Doctor peered down into the exhaust fumes, trying to see more. "What are those lights? What's down there?" Exhaust seeped into the car, and he waved it away with his hand. "I just need to see." He looked up and spotted the computer. "There must be some sort of ventilation," he said, striding to it and pointing the sonic at it. "If I could just transmit a pulse through this thing, maybe I could trip the system, give us a bit of a breeze."

He found the right program for the ventilation system, but the fans were shut off. Without asking the driver, he opened up the control panel and pulled out some wires and spliced them together until the fans turned on with a loud clang.

"That's it!" He ran back to the hatch and looked down. "Might shift the fumes a bit, give us a good look."

The driver peered cautiously over the edge. "What are those shapes?"

"They're alive." Giant claws snapped up at them, and the Doctor realised that what he'd thought were lights were actually eyes.

"What the hell are they?"

"Macra," he announced grimly.

oOoOoOoOo

Martha sat uncomfortably in the back of Brannigan and Valerie's car, feeling a bit put out at being left behind. The Doctor claimed that her physical limitations wouldn't allow her to keep up with him, but she didn't think he would refuse to let Rose join him just because something happened to be a little dangerous. And Rose might be more like the Doctor—whatever that meant—but she was still basically human, wasn't she?

The sound of metal being cut filled the car, and Brannigan looked at the ceiling, where they could clearly see the light of a blowtorch. "Just what we need—pirates!" he said grumbled.

"I'm calling the police!" Valerie shouted.

Martha stood up, being careful not to stand directly under the hatch, and moved to the back of the car. Maybe she couldn't help the Doctor rescue Rose, but she could help this couple protect their kittens.

The hatch dropped to the floor and another cat person stuck her head into the car, holding a gun on Brannigan. "The Doctor. Where is he?"

"We're not telling you that," Martha said indignantly. "Not while you're pointing a gun at us."

She dropped into the car and looked at Martha, then at the coat lying on the bed. "You travel with him. You want to protect him, but you don't need to protect him from me."

"How do we know you're telling the truth?" Brannigan asked.

"I need his help," she said.

Martha and Brannigan had a silent conversation, and finally Martha said, "He left about ten minutes ago, looking for Rose."

"How did he leave?"

"The same way you came in," Martha said, pointing at the floor hatch.

She nodded. "Thank you. I apologise for damaging your vehicle," she told Brannigan, then cut another hole in the bottom of the car and dropped down to the next layer of cars.

"Well, that was certainly something," Brannigan said. "Never seen anyone travel outside of a car, and now I've seen it twice in one day."

An awkward silence filled the car. Now that she was alone and in no immediate danger, Martha realised she was trapped in a tiny space with perfect strangers. What did a person say in a situation like this?

"So Martha," Valerie said, "where's home for you? Because obviously you and the Doctor aren't from New New York."

Martha looked out the window at the endless rows of cars, and realised how far she was from London. "It's a long way away," she said slowly. "I didn't really think. I just followed the Doctor and Rose, and they don't even know where I am. My mum and dad," she clarified. "If I died here, they'd never know." The thought was terrifying.

"What about the Doctor and Rose?" Brannigan asked. "Who are they? Because there's something about the Doctor that I'd be afraid of if I wasn't sure he was a good man."

"He certainly seems to be in love with his wife, though," Valerie added.

Martha gave a half smile. "Yeah, that's one of the few things I actually know about him." The truth of that statement sank in, and her smile disappeared. "But other than that, I don't really know them—not really."

oOoOoOoOo

Rose grabbed onto the back of Milo's seat as enormous claws reached out of the clouds of exhaust to snap at the car. The three minutes since the other car had been destroyed felt like they'd stretched into an hour.

"Go faster!" Cheen yelled when one set of claws came particularly close.

Milo clutched the steering wheel. "I'm at top speed!" He stared at the control panel; as soon as he'd accepted the situation they were in, he'd put in a request to return to the motorway.

"No access above," the computer told them.

"But this is an emergency!" he begged, before calling the police.

The call to the police led to an automated message. "Thank you for your call. You have been placed on hold."

Rose thought quickly as the car continued to shake violently. They were never going to be able to escape whatever was out there. The Doctor would come through—she knew he would—but she had to stay alive until then.

"Turn everything off," she ordered.

Milo's voice jumped up to a higher register. "You've got to be joking."

