Big thanks to orchids117 for all her help with this chapter!

Chapter 3

Rose rubbed her eyes groggily, trying to orientate herself. They had been running… there had been shooting… dirt walls and metal bars…

To her right, she could hear the distinct sound of the sonic screwdriver's familiar buzzing, immediately dissipating her worries.

"D- Doctor?" she croaked through her dry mouth.

The partial Time Lord quickly jumped down from the chair he had been standing on and rushed to her side.

"Shh, try not to speak," he silenced and walked across the cell. He came back with a small glass of water, coming closer to ease some of the hydrating fluid into her parched mouth. She sighed in relief as the cool liquid rushed over her rough throat.

"What happened?" she asked, sitting up. It was only now that she realized her surroundings. She was lying on a brown dust floor, surrounded by identical brown dust walls and a small barred door. The small cell was illuminated by a dingy yellow light bulb strung in from the outer hallway. The only things in the room other than themselves were a small tub of water in the corner and a chair, which the Doctor was climbing up on again.

"Don't you remember?" he asked.

She shook her head and he sighed.

"I guess you hit your head harder than I thought…" he muttered partially to himself and filled her in on the last two hours.

As soon as the TARDIS doors had opened, the Doctor was being pulled aside at gunpoint. Large, burly men in dark uniforms restrained him while they dragged Rose out and threw her carelessly at his feet. They had landed in a market of some sort, stalls lining the large passageway in every direction. It was also clear that they were underground.

The guards scowled in disgust at the intruders and one of them prodded Rose with the end of his gun as one would a rotting animal. From among the group, a commanding officer stepped forward and began barking orders to his subjugates, demanding that immediate action be taken to ensure the continued protection of the people – namely the imprisonment of the impostors and the confiscation of their horrid, coloured box.

Without hesitation, the Doctor grabbed Rose's hand and pulled her aside him as they ran. They weaved through the shacks and market booths with relative ease, for the shooters did not intend to harm any of their own.

As they pushed their way past angry vendors, tables were knocked over and merchandise was broken. The Doctor offered half-hearted apologies in passing but was far more concerned with staying alive and unscathed. His eyes searched every alley and scanned every corner. Relief shot through his pounding heart when he saw an escape coming up on his right.

With a firm tug at Rose's arm, he jerked them down an alley and wound them through dizzyingly twisted passages. Once enough distance was put between the capturers and the fugitives, the Doctor stopped and let Rose catch her breath in the hot, sticky air. They were in a small dark space serving as a storage area for spare pipes and wires. As Rose calmed her breathing, the Doctor inspected one of the pipes, dusting away some soil from its exterior. Written in bold letters was the name of the planet.

Rose groaned. "Seriously, Doctor? Of all the places we could go, you land us in the middle of a public market on Aabkud?"

He gave her a disgruntled look. "Why? What's so bad about Aabkud?"

She huffed. "Well, nothing if it was about a hundred years ago. But now? Good luck getting the TARDIS back in one piece."

His eyes widened in genuine horror. "What will they do to her?"

Rose sat down against the wall and sighed. "They'll probably try to burn her first. Or rip her apart. And when that doesn't work they'll do anything to get the colour off."

The Doctor scoffed and sat next to her. "What's wrong with the colour? It's TARDIS blue!"

"Exactly. They live underground in these caves because they have a… phobia, you could say, of anything colourful. Even their own sky was too bright. And then we come along wearing blue and red, and purple and yellow and land in the middle of a whole crowd of them! Doctor, we've scared them!"

He pulled at his ear. "Right. Probably not the best place then. Where do you think they've taken her? And why is it so hot?" he asked, wiping some of the moisture accumulating on his forehead.

"They prefer living in warm environments; the planet's surface is even hotter. And if I remember correctly, the military storage facility is on the other edge of the city. We should hurry."

"How do you know so much about this place, anyway?"

She grinned proudly. "I read about it at the Library."

He rolled his eyes. "Of course. The one book you read just happened–"

"Hey! It's not my fault I can't read as fast as your great Time Lord highness! You could at least–" She stopped as soon as the sound of angry boots was heard again, and they resumed their running. Now that the crowd was not an issue, the soldiers were able to fire openly. The pair ducked and dodged slews of laser blasts as the gunned men approached. The distance between them was getting greater by the second and the Doctor was about to cheer in triumph, when they turned and ran directly into a wall. Dead end.

"Well isn't this wizard!" he exclaimed, raising his hands in defeat and turning to face the approaching men. Familiar guns cocked as they were surrounded. The military leader stepped forward.

"You are under arrest on the charges of public displays of colour, disrupting the public market, and conspiracy to recommence the revolution," he recited in an uninterested and monotone voice. "This crime against the Superior Aabkudian regime is punishable by incarceration without trial until such a time that the death ring is made available. As illegal immigrants to this planet, your rights to appeal this decision have been revoked,"

Heavy metal restraints were wrapped around their wrists, producing a small electrical shock every few seconds.. It didn't hurt; it was simply a friendly reminder of their situation. The Doctor guessed that the voltage could easily be turned up, which discouraged him from attempting another flee.

Most of the men left, leaving only the two largest ones to guide them down the winding halls to the holding area. It was taking much longer to arrive than anticipated; the guards were leading them through mostly empty corridors to hopefully diffuse the public's panic. The cells were down a staircase leading even further underground. There were small barred doors in the dirt wall, only on the right side, the left containing shelving units stocked with unimportant emergency supplies.

They were taken to the first cell, uncuffed, and roughly thrown through the gates. Rose's head hit the ground with a deafening thud, to which the Doctor gasped. The doors were locked, the guards left, and the Doctor rushed to Rose's side. He lifted her head up gently to rest in his lap as he looked it over for any problems. Thankfully it wasn't bleeding, just dirty with a thin coat of reddish dust. He called her name and gently pated her cheek, trying to revive her to no avail.

Panic began to rise in his chest as five minutes went by without a response. What if her brain was damaged somehow? He quickly brushed some of her soft hair aside – oh, how he wished he could run his hands through it all day – and placed his fingers at her temple. He strained his mind to push through her unwilling one and eventually broke through. He tried the very best he could to not look at any of her thoughts or memories, no matter how much they were calling to him, and focused only on checking for damage. He sighed in relief as he saw nothing wrong. She might be slightly disoriented upon waking, but everything would be fine. He pulled back gently and left her to rest. Brushing his lips along her forehead and curling his suit jacket under her head, he got up and set to work on finding a way out.

"Doctor, 's been an hour; I don't think the sonic is working. Now will you please stop resonating concrete again and help me with this lock?" she sighed as he once again aimed the screwdriver at the wall.

He grunted in annoyance. "Please, Rose. This is not concrete. This is rock fragments which have been broken up immensely by weathering and washed down through the soil profile and accumulated in the subsoil, which has then been condensed for centuries. It's much harder to resonate."

Rose put her hands on her hips and tapped her foot. "Fine. I'll get us out of here then while you sit there and resonate dirt."

With a 'humph', the Doctor came to her side and offered his assistance. She smiled at him sweetly. "Thank you. Now, hold this pin for me," she instructed while she worked. She mentally thanked Torchwood for the very useful skills she had acquired while working there.

Soon the door was unlocked and they began running. Their victory was short lived, however, for an alarm started blaring less than a minute later and they were caught again almost immediately. They were returned to their cell unceremoniously, and the guards roughly took the sonic screwdriver from the Doctor's hands, assuming that it had aided in their escape.

Rose sighed and they both settled down on the dirty floor, facing each other.

"So, what are we going to do?" she asked impatiently. "We can't make it all the way to the TARDIS without getting caught!"

The Doctor groaned in frustration. "Well, you're the one who seems to know so much about this place, so what do you suggest then?"

Rose ran her fingers through the dirt absentmindedly in thought, recalling every piece of information she could. Twenty years ago there had been an attempted revolution. A third of the population wanted to return to the surface. The rebellion was eventually halted, although many were killed in the process. However, those who had managed to survive decided to take things into their own hands. Gathering a few more troops, a large number set to work on creating a tunnel system to smuggle them to the surface, where they could rebuild their life in the abandoned cities. The tunnel system was vast and led to virtually every part of the city – and several other underground cities – so that the unhappy citizens could escape with minimal notice. There was probably one nearby which would take them to the surface, where they could cross the city safely above ground and hopefully find their way to a tunnel leading to the TARDIS.

With a proud grin, Rose sat up straighter and began explaining her plan to the Doctor, drawing vague maps in the dirt to illustrate key points.

They waited until nightfall – which, according to the Doctor, was in reality only midday on the surface, the hidden people having their own time system regardless of the planet's orbit – when the guards would be scarce and the hallways relatively clear. Rose re-picked the lock while the Doctor grumbled about his stolen screwdriver and as the last guard circled, they ran once more.

"The tunnel should be over here," Rose directed.

Behind a shelving unit, there was a large round door which they pulled back to reveal a dark passage just large enough for them to crawl through. It was dusty and looked as though it had been forgotten for decades. The Doctor went through first, using his slightly superior eyesight as a guide, and Rose followed behind him, much appreciating the view of his backside. As they approached the end of the tunnel, they could hear a familiar alarm blaring, alerting the guards of the empty cell.

"Quick, Doctor! Get the latch open!" Rose cried.

"I'm trying!" he growled in concentration as he tried the hatch handle. "It's not working! The lock's too rusted!"

They could hear the voices growing closer and with a sense of dread, the Doctor realized they had forgotten to close the tunnel entrance. Desperate, he began to pound upwards to break open the door. He could feel the metal weakening as his hand began to throb and prepared himself for the rush of hot air he knew was coming. With a final creak, the exit flap gave way. Though, what greeted them was not what they had been expecting. Instead of the scorching heat of a desert planet, they were met with a rush of biting frigid air and a small avalanche of ice.

"I thought you said it would be hot!" the Doctor complained.

"Well, it's supposed to be!"

"We can't go out there; we'll freeze to death!"

The guards had found the tunnel and were beginning to close in on them, fast.

"We don't have any other choice!" Rose shrieked in a panic. With a strong shove, she forced him through the doorway and he helped her out. They stared down at the opening and could see the faint flicker of lights approaching. The Doctor quickly slammed the hatch shut and locked the unrusted half.

"That should hold them back for now, but we really have to go!" he said, grabbing Rose's hand. Now that they were fully outside, they could finally see the world properly. The hatch opened up in the centre of a main square. Or, what was left of it. Surrounding the area was a mass of large glass and steel buildings similar to those of the futuristic New Earth. Only, these were white with a fine layer of ice and frost. The entire city was sheathed in the frozen encasing. Beneath their feet was a blanket of fluffy snow which was so cold that it barely stuck together. Rose pulled her thin jacket tighter around her and shivered violently.

The Doctor rubbed his hands up and down her arms rapidly. "We have to stay warm. In this temperature, you'll get frostbite in less than ten minutes, me in twenty."

"Where're we going?" Rose asked through shaking lips.

The Doctor held her hand tighter and they began very quickly walking towards one of the buildings. The building was two stories high and had a gaping hole in the middle, providing a view of the upper level and sky. Through the open ceiling, small flakes of snow were drifting down to add to the already thickly covered ground. The large building consisted mostly of clothing and jewellery shops; however a large department-type establishment could be seen at the far opposite end. They pushed their way through the frozen doors, practically running to the closest shop.

The store they had run to was a men's clothing outlet, having mostly t-shirts and thin trousers. It could easily be seen that the climate had at one time been solely warm and winterless. They began to desperately search for something warm enough for the current climate.

As Rose came across relatively thick items, she put them on, grateful for their large size as she could layer many articles over each other. Although she was slowly warming, shivers continued to rake her body.

She reached the back of the shop and could see some boots ahead of her. They were large and probably used for hiking or working, but they would no doubt provide more warmth than her current trainers which were leaving her toes completely numb. She rushed forward for them through the layer of snow. Her foot, though, caught on something beneath the white sheet and sent her tumbling into the cold. She cried out in surprise and the Doctor rushed over.

"I'm alright! I just tripped," she reassured.

The Doctor reached out his hand and helped her up, while his other arm brushed away some of the snow, revealing what she had fallen on. They both sucked in freezing shocked gasps. Raising their eyes, they looked out beyond the entrance to the shop and saw what they had been too distracted to see before. They were in a shopping centre which had been at one time full of people; people who were still there, cold and motionless on the ground. Bodies were everywhere, dead and icy, staring blankly up at them. Rose held back a sob and had to turn her head away, burying her body into the Doctor's embrace.

"What ha-happened?" she gasped, teeth clattering.

Unwrapping his arms from around her, he bent down and inspected the nearest body, a clinical mask enveloping his features. She was a young girl, appearing to be about eleven earth years old. Her ashen hair was sprawled out around her head and her blue lips were slightly parted for what had been her last breath. Her white, lifeless eyes stared up at the ceiling, crinkled with a dead smile; she had been completely unaware of her imminent death. Her hand was clutching another beneath the snow; her mother. The older lady was smiling sweetly, eyes closed, her other hand resting gently on the top of her pregnant belly.

"They froze instantly. The temperatures dropped so fast, nobody had time to realize what was happening. You know how on earth they found mammoths frozen with food still in their mouths? Well it's something like that. The air currents of the upper atmosphere probably –" he stopped abruptly as he looked up from the body.

Rose had fallen to the ground, sitting up against the wall, trembling. It was not just the cold which was shaking her body, but the silent tears which cascaded down her flushed, cold skin. She didn't even realize she was crying until a small, shuddering gasp escaped her lips; her face was too cold to feel the pained droplets run down it. She had seen death before; travelling with the Doctor had assured that. In the time spent working at Torchwood after she had gotten trapped, she had quickly learned to deal with it. Everybody dies eventually. However, the innumerable innocent lives that lay lifeless before her, and no doubt over the entire surface of the frozen world, was devastating. Hundreds of thousands dying simultaneously and without reason: children never getting to really live, families never getting to say goodbye.

The Doctor joined her against the wall. With sad eyes, he pulled her to him. She wordlessly climbed onto his lap and let him cradle her against his chest. He rocked her gently, comfortingly, as one would a child. His arms were tight around her, holding her as close as he could. He mumbled reassuring words into her hair – for both their benefit – and relaxed slightly as he felt her calming. Her breaths were becoming more even against his neck, but her shaking was still pronounced. The air was piercing their lungs like knives. The wet snow clung to every available surface and rendered their limbs unfeeling and worthless. The sting of the wind made their eyes water and their teeth clatter.

A strong wind hit them and Rose's shivers became violent spasms through every part of her body. If they didn't find more warmth soon, their fate would no doubt be the same as the citizens on the surface of Aabkud. The Doctor turned his head, placed a loving kiss to Rose's icy hair, and reluctantly stood up.

With a final sniffle, Rose joined him. She grabbed his hand and the boots, before they hurried to the department store at the other end, purposefully keeping their eyes off the ground.

The Doctor scanned the directory sign with his eyes; there was a basement level to the store which was covered and most likely was closed off from the snow and wind. He hurried them there, taking the still escalator two steps at a time down to the unknown. As predicted, there was no snow anywhere, and as an added benefit, this area seemed to have been closed off during the freezing incident that had killed so many people; there were no bodies.

"Rose?"

There were a couple of mattresses on display in the corner. She longed for the supple embrace of a warm bed more than she ever had before. Her eyes were drooping already. Sleep. Oh, how wonderful sleep would be right now. She could no longer feel any part of her body and her mind seemed to want to follow.

"Rose?" the Doctor repeated, panicked by her lack of response and the deadening look on her face. He bent down and forced her to look directly at him. "Rose, you need to keep moving, you understand? You need to stay warm and awake. See if you can find us something to burn, okay? Bring as much as you can to that electronics display over there."

"I can't feel my hands," she mumbled.

He brought them to his mouth and blew tepid air over them. "I know; that's why we need a fire. Do you think you could do that?"

Rose nodded mutely and stumbled towards an aisle in search.

The Doctor hesitantly watched her go, debating on whether he should follow her or not. He decided that if she hadn't returned in ten minutes, he would go looking for her. Until then, he busied himself with small tasks. He dragged a couple of mattresses over to where they would make the fire. He first had them side-by-side, but after some selfish contemplation, he piled them on top of each other to make one bed raised off the ground. He reasoned that it was to conserve body heat, but really, he knew it was just an excuse to hold her again.

He found some packages of dried, bread-like foods which had been preserved in the cold and a sort of purple vegetable which would cook over the fire. Near a sporting goods section, the Doctor found the rest of what he needed: matches, a torch – surprisingly, with batteries included – and a couple of insulated sleeping bags. He hurried back to the electronics display with his finds and waited for Rose. Thankfully, she was walking towards him when he arrived and he didn't have to go looking for her. Although, it didn't seem like she could take much more of the cold. Behind her, she was dragging a large cardboard box full of books and wooden chair legs. She walked rigidly towards the pile of mattresses, full of hope and relief. She could rest at last.

The sun was setting and the light filtering in through the doorway was diminishing at an alarming rate. The Doctor thanked Rose quickly for her work and began piling the combustible items into a protective pit he had made of durable metal sculptures that had been on display nearby. Using the matches, he ignited some paper and watched as the sparks spread to the wood. As the fire started and illuminated the immediate area, he looked worriedly at the shivering Rose. In a burst of brilliance, he zipped the two sleeping bags together to make one large one, which they could share. If asked, he would fervently deny thinking of anything but her safety. No, he was definitely not thinking of how enjoyable it would be to share such a small and intimate space with her.

"Rose," he called, nudging her shoulder.

"Hmm?"

He sighed. She was barely registering him.

"Wake up," he tried again, more insistently. He shook her lightly and she moaned in protest. "Just… Just get inside here and you can go back to sleep, okay?" he coaxed, holding the warm bag towards her invitingly.

One weary eye popped open, then the other. Rose saw the item in his hands and caught on to what he wanted of her. She lazily lifted her arms and legs in his direction and mumbled incoherently.

"I'm sorry, what was that?"

She lifted her head from the mattress and tried again. "I said: I'm not moving. So, just… you know."

She lifted her legs again and indicated that he put her inside the sleeping bag himself.

"Ah," he acknowledged. He lifted her body off the bed and manoeuvred her until she was safely in the warm cocoon. He then rushed to the other side and climbed in behind her. She raised a questioning eyebrow.

"What? We have to conserve body heat!" he defended.

He shifted them so that she was closest to the fire but he could still reach over her to poke at the flames if need be. She tried to hide her grin, but she had to admit, she quite enjoyed this position. She snuggled closer to him and lifted her face towards the warmth radiating off the fire.

The Doctor wound his arm around her waist as she drifted off to sleep once more. From her lips escaped a small content sigh, and his muscles constricted to pull her closer.

He mentally kicked himself. What was it with these annoying human impulses? Ever since he was born ino this metacrisis body, he felt an irrational need to be constantly touching and holding Rose. Sure, they held hands and hugged all the time when he was a full Time Lord, but now it was different. Their contact was no longer for comfort alone. There was a new, physical reaction that her skin against his elicited. It felt like a mix of tingling remains of fleeting regeneration energy and a soothingly hot burning that lingered long after she abandoned her touch. He felt like he could never hold her close enough; he wanted every one of his senses filled completely and solely with Rose.

She moved against him in her sleep and with a start, he realized the new, quickened pace his heart had taken. She was going to kill him one day; he swore it. He had only one heart now, and she was going to make it beat into oblivion one of these days. What was it that humans called it? A heart attack? Yes, she was going to give him a heart attack.

He looked down at her and took in the lovely shade of pink on her cheeks and the way her lips were parted ever so slightly. Even her light snores were causing a dangerous mix of chemicals in his veins. It was very distracting. He ran a free hand over his face and held his breath as she shifted again in her sleep. Control. He needed more control. However, she was asleep… It wouldn't hurt too much to indulge just a little. He reasoned that it would be okay to move his hand just that tiny bit lower to the very base of her back. The very, very base. Yes, that was fine; not breaking any boundaries. And if, say, her head just happened to be resting in the crook of his neck, causing her lips to find themselves on the very sensitive skin of his throat as she mumbled in her sleep, that was not his fault... And if –

No. He had to stop. Otherwise, it was certain he would let himself go too far. What would Rose think if she knew what he was running through his mind? What would Jackie think?

And on that note, his thoughts shifted onto a very different topic. Like this planet, for example. Why was it so cold? What could have caused it to freeze so quickly? The inhabitants lived in underground tunnels. Perhaps in the creation of the tunnels, they drilled too far down and tampered with the planet's crust, which would cause a surface atmospheric disturbance. Yet, there would still be an indicator in the tunnels if this had happened.

Maybe a meteor shower damaged the atmosphere's outer shell. The planet's atmosphere is designed to maintain the warmth radiating from the core; Aabkud is too far away from this planetary system's sun to obtain enough heat on its own. But that would take too much time.

Now that he really thought about it, something seemed off about this place. Something about the planet's movements just didn't feel right. He contemplated this for a few hours, occasionally adding fuel to the burning fire. When he got back to the TARDIS he'd have to do a proper scan.

It was while contemplating on this that he slowly drifted to sleep.

I decided to split this 'adventure' into two parts due to ridiculous length.

Reviews=happy me=quicker chapters!