Once River had descended the stairs into the manhole, she found herself in what seemed like a cave. She searched the dark tunnels with her torch and almost instantly saw a whole nest of the creatures from the Beach. River looked around in horror at the strange beasts and began rapidly backing up.

Canton and Amy stood by the complex machinery, watching the Doctor examine it. "So..." Canton said idly, "I was in a bar, having a drink. Tell me honestly... am I still there?"

Amy smiled softly. "'Fraid not."

Scared and breathless, River appeared at the top of the manhole cover, her frantic eyes searching for the Doctor. In seconds, however, the space-haired woman forgot why she had been so fearful. "All clear." she assured the Doctor. "Just tunnels. Nothing down there I can see." She glanced down then met the Doctor's gaze once more. "Give me five minutes. I want to take another look around."

The Doctor, not one to miss the small things, had noted how scared River had looked and shook his head. "Stupidly dangerous!" he warned.

"Yep. I like it too." she quipped, climbing down once more. "Amy, look after him." requested River before disappearing completely. The woman didn't have to wait to know Amy would do as she asked.

The Doctor turned to Rory. "Rory, would you mind going with her?"

"Yeah. A bit."

"Then I appreciate it more."

With a sigh, Rory looked towards the manhole. "Hang on, River! I'm coming too..." he called unenthusiastically.

Rory followed River down into the tunnels to find her just standing there, a few feet away from the ladder, looking mildly ill. "You ok?" he asked, the nurse in him rearing its head.

"Oh, yes, yes." she replied, waving it off. "Just felt a bit sick. It's the prison food, probably." She breathed in then took out her scanner, giving it a quick glance. "Ok. This way? What do you think?" she asked. Not bothering to wait for an answer, she led Rory through the cave, neither of them hearing the faint rattling of the creature behind them. "It's interesting…" mused River. "These tunnels are old. Really old! How can they be really old and nobody notice them?"

The two travelers reached some kind of hatch. "It's a maintenance hatch!" noted Rory, wondering why there would be a maintenance hatch in these dark tunnels.

River attempted to open it, but to no avail. "It's locked. Why do people always lock things?" she murmured to herself.

"What's through there?" Rory asked.

"No idea!" she replied, leaning down to work on unlocking it.

"Something bad?"

"Almost definitely."

"You're going to open it, aren't you?" asked the Roman, dread in his tone.

"Oh, it's locked!" she responded, looking up at Rory with a grin. "How's a girl supposed to resist?"

"Is this sensible?" Rory pressed, growing ever more anxious.

River, not being a fan of anything even in the realm of sensible, went to work on the hatch without hesitation. "God, I hope not."

Rory observed River, thinking about the interactions between her and the Doctor. He gave a fond smile. "You and the Doctor... I can kind of picture it."

"Keep a look out." ordered River in response, artfully dodging the topic of her relationship with the Doctor.

This didn't go unnoticed by Rory, but he didn't push the matter. "What did you mean... what you said to Amy? There's a worse day coming for you?"

River paused, wondering if this was something she should talk about. The day she dreaded was not one she enjoyed contemplating. But this was Rory, after all. How could she not tell him. "When I first met the Doctor..." she began, still working on the hatch, "a long, long time ago... He knew all about me. Think about that. Impressionable young girl and suddenly this man just drops out of the sky. He's clever and mad and wonderful. And knows every last thing about her. Imagine what that does to a girl."

Rory's thoughts drifted immediately to Amy. "I don't really have to." he told her truthfully. Amy had grown up speaking of her raggedy Doctor. She drew comics featuring him, made dolls… even made Rory dress up as him. Amy's raggedy Doctor was the reason Rory pursued a career in healthcare.

"Trouble is," continued River, oblivious to Rory's trip down memory lane, "it's all back to front. My past is his future. We're travelling in opposite directions. Every time we meet, I know him more, he knows me less." she explained. "I live for the days when I see him. But I know that every time I do, he'll be one step further away." River stopped working, her eyes looking off into the distance. "The day's coming when I'll look into that man's eyes... my Doctor... and he won't have the faintest idea who I am." she contemplated sadly. The hatch unlocked but River just looked at Rory. "And I think it's going to kill me."

River opened the hatch and she and Rory entered a large room, greatly resembling the one the Doctor had seen the previous year atop the house of Craig Owens. Rory looked around, confused. "What is this place?"

Before River could answer, a klaxon sounded and she threw a look over her shoulder. "That's an alarm. Check if anything's coming."

Nodding, Rory turned and walked back to the door, looking out. He jumped in shock as he saw several of the memory creatures gathered in the tunnels. He looked back into the makeshift TARDIS to warn River, but the memory faded instantly. "There's nothing out there." he reported, taking a few steps back into the large control room.

River approached one of the panels on the console and scanned it, reading the results with interest. "These tunnels... they're not just here, they're everywhere. They're running under the surface of the entire planet! They've been here for centuries!" she said disbelievingly.

The crackle of electricity from the doorway drew Rory's attention, and he slowly turned, River following suit. As they saw the creatures, River watched in horror as they moved towards Rory. "Rory!"

OoOoOo

Meanwhile, Amy and Canton continued their exchange on either side of the machine. "So." Amy began, looking at Canton through the wires. "You were kicked out of the FBI because you had attitude problems?"

"No. I just wanted to get married." he told her, a hint of sadness in his voice.

"Is that a crime?"

"Yes... " Canton answered, gracefully dodging the subject. "Doctor who, exactly?" he asked, nodding towards the Doctor who was talking with a very confused looking Lyra.

"Ah... that's classified." offered Amy, going along with the theme of law enforcement.

"Classified by who?"

Amy looked over at the Doctor, wishing more than ever that he would just be more open with her. "...God knows."

OoOoOo

Lyra listened, confused, as the Doctor rambled on about… well, something scientific she guessed. Occasionally, the Doctor would throw in an odd phrase or two, such as 'wibbly-wobbly' and 'timey-wimey', at which point Lyra would always smile or give a small giggle. But these reactions would always elicit a strange look from the Doctor, almost like he was remembering the smile of a friend long since gone, which would cause Lyra to frown once more. Taking a deep breath, she interrupted the Doctor. "Why am I here?"

"I don't know," replied the Doctor, still rooting through the box of items from the space program, "maybe because my science jargon is fun? But if it's too much, you can go and join Amy and Canton."

"You know what I mean." responded Lyra with a sigh. "Why am I here? In 1969? With you and your… friends? Colleagues?"

The Doctor froze, looking up at Lyra with a look of deep sorrow in his eyes. "You got an invite, just like the rest of us." he said sadly.

Lyra wanted to tell the Doctor that it was he who had sent the invites, but she remembered everything River had said. She couldn't tell the Doctor his future. So, with a deep breath, she tried a different approach. "Ok then, maybe you can tell me why you keep looking at me like that?"

"Like what?" asked the Doctor, genuinely confused.

"Like… like I remind you of someone, or like you know me…" she paused. "Do you?"

The Doctor smiled. "Of course I do."

At this, Lyra tensed. Was she about to find out what this whole crazy affair was about?

"We met at a diner in Utah, you screamed at me, we went to the Whitehouse in 1969 and now we're here." he told her, a cheeky sparkle in his eyes as he went back to looking through the box. Lyra just sighed.

OoOoOo

"But you work for him?" Canton continued with Amy, back at the machine.

"He's my friend." Amy said, looking back at Canton. "If friend is the right... word. I haven't seen him in a while. I had something I wanted to tell him. But stuff always gets in the way."

Canton offered a sympathetic smile. "Stuff does that."

"Help me!" The little girl's call rang out from the far wall of the Warehouse, attracting the attention of the Doctor, Amy, Canton and Lyra. " Help, help me!"

Canton pulled his gun out instinctively, looking in the direction of the astronaut, who was slowly walking towards the group. "It's her." he said, backing away but keeping his gun aimed at the spacesuit.

As the four ran away from the figure, Amy doubled over in pain, the Doctor stopping by her side. "Amy? what's wrong?"

Groaning, Amy met the Doctor's concerned stare. "I need to tell you something, it's important."

"Doctor!" Canton called from the distance.

The Doctor turned away from Amy, torn between helping Canton and letting Amy speak her secret. "It's really really important." Amy urged, drawing the Doctor's attention back to her.

"Doctor! Quickly!" came Canton's panicked voice once more.

Deciding Canton's needs were more pressing, the Doctor turned and began to run with Amy into the next room. "What, now?" the Doctor asked as he reached the room Canton and Lyra had run into. He was met with the sight of Canton, out cold on the ground, and Lyra, kneeling beside him trying to aide him. "Canton!" he called, falling to the ex-Agent's other side. "Canton! Are you ok?"

"Is he alright?" Amy asked, looking back and forth between Lyra and the Doctor for an answer.

"Just unconscious." responded Lyra, hysteria creeping into her voice. "Got a proper whack, though! It just… it came out of nowhere…"

Sure that Canton would be safe, Amy turned once again to the Doctor. "Doctor... I need to tell you something. I have to tell you it, now."

"Not a great moment, Amy." replied the Doctor, checking to see if Canton was alright.

"No, it's important!" she insisted. "It has to be now."

The little girl's pleading voice cried from the next room. "Help! Help me!"

"Doctor..." Amy muttered. "I'm pregnant."

The Doctor looked at Amy in shock, but his surprise was short lived as the astronaut walked into the room. Both he and Amy stood and watched warily, while Lyra remained at Canton's side. "That's it." Amy murmured. "The astronaut."

The astronaut slowly lifted it's arm, reaching out like it had at Lake Silencio. Instead of shooting the Doctor, however, it lifted its visor. The Doctor and Lyra looked on, surprised, as they saw the little girl in the suit. "Help me!" the girl sobbed once more.

Amy looked down, noticing Canton's gun, and she scooped it up instantly. "Get down!" she cried.

The Doctor turned to Amy, his shock turning to horror when he saw Amy holding the gun. "What are you doing?!"

"Saving your life!" she replied, spinning on her heels and shooting at the astronaut. Too late, Amy noticed the the astronaut was just a scared little girl and she screamed in terror as the bullet pierced the helmet.

"No!" yelled the Doctor, appalled.