"Awfully nice place for 'prisoners' I'd say." Amy inspected their lush surroundings. "Better than bunk beds anyway," She made a face at Rory as she circled the room. It was a bit like one of the castles back home that they had decorated to match its original elegance. Velvet draped across everything, the wallpaper wasn't paper at all, but carefully embroidered cloth, finer than anything she had seen. The furniture was the same dark wood that they had seen on the trees outside, polished to a delicate sheen and lighter wood was inlaid to make the intricate carvings stand out further.

"I fixed that," The Doctor scowled at her as she threw herself down on a red chaise lounge. "Anyway, I'm sure they want to lull you into some false sense of security before they damn you to whatever sort of interrogation they have planned. We were rather crafty that way. Especially at the end." He approached one of the landscape paintings that hung over a wide mantle place and sniffed at it closely.

"Can't we just explain? You're giving them another chance; surely they'll be grateful to you." Donna shook her head at his ridiculousness.

"No," He turned and pointed a very stern finger at her. "Absolutely not. No one is to say anything, anything at all. You two," He pointed to John and James. "Are boring twin brothers. Human. No crisis about you, meta, or otherwise. Got it?" James shrugged and John nodded his agreement. "And as for the rest of you," His eyes rested back on Donna and the rest of them. "Make a point of looking extra…human-y…" He scowled at nothing. "Is that even a word? Of course it is, I've just said it." He reassured himself. "Good, everyone on board? No speaking, no oddness. Excellent. We might even get out of this alive."

"Can't they just check for two hearts?" Rose asked still stealing glances out of their window, the world beyond was just so incredible it was difficult for her not to look at it. She had noticed that the Doctor, James, and John were all being very careful not to look at it at all, the thought made her shiver.

"They would think it was beneath them. To think of any of us as a real threat. It's been our greatest weakness. Underestimating others." James stared at the floor with his hands stuffed into his pockets.

"Yes," The Doctor looked at James for a long moment. "Best bet is to get to meet with the Lord President-"

"Rassilon." James almost snarled as he said the name.

"Yes," Even the Doctor had to swallow to gain his composure before he spoke again. "I'm sure we're both quite bitter about that still. However, it hasn't yet occurred for him, otherwise we'd see Earth out the window instead of our suns. So let's just keep that under wraps for now, shall we?"

"We're deep in the war now; the other side of the planet is burning. And Rassilon is just letting it burn. He's committed a thousand crimes in the name of this war and we've already broken all the rules by coming here. What's one more?" James asked dangerously. Everyone did their best to avoid his sharp gaze and the Doctor felt sadness sweep over him. He brought James over to the opposite side of the room and leveled him with a stare.

"You have to listen to me now; I know you're still angry. But you've got to listen. These people here are our responsibility; I promised them I'd bring them home, okay? Alive and well, fully breathing. I know how angry you are, because I was that angry, but you know what?" The Doctor grabbed James by the shoulders. "I will be so much angrier," He enunciated each of the words to convey his seriousness. "If any of these people come to harm today because you couldn't get past your own emotions."

James broke eye contact first, still angry, but he caught sight of Rose, smiling and laughing with John, and he felt his anger soften. "You're right." He shook his head. "I'm sorry."

"There's a good lad." The Doctor smiled then and tapped James' chin with his fist. "Stiff upper lip, keep buggering on, all that."

"You boys alright?" Donna had let her curiosity get the better of her and had wandered over when it seemed safe again.

"Oh sure Donna, you know me. Always alright." The Doctor grinned and gave her a thumbs up before wandering over to the locked doors that kept them within.

"Secret code again?" Donna asked James with a raised eyebrow.

"Secret code of the universe." James gave her a stiff smile.

"So…you died then?" Donna asked, almost disbelieving.

He laughed. "So did you," He nodded at her black hair, so unlike the red he had last seen her with. The truth was she was completely different looking, but she still acted the same, and he had to admit he was grateful for that.

"S'pose I did." She shrugged. "Do you think I'm a real time lord? Or am I just some kind of weird…hybrid."

"Well, you're certainly weird, I'll give you that."

"Oi, watch it, space-" She pointed a finger at him. The teasing look fell from her face and she smiled sadly. "It was you; he said he was remembering an 'old friend' on the hill. I had forgotten until now. But he was going up there to watch for you. Because I couldn't. That old Wilf was a sweet one." She swallowed back the lump that threatened to break her.

"Oh did he?" James brightened up at his mention. "How is he getting on then?"

Donna's face fell but before she could answer the doors burst open, and the Doctor had to scuttle quickly backwards to avoid being struck by the heavy wood. A woman strode into the room importantly, her blond hair pinned up onto her head in an exotic manner and she wore a ruffled crimson gown that complimented her skin. She was stunningly beautiful, even as angry as she looked, but there was something missing in her eyes, something hollow.

"Oh, hello there." The Doctor waved.