"It works on submarines," Rose pointed out, but was met by blank stares. "All I'm saying, is if it can't see—and how can it—it's got to be finding us some other way. And everything else, like the sound of the car, that would all stop if we just shut things off."

"What if you're wrong?" he demanded.

The car shook with another vicious blow. "D'you think it could actually get worse than this?" Rose yelled. "Just do it!"

Milo sucked in a deep breath, then unhooked something in the console above their heads and hit a button on the control panel. The car stopped, dead quiet and completely dark. After a few more clicks of the claws over their head, the creatures stopped grabbing at them, and Rose drew a sigh of relief that she'd been right.

Cheen swallowed hard. "They've stopped."

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

"How did you think of that?" Cheen asked Rose.

Rose shrugged. "I saw it on a film." She bit her lip. "The trouble is, I can't remember what they did next."

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

Rose shuddered. She should have known it wouldn't be that easy. "How long have we got?"

"Eight minutes, maximum."

Cheen moaned, and Rose took her hand. Focusing on keeping the other woman calm would allay her own panic, which was important because she had no intention of letting the Doctor know their deadline was so tight.

She didn't know how he was doing it, but he'd been steadily getting closer over the last twenty minutes or so. Rose couldn't be too excited by his rescue attempt, since she knew he'd never be able to get through the bottom layer of the motorway down to the fast lane, but he'd find another way once he realised that. She knew he would.

oOoOoOoOo

The Doctor stared down at the teeming mass of claws and eyes. "The macra used to be the scourge of this galaxy. Gas." He nodded at the driver. "They fed off gas, the filthier the better. They built up a small empire using humans as slaves and mining gas for food."

"They don't exactly look like empire builders to me," the driver countered.

"Well, that was billions of years ago," the Doctor explained."Billions. They must have devolved down the years. Now they're just beasts. But they're still hungry, and my wife is down there."

The echo of the seal on the roof hatch unlocking sounded loudly in the car. The owner of the car stood up to see who was coming in now. "Oh, it's like New Times Square in here, for goodness' sake!"

"I've invented a sport," the Doctor said bemusedly.

The newcomer—a female catkind in a nun's wimple—dropped onto the floor. "Doctor, you're a hard man to find."

"No guns," the driver said, pointing to the large weapon she carried. "I'm not having guns."

"I only brought this in case of pirates," she said impatiently. "Doctor, you've got to come with me."

The Doctor wrinkled his forehead. She talked as if they'd met before. "Do I know you?"

She sighed ruefully and looked at the floor. "You haven't aged at all. Time has been less kind to me."

The Doctor put his hands on her shoulders and squinted at her for a moment before her face registered. "Novice Hame!" He hugged her, then pulled back suddenly. "No, hold on. Get off! Last time we met, you were breeding humans for experimentation."

"I've sought forgiveness, Doctor," she said earnestly, "for so many years, under his guidance. And if you come with me, I might finally be able to redeem myself."

"I'm not going anywhere." The Doctor shook his head, then pointed down to the bottom of the motorway. "You've got macra living underneath this city. Macra! And Rose is stuck down there, and I don't think she has much time left."

The stifled panic he felt from Rose had him on edge, all the more so because she hadn't told him what was wrong. Although, given that there were macra living under the motorway, and that the fast lane was the very bottom layer of cars, he could guess.

"You've got to come with me right now," Novice Hame insisted.

Not on your life. "No, no, no, you're coming with me. We've got three passengers now."

Novice Hame's shoulders drooped. "I'm sorry,Doctor. But the situation is even worse than you can imagine." She grabbed his wrist, and the Doctor realised too late that she had a personal teleport. "Transport."

"Don't you dare! Don't you dare!" He tugged at his wrist but it was too late. Blue light engulfed them, and the car disappeared around them.

The teleport dropped them hard at their destination, and the Doctor and Novice Hame both stumbled on arrival and fell flat on their faces. The Doctor groaned as he picked himself up off the floor. "Oh! Rough teleport. Ow."

After he'd shaken the fog out of his head, he glared at Novice Hame. "You can go straight back down and teleport people out, starting with Rose."

She looked at him as if he were a slow child. "I only had the power for one trip."

That claim didn't move the Doctor. "Then get some more!" He looked around, but didn't recognise his surroundings. "Where are we?"

"High above, in the over-city."

"Good," the Doctor said, his frustration at being unable to rescue Rose spilling out into anger. "Because you can tell the Senate of New New York I'd like a word. They have got thousands of people trapped on the motorway. Millions!"

Novice Hame looked at him pityingly. "But you're inside the Senate, right now. May the goddess Santori bless them."

She pressed a button on her wrist device and the lights came on, revealing a long chamber flanked by rows of seats. The Doctor looked around the Senate Room and realised the gallery seats were filled with skeletons.

"They died, Doctor," she said quietly. "The city died."

The tragic sight drained some of the Doctor's anger away. "How long's it been like this?" he asked as he walked slowly through the room.

"Twenty-four years."

He crouched down beside the nearest skeleton, lying prone on a platform. "All of them? Everyone? What happened?"

"A new chemical. A new mood."

The Doctor listened to the story with growing horror.

"They called it Bliss. Everyone tried it. They couldn't stop. A virus mutated inside the compound and became airborne. Everything perished. Even the virus, in the end. It killed the world in seven minutes flat." Her voice trembled with emotion, and the Doctor looked up at her sympathetically. "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, Doctor. They were saved."

The Doctor stood back up and tried to process what he'd just learned. "So the whole thing down there is running on automatic."

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

"Who's we?" Another question came fast on the heels of the first. "How did you survive?"

"He protected me," she said reverently. "And he has waited for you, these long years."

Doctor.

The telepathic voice coming from the shadows was one he recognised. The Doctor jogged out of the senate room and into the lobby off to the side, stopping in front of a large jar. "The Face of Boe!"

I knew you would come.

The Doctor knelt in front of him, and Novice Hame continued her explanation. "Back in the old days, I was made his nurse as penance for my sin."

The familiar presence in his mind was weak, which explained why the Doctor hadn't realised he was on the planet the moment they arrived. "Old friend, what happened to you?"

Failing.

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

The Doctor stared into the distance. "So he saved them."

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

There was still one thing that didn't make sense to the Doctor. "But there are planets out there. You could have called for help."

She shook her head. "The last act of the Senate was to declare New Earth unsafe. The automatic quarantine lasts for one hundred years."

The Doctor stood up and faced the nun. "So the two of you stayed here, on your own for all these years."

"We had no choice."

The Doctor was awed by immensity of their sacrifice, and he put a gentle hand on the nun's arm. "Yes, you did."

Save them, Doctor, the Face of Boe pleaded. Save them.

oOoOoOoOo

Sitting in the car with the two humans, Rose cursed the time senses that let her feel the seconds of their air supply dwindle away. She knew the Doctor had sensed her urgency, but she still hadn't told him how little time they had remaining.

The tiniest part of her brain considered what it would be like if she had to tell him goodbye. She shoved the gloomy thought out of the way as soon as it intruded, locking it up before the Doctor could catch it.

"How much air's left?" Cheen asked.

"Two minutes," Rose and Milo answered in unison.

He looked at her, and she shrugged. "I have a gift for keeping track of time," she said, and it wasn't a lie.

Rose looked worriedly at the two humans. They were both sweating profusely, and their breathing had become laboured. She felt a little guilty that she wasn't feeling the lack of oxygen as badly as Milo and Cheen were, and she wanted to encourage them somehow.

"That's plenty of time for the Doctor to save us," she told them. "And not just us, but everyone on the motorway."

Milo sighed and shook his head. "Rose, no one's coming."

She smiled faintly. "The Doctor and I once killed Satan to save each other's lives. Trust me. There's no power on New Earth that can stop him from getting me out of here—and if I weren't stuck in this car, there wouldn't be anything that could keep me from getting home to him."

"He looked kind of nice," Cheen said.

Rose sat back on her heels. "He can be, yeah—though he wasn't too happy with you for kidnapping me."

"How did you meet him?"

She laughed. "He blew up my job." Milo's jaw dropped, and she shook her head. "It had been taken over by these… these creatures. They had me cornered down in the basement. I thought I was going to die, then a hand grabbed mine. I looked over, and this fantastic bloke whispered, 'Run!'" Rose's hand flexed; she could almost feel her first Doctor's calloused fingers. "So I ran… and we never really stopped."

Cheen was impressed, but Milo still didn't look convinced. "Really," Rose insisted. "The Doctor is amazing. Even if I weren't in danger, he would still figure out a way to take care of whatever is down here and rescue all of you. We've done it so many times before. It's just who we are."

The three passengers looked at each other, and Rose saw the moment Milo made a decision. "Right," he said, and turned the car back on.

Rose started to protest, then she understood what he was doing. He was giving the Doctor time to find a solution. They had a better chance of dodging the claws than they did of staying alive in a car running out of oxygen.

Milo took Cheen's hand, and they looked back at Rose. "Good luck."

She nodded, a smile on her face. "You too."

Claws started snapping at them almost immediately, and Rose closed her eyes and clenched her fists in her lap. Hurry, she begged the Doctor, unable to keep her fear from him any longer.

oOoOoOoOo

The Doctor accessed the city's mainframe from a terminal in the lobby. He pulled up the program that tracked the cars, and quickly scanned for one particular number, pointing jubilantly at the monitor when he found it. "Car four six five diamond six. It still registers! That's Rose. Oh, she's always brilliant, my Rose."

His relief evaporated when Rose's lingering fear swelled into terror, along with a single, chilling word—Hurry.

A series of Gallifreyan curses spilled from his lips. Novice Hame merely raised her eyebrows, but the Face of Boe sighed out a breath. Doctor… you must focus if you wish to rescue your bond mate.

The Doctor didn't even ask how he'd known he and Rose were bonded. To a telepath as strong as the Face of Boe, it would be as obvious as… as the ring on his finger.

"Right." He had a plan, and he needed to follow through on it. "Novice Hame." She turned around and he pointed to a lever. "Hold that in place." The Doctor followed the thick electrical cables to a transformer box. "Think, think, think, think. Take the residual energy, invert it, feed it through the electricity grid."

"There isn't enough power," Novice Hame protested.

The Doctor started flipping switches on the panel controlling the grid. "Oh, you've got power. You've got me. I'm brilliant with computers, just you watch." He turned around and pointed at the other terminal. "Hame, every switch on that bank up to maximum."

She adjusted the switches, and the Doctor went back to the transformer. He laid down on the floor next to it, sonicking the connections so they could handle more power. "I can't power up the city, but all the city needs is people."

"So what are you going to do?" she asked.

"This!" The Doctor leapt to his feet and threw the huge switch by the transformer. For a moment it seemed like it would work, then the lights went off in the room as all the power drained. "No, no, no, no, no, no, no!"

He used his sonic screwdriver to run a diagnostic on the transformer box, and didn't get the answer he'd hoped for. "The transformers are blocked. The signal can't get through."

Doctor, the Face of Boe said

"Yeah, hold on, not now."

I give you my last…

He wheezed out a long breath, and the computers all came back on. "Hame, look after him," the Doctor ordered. "Don't you go dying on me, you big old face. You've got to see this." The Doctor flipped the switch again, and this time it worked. "The open road. Ha!"

oOoOoOoOo

Martha looked at the Doctor's coat and wondered if she'd ever see him or Rose again, if she'd ever see her family again. Thirty minutes had passed since the Doctor had left, twenty since the cat-nun had passed through looking for him.

A loud, mechanical clang from overhead pulled her out of her morose thoughts.

"What in Jehovah was that?" Brannigan wondered aloud.

"It's coming from above!" Valerie said unnecessarily.

"What is it? What's happening?!" Brannigan asked.

The kittens started meowing and Valerie covered their basket in motherly fear, but Martha smiled. "That's the Doctor," she said.

Brannigan opened the roof hatch and looked out. "By all the cats in the kingdom," he murmured.

"What is it?" Valerie asked as light streamed into the car. "What is it?" she repeated, then sucked in a breath. "It's the sun! Oh, Brannigan. Children, it's the sunlight."

The monitor flickered on, and the Doctor's face appeared onscreen. "Sorry, no Sally Calypso. She was just a hologram. My name's the Doctor."

"He's a magician," Brannigan said, and Martha had to agree with him.

"And this is an order," the Doctor continued. "Everyone drive up. Right now. I've opened the roof of the motorway. Come on. Throttle those engines. Drive up. All of you. The whole under-city. Drive up, drive up, drive up! Fast!"

Brannigan put the car in gear with a giddy laugh. "Here we go."

"We've got to clear that fast lane," the Doctor said. "Drive up and get out of the way."

oOoOoOoOo

In the five minutes since they'd turned the engine back on, car four six five diamond six had barely escaped being destroyed by the claws. Milo stared straight ahead as he evaded them while Cheen sobbed quietly at his side.

When a claw grabbed them out of the air, Rose wondered for a moment if this was it. The Doctor was working on a solution, she could tell, but would it matter if she'd been crushed to bits by a giant claw?

Milo turned the wheel sharply and managed to get away from the creature yet again, and Rose took a deep breath. It's not over yet, she chided herself. Don't give up.

She choked out something between a sob and a laugh when the Doctor's face appeared on the screen. As he gave the order for everyone to evacuate the motorway, some of Rose's tension melted away. If they could all just get out of here…

"Oi!" he said sharply. "Car four six five diamond six. Rose! Drive up!"

"That's the Doctor!" Rose said happily.

"We can't go up!" Milo protested, pointing upwards. "We'll hit the layer!"

"Oh for… Just do as he says!" Rose exclaimed, seconds away from taking the wheel and doing it herself.

"You've got access above," the Doctor promised. "Now go!"

Milo shook his head, but steered the car up, away from the grasping claws. A sickly light shone through the thick haze of exhaust as they joined the line of cars streaming out of the motorway, and they all squinted at it.

Cheen realised what it was first. "It's daylight. Oh my God, that's the sky—the real sky."

Rose laughed exuberantly. "He did it! I told you, he did it!"

On his monitor, the Doctor watched the numbers indicating cars flying up and out of the motorway. When he saw the car Rose was in move towards the sky, he let out a sigh of relief.

"Did I tell you, Doctor?" Brannigan said over the radio. "You're not bad, sir. You're not bad at all! Oh, yee-hah!"

The Doctor shook his head and grinned. "You keep driving, Brannigan. All the way up." He spun across the Senate Room to the window and looked out at the beautiful but empty city. "Because it's here, just waiting for you. The city of New New York, and it's yours. Martha, I told you I wouldn't leave you here. And don't forget, I want that coat back."

"You got it, mister," she said, sounding relieved.

"And car four six five diamond six, I've sent you a flight path. Come to the Senate."

"We're on our way," Rose told him.

The Doctor closed his eyes against the rush of emotion brought on by hearing her voice. It's been too long since I saw you, love.

Rose didn't protest that it had only been a few hours. It wasn't the length of time, but the uncertainty of how long the separation would last that had made it difficult.

I'll be there soon. You saved us, my Doctor—just like I knew you would.

"Doctor!"

He turned around at Novice Hame's cry, just in time to see a crack spread across the Face of Boe's tank. The crisis apparent, he left his perch by the window and joined the nun in trying to find a way to repair the integrity of the glass.

Brannigan dropped Martha and his coat off, and the medical student quickly grasped the situation. "Can I help?"

"I don't know if there's anything we can do," the Doctor said helplessly.

The crack kept spreading, and finally, the pressure from inside the tank caused the glass to shatter. The Face of Boe slid out onto the floor of the lobby, without the protection of his smoke and his life support systems failing.

Some of the Doctor's elation drained away as he realised he'd managed to save Rose and Martha, but had quite possibly lost a friend.

He felt the moment Rose entered the room. In the back, Rose. There's an old friend who'd like to say hello.

She knelt down beside him, and his hand automatically reached for hers. "You remember the Face of Boe, don't you? And Novice Hame?" He looked down at the dying ancient. "He's the one that saved you, not me."

"My lord gave his life to save the city, and now he's dying," Novice Hame said, almost in tears.

"No, don't say that," the Doctor insisted, even though he knew it was the truth. "Not old Boe. Plenty of life left."

Boe took a deep breath. It's good to breathe the air once more.

"Who is he?" asked Martha.

"I don't even know," the Doctor said, slightly surprised by the realisation. "Legend says the Face of Boe has lived for billions of years. Isn't that right? And you're not about to give up now."

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

Novice Hame looked at the Doctor. "The legend says more."

The Doctor's eyes widened. "Don't. There's no need for that."

She didn't flinch away from his gaze. "It says that the Face of Boe will speak his final secret to a traveller."

"Yeah, but not yet," the Doctor insisted.

Rose rested her head on his shoulder, offering her strength.

"Who needs secrets, eh?"

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

The reminder of his lost people hurt, as it always did. "That's why we have to survive. Both of us. Don't go."

