sadhappygirl: Haha, I'm kind of evil about the cliffhangers, aren't I? Hurray! I'm glad you approve!

Nos: Yep and he's angry. Things like thingies breaking always happen at the worst times, don't they?

Dengirl: It's true, but they never learn. And they always regret it.


Jack, Martha and Amara looked around at the boxes in bewilderment as horrible screams and wails of pain rose from within them. They covered their ears, trying to block out the piercing screeches and cries, glancing around at each other in search of an explanation.

"What's happening?" Martha shouted at Jack.

Their confusion grew as the voices began to change, warbled from their hideous, throaty tones to the sounds of people; real people screaming. The cargo area was bursting with the sounds of howls, shrieks, and screeches of agony, sounds more disgusting and horrific than anything any of them had ever heard.

"The Doctor!" Amara shouted, her mouth going from a grimace to a smile. "He's doing it! He's fixing them!"

"Help! Help! HELP ME!"

"It hurts!"

"Make it go away!"

"He will kill us all!"

"Stop it! Make it stop!"

"The storm! The storm! I feel it!"

The screams and cries echoed through the room with ear-shattering power and then, slowly, began to die away. The voices changed, gradually, from the grotesque voices of Legion to the whimpering, frightened voices of the original beings.

As the noise died down, Jack slowly removed his hands from his ears, looked around at Amara and Martha. "I think... I think he did it."

"Hello?" a small, male voice suddenly squeaked from one of the boxes. "Is anyone there? Please, help. I can't see..." It turned from frightened to desperate and began banging on the walls of the box. "Please help me!"

This was enough encouragement for others to start following in the first voice's example, banging on the walls desperately and shouting out for help.

Martha rushed to the box nearest her, intending to open it, but Jack ran to her and grabbed her hand before she could press the button that opened the door. "What are you doing?" he snapped.

"They want out," Martha said. "They're scared."

"They could be trying to trick us," Jack reasoned with her.

"Impossible," Amara stated. "Legion isn't capable of changing their voices like that."

"Grem did," Jack countered.

"That was different. Trust me. They're safe now. The Doctor saved them," she said, sounding almost in awe. "He saved them..."

Jack sighed, but released Martha's hand. He glanced around the room, putting his hands on his hips and then frowned. "Where's Grem?"

Martha glanced around. "I don't know... he was here a second ago."

"He's likely gone to find somewhere dark," Amara said. "It hurts him just as much as it did them. Now, open it up! I want to see them." She ran up behind Martha with cautious eagerness.

Martha pressed the button and immediately freed a fairly large crowd of normal-looking aliens, all dripping with the same slimy goo Amara had shed when they'd first met her. They rushed out of the darkness of the crate they had been ushered into minutes before, eyes wide in fear and confusion. Amongst the noise that followed their exit, one could pick up questions like "Where am I?", "What's going on?" and "Where's my family?"

Jack immediately went to address the crowd, holding up his hands and yelling for them to calm down. When the noise didn't stop, he whistled, the high pitch rising above the chatter and silencing them. Their heads all turned in his direction.

"Everyone please calm down! Don't be alarmed. We're here to help and take you back to your homes, but we need you to make our jobs easier and settle down. We'll answer your questions as best we can, but for now please step off to the side so that we can unload the other boxes. Thank you," he said, making dramatically large gestures with his arms for them to stand off to the side.

The diverse crowd of aliens and humans murmured to one another, but did as they were told, some commenting on the banging and shouts coming from the other boxes.

Jack nodded in satisfaction and turned to the impressed faces of Martha and Amara. He grinned. "Alright, let's finish unpacking."


Grem had heard the Doctor scream the first time and considered going to aid him, but it had soon been replaced with howls of pain from Akdevor and he had relaxed.

He watched Martha, the male and the female Silurian pace the cargo area anxiously, flicking anxious glances out the ship towards the prison. Grem had made no attempt to alert them of what he had heard. He saw no point in it. Besides, he didn't want to alarm Martha further than she already was.

She had been distracted, however, when Legion began reacting to the Doctor within their minds. Grem could feel him as well, no more than a buzz in the back of his mind, but there nonetheless. He watched silently as Martha and her male friend and the Silurian woman fought to restore order among the newly restored creatures; several of whom glanced at Grem, widening their eyes in terrified confusion. He ignored them, pulling back into the shadows in order to remain unnoticed and not create more panic amongst the crowd.

His head perked up suddenly, however, when he heard Akdevor raging bawl, fury dripping off of the sound in violent, murderous tones. The sound was unfamiliar to Grem, venomous hate Grem had not heard Akdevor direct at anyone before. This was followed by cries of pain, both from the Doctor and Akdevor and it occured to Grem that these were the shouts of a final battle; Akdevor intended to kill.