"What could have possessed you to enter Gallifreyan space without proper authorization at a time like this? Rassilon will want to know how you accomplished it; it could be a weakness in our defenses." She fixed her gaze immediately on the Doctor, but she was momentarily distracted by James and watched him carefully for a moment before the Doctor strode forward and brought her attention around again. "You've changed again, I see. Can't seem to stay out of trouble." She chided.

"Yes, you know me. Silly, wanton, adventurous. Always up to something. Let our Lord President know I'm terribly sorry, you know how I like to make an entrance."

"Well, father never said this marriage would be orthodox. It is good to see you, Doctor." She stepped forward, her skirts rustling loudly in the wake of silence that had followed to word 'marriage'. She gave the Doctor a stiff hug that was short.

"Likewise." The Doctor gave an uneasy smile and pretended he couldn't feel River's gaze burning into the back of his skull.

"Well, who are these…people you've brought with you?" Her tone implied that they might have been as welcome as a new stain on the carpet; they did look a little rough when compared to her own elegant attire and their surroundings.

"Oh, them?" The Doctor looked over his shoulder as if just remembering they were present. "Just some companions. All human, very human. Plain, blah, humany wumany." He waved his hands in their general direction as though they were rubbish.

"Yes, you always had a soft spot for Earthlings." She said dismissively. "Greetings, I am the Empress. Welcome to Gallifrey." She spoke the words slowly and deliberately as though she suspected they were unable to comprehend anything intelligently. "It's been ages since I've seen one; I believe Rassilon had one for a pet not too long ago. They do so much with those simple brains of theirs." She smiled as if she had given them a huge compliment. Rory was struggling to keep Amy from striding forward and Donna was having her own issues keeping River from pulling out a weapon.

"Ah, yes, they're quite the inspiration." The Doctor was aware of the tension in the room even if the Empress was oblivious. Leading her to the door by the arm he hoped to get her out of the room before there was real trouble. "Thanks for the visit; I'll see you…sometime later." He shooed her toward the door and started to shut it behind her.

"Darling," She spoke the word like it was poisonous. "I came to retrieve you for the looming. The lord president knows the urgency for this and so he has released you into my care. You are to come with me to the Birthing chamber."

"Looming," The Doctor swallowed, taking a moment to digest what she was saying. "Ah, yes, Looming. Well, you go…set up. I'll be right along, I remember the place." He nodded encouragingly to her before shutting the door by pressing his back against it.

"Well who the bloody hell was she?" River shook off Donna's grip and looked about as angry as any of them had ever seen her.

"The Empress." The Doctor clapped his hands together. "Had forgotten she might be around. No big deal, we'll just…deal with that as we go."

"Her highness not too fond of humans, is she?" Donna snorted unpleasantly.

"She's not royalty, it's an alias. No need to get tetchy Donna, you don't qualify as human anymore." The Doctor reassured her.

"Don't any of you have proper names?" Donna threw up her arms in disgust.

"Well I'm a little tetchy. Funny how you never mentioned a wife before." River's tone was dangerously low.

"Oh don't look at me like that. This is ages apart from you, besides; it's not really, marriage, in the traditional sense. Or well, your traditional sense."

"Digging yourself deeper mate." James muttered out of the corner of his mouth.

"What's looming then?" Rose asked curiously, hoping to relieve some of the tension of the gaze that River was leveling at the floppy haired man.

"Hah. Yes, looming. Who wants to go make babies?" The Doctor asked, waving his fists in the air merrily. There was a long uncomfortable silence that followed and he slowly lowered his fists, the grin fading from his face.

"Oh, shut up. It's not like that." The Doctor frowned at the group of them.

"Well, that's a relief." Rory chuckled nervously."

"Speak for yourself." Amy commented with a shrug. Rory could only stare at his wife with a mix of shock and horror; she pushed at his shoulder with a frown. "Wipe that stupid look off your face, I was only joking."

"Do you think it was odd that she almost recognized me?" James walked astride the Doctor now, the rest of the entourage followed through the high arching hallway.

"Yes, and yet she let it go. Very odd. Best stay out of her line of sight. Keep low. The Empress was never one for making things easy."

"Yes, she did like to complicate things." James frowned.

"And she was a horrible toad." The Doctor commented mildly.

"Well, why did you marry her if you didn't love her?" Donna asked, she couldn't be bothered to try to sift through the pile of memories to untangle every answer about the Doctor. Even when she searched sometimes, she was unable to make sense of it. As though the Doctor had secrets so buried away that even the transfer of minds couldn't sort them out for her, or wouldn't. She had a bleak image of the Doctor reaching for the Empress, offering his hand, and she had turned away. There was no context with it, no way of knowing if it was in the past of this moment, or the future, but she had the hopeless feeling that she recognized the dress.

"It's not about love." The Doctor shook his head. "It's about continuing the species. Healthier offspring stemmed from less emotional bonds, they thought they could breed it out of the population. Thought that with a level head they could manage the burdens of the universe easier."

"Just made it worse though, more likely to bury it deep, and then lash out at the worst possible moments." James scorned his own people bitterly.

"Yes, yes it did. Unpleasant things. This is wartime Gallifrey, however. So I'll thank you to keep those kinds of comments to yourself, no telling who is listening." The Doctor paused in his march to eye James and then tilt his head sharply to the left where two patrol guards were marching along the same hall.

"I suppose I can behave myself." James sighed with an apologetic smile.

"Well, I can't stop you from being you." The Doctor smirked and they continued on, the guards paid no mind to the group as they went, a few kept post at doors, but they didn't seem to be the ones they wanted as the Doctor led them on. "Ah, here we are." He ducked down one of the crossroads of hallways that looked seemingly like the rest, but at the end of this one was a set of doors as large as the hall itself and black like the rest of the wood they had seen. It was rather ominous looking after the brightness of the open windows and the lightly colored marbled floors. The Doctor threw open the doors dramatically and they all caught themselves gasping at the vision inside.

It was very much a loom, and it was enormous, stretching high above their heads, almost to the ceiling. And it spanned the distance of both the walls. The thread was what made it so breathtaking; it sparkled like strands of diamond, the sunlight from the windows refracting the light in all direction, creating millions of tiny rainbows on the floors and ceiling.

"It's magnificent." River whispered, the only one who could find their voice in the presence of such a thing.

"Quite right," The Doctor nodded, taking a moment to admire it himself. Up above them were two towers that stood atop spiral staircases. They both held a white globe, the Empress stood at the top of one of them, waiting for the Doctor. "Let's get to work, shall we?" He called to her cheerfully. Checking his watch, he started to mutter to himself. "Better make it quick." He frowned at the skyline outside but hopped up the stairs anyway, taking them two at a time. He looked down at everyone waiting at the bottom and gave them two thumbs up before grabbing the globe with both of his hands. The Empress mimicked the motion and the globes pulsed in time to their heartbeats, a glow spread from the Doctor to the globe, down his arms into it.

"No!" Rose cried out, recognizing the glow from before. She ran for the stairs before John pulled her to a stop. "It's killing him!" She argued, a desperate plea in her eyes.

"No." James said in a familiar tone. "That's his life energy; it burns up when we regenerate. But right now, it's bonding with the threads, creating new life in the loom. It's perfectly harmless." He shrugged with a sad smile. "It's a miracle."

"So…that's how time lords make children?" Rory asked, relief evident in his tone.

"Yep." James turned his smile to Rory. "We were cursed long ago, not to be able to reproduce…in the usual means." He said delicately. "So we pour ourselves into the loom. It takes the best of us, and creates our children."

"Did you have many?" Amy asked, looking into the threads as they worked; it was mesmerizing how the threads weaved together, the shuttle flying between the strands at a steady pace. "Children, I mean."

"Yes," James swallowed. "I had a few. They'll be at the academy now. I was young, for looming. But there was a war to come, Rassilon needed his soldiers." He shook his head bitterly. "I think somehow, in the end. I knew. I think I knew what would become of them."

"Couldn't you save one?" Donna asked, tears glittering in her eyes, already knowing the answer, but not knowing why. "Just one of your children?"

"Children are treated differently here." John spoke up then, for the first time realizing he pitied the man who had given him this life, because he only lived half of one. "They're sent to school straight off, self sufficient, or the academy deems they are. It would never have occurred to you to try and save one of them; they're just as alien to you as a stranger." James opened his mouth to argue, he could see he wanted to deny it. "It's not your fault. It's just not the same here."

"I always thought there'd be more time." James smiled, his eyes just as watery as Donna's now. "To get to know them. It's never fair." He frowned and looked up at the Empress. "She didn't even want to come."

"The Empress?" Donna saw the image again, the woman turning her back on him, leaving him, and the feeling of loss and betrayal in that moment.

"Yeah. Thought she was different, I was stupid. Young, I thought if I could just get here away from this stupid bloody war things could be different."

"Maybe you could still…" Donna trailed off. "The children-"

"Doctor!" Amy's cry cut Donna off and they turned to see what the matter was. "Doctor, what's going on?" She seemed to be dissipating into thin air, she stared at her hands as they were vanishing, her eyes were wide with fear.

"Amy?" The Doctor's voice called from above, he had pulled his hands away from the globe and was searching for the source of trouble.

"Oh Rory, I'm sorry." Amy cried as she reached out to brush his cheek with a hand that wasn't there any longer.

"Pond!" The Doctor shouted now, leaping down the stairway haphazardly. James was already scanning the air with the sonic where she had vanished. "What is it? What have they done? Where is she?" The Doctor looked to James for answers but he just looked at the sonic hopelessly.

"I'm sorry." He shook his head, finally meeting the Doctor's gaze. "I'm so sorry, but they've taken her."

"Where?" The Doctor gripped him by the shoulders, almost trying to shake the answers from him. "Taken her where?"

"She has interfered with the Loom." The Empress spoke from above them, haughty at being interrupted. "She is a war criminal and must be punished."

"I see." The Doctor spoke with an edge to his voice. "They've taken her to trial."