I must. But know this, Time Lord. Boe drew a breath and spoke aloud for the first time, to the Doctor's knowledge. "You are not alone."

The Doctor stared blankly as his friend's eyes closed for the last time. You are not alone? What could he possibly mean?

He forced the obvious answer to the back of his mind and looked at his companions again. Novice Hame was in tears, and Rose had an arm wrapped around the nun. Martha looked slightly uncomfortable, like she'd just witnessed something private… and he supposed she had.

"I think it's time we were leaving," the Doctor said quietly. "Novice Hame, I met a man on the motorway named Brannigan. He could help rebuild this city."

She sniffed, then nodded. "I will find him, Doctor. Thank you for all you have done for New Earth."

oOoOoOoOo

As it happened, Brannigan gave them a ride back to Pharmacy Town, insisting it was the least he could do. "And it gives me a chance to meet your lovely wife," he added, winking at Rose.

He soon picked up on the sombre attitude in the three off-worlders and quieted down for the rest of the ride, only offering sincere thanks to the Doctor as he dropped them off.

"You gave us our lives back, sir, and I can't thank you enough for that."

The Doctor clung to Rose's hand as they walked back towards the TARDIS. He stopped for a moment at the drug stalls and looked around. "All closed down."

"Happy?" Rose asked, nudging his shoulder.

"Happy happy." He peered inside one of the stalls and was satisfied that it was actually empty. "New New York can start again. And they've got Novice Hame. Just what every city needs, cats in charge."

He looked over at Martha and tipped his head in the direction of the TARDIS. "Come on, time we were off."

Martha watched the Doctor and Rose walk away. He was putting on this face, like he was all right, but he wasn't. And Rose knew it, but she wasn't saying anything either.

"But what did he mean, the Face of Boe?" Martha asked as she followed them back to the TARDIS. Neither of them answered, so she kept asking questions so they'd know she wasn't going to give up on this. "I mean, you're not alone."

"I don't know," the Doctor said, his voice not inviting further questions.

"So he didn't mean because you've got Rose, or friends?"

He looked at Rose, and Martha thought she saw a little of the sadness leave his eyes. "Rose helps," he said quietly, "but I don't think that's what he meant."

They reached the TARDIS, and Martha waited until they were inside to press for more. "Then what?"

The Doctor didn't answer, just walked slowly around the console, flipping levers to take them someplace else, someplace new.

She'd almost given up on getting answers out of him, but the realisation that she barely knew these people honestly frightened her a little, so she pushed one more time.

"He said last of your kind. What does that mean?"

Rose shot her a warning look. "Martha—"

But to Martha's surprise, the Doctor sighed and stopped Rose with a raised hand. "I'm not just a Time Lord," he said, finally looking at Martha. "I'm the last of the Time Lords. The Face of Boe was wrong. There's no one else."

That answer was far more than anything Martha had expected, and the grief on his face as he said it was profound. "What happened? If I can ask," she added hurriedly.

He slouched onto the jump seat and rubbed his hands over his face. The TARDIS lowered the lights in the console room until the greenish light of the time rotor was all that was left, and Martha stared at the Doctor, cast in shadow.

"There was a war," he said finally. "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." He paused for a moment and in the dim light, Martha could see his Adam's apple bob. "They lost. Everyone lost. They're all gone now. My family, my friends… my planet."

Martha blanched. She'd been upset that they hadn't told her anything, but it hadn't occurred to her they didn't talk about their pasts because it was too painful.

"I'm sorry," she said finally, feeling like the words were wholly inadequate for the situation.

"You had no way of knowing," the Doctor said. "And… I suppose hearing that someone is the last of their kind would make anyone curious."

Martha watched as Rose moved to stand behind him and ran her fingers through his hair. "I think I'd like to rest before we go anywhere else," she said, and if the Doctor realised her true motivation was concern for him, he didn't let on. "Martha, the TARDIS will give you a room. Just go down that corridor," she nodded to the left, "and it'll be the second door on the right."

"Thanks," she said, feeling like she could actually sleep. "Just wake me up for breakfast."

"Of course. Good night, Martha."

When she reached the corridor, Martha thought to say goodnight to the Doctor and Rose. But when she turned around, the Doctor's eyes were closed and his shoulders were slumped, and Rose was pressing a kiss to the top of his head. Not wanting to interrupt the intimate moment, she turned around silently and went to hunt down the room Rose had promised.