He did not know what strength the Doctor possessed, but he knew what Akdevor's was and this was enough to cause him to turn from the three anxious beings in the cargo hold and start bounding out of the cargo ship -wincing and hissing as the star that had only been a soft glow in the distance now a ball of flame coming closer and closer- towards the dark prison as fast as he could. The Doctor needed him.


The Doctor glanced down at the now dead amplifier, smoking slightly as it sparked and sizzled and frowned. "Oh, you've got to be kidding me..." he groused in deep annoyance, looking up at the smoke form of Akdevor with renewed fear.

Akdevor laughed evilly and without a word burst into the Doctor's mind in a flurry of rage, loathing and blood-lust. The Doctor threw up his defenses, just barely stopping him from completely obliterating his first wall of defense for a second time- well, third, really. His own anger was fueling him enough to keep Akdevor at bay, but only just. The furious entity was going at him with all he had, screaming, hissing and howling at him all the while.

"IF I AM TO DIE, THEN SO SHALL YOU, TIME LORD! BUT YOUR LAST MOMENTS SHALL BE AGONY UNKNOWN TO THE UNIVERSE! AND BY THE TIME YOUR STAR HAS DEVOURED THIS PLANET, YOUR LAST, WHIMPERING THOUGHT SHALL BE THE RELIEF THAT YOUR PATHETIC EXISTENCE HAS FINALLY COME TO AN END!" With each word, he banged, clawed and tore at the mental barrier holding him back, spitting and wailing in a maddened fit of fury and violence.

The Doctor called up his mental energies, straining against the squeezing pressure on his mind and mounted his own attack on Akdevor, pushing him back and into the dark, stinking mess that was his mind and dealing the strongest psychic blow he could muster.

It was like punching a boulder and only afforded him more pain. He squeezed his eyes shut, hissing in pain drawing back. His head spun as his head pounding in his skull, threatening to simply explode out of his head. Stars danced in front of his vision, though due to the psychic battle going on, he couldn't really see anything for it to matter.

It was a mental tug of war, the Doctor shoved and Akdevor shoved back and the Doctor realized he was losing more ground than he was gaining with each push. This was just tiring him out trying to attack back and it wouldn't amount to anything in the end. But he couldn't just let Akdevor keep coming at him as he was; the Doctor would tire eventually and though he had healed in the past two days, he had not fully recovered and Akdevor's rage was fueling his power to impossible degrees. He was fighting a losing battle.

This thought, however, did not make him falter, as he thought it might. His own mental strength was being fueled by his anger, building as he thought of Legion, all of those people tortured into monsters, tormented by their own, dark thoughts. He thought of Grem, who would never be what he once was; the majestic creature the Doctor had seen in his mind cruelly and permanently stripped from him. This foul creature, who fed off of the pain, sorrow and hate of others and caused so much misery was to blame for that and the Doctor harbored no qualms that he should pay. So he continued attacking him despite the futility of it, at one moment eliciting and howl of pain from his enemy.

"YOUR DEATH WILL BE SLOW AND AGONOZING!" Akdevor screeched horrendously.

"That would be impressive since we've only got about twenty minutes to live," the Doctor retorted through clenched teeth, pushing at Akdevor again, his strength quickly waning.

"IT WILL FEEL LIKE ETERNITY! BEFORE YOUR END YOUR MIND SHALL BECOME MINE!"

The Doctor screamed when Akdevor shoved again, cracking the barrier in his path. One more shove and he would be through and with the Doctor's strength quickly fading, it wouldn't take him long to barrel through the rest of his defenses.

He wished he could have a moment, just a moment, to see if he could fix the amplifier, or run to the TARDIS, but he knew he would have no such luck. He was going to die, which strangely wasn't so bad, so long as Akdevor went with him. He just wished he could have at least said goodbye before he died. Jack would get them off of the planet before the star could swallow up the planet, and he might even could get Martha back home, and that was a bit of a comfort. What would they do with Grem and Amara? Amara could go back to earth, but Grem would need someone to look after him, to help him heal and guard him from others and himself.

It was as though these thoughts had summoned him, because for no reason at all, the Doctor opened his eyes and glanced over at the entryway of the control room just as Grem came bounding through, all teeth, claws and ghostly white eyes.

Akdevor must have felt his presence, for he withdrew from the Doctor's mind, his smoky body now in the shape of a more horrific Legion and turned to Grem, his rage impossibly increased.

"YOU TRAITOROUS, PATHETIC, WEAK, VILE LITTLE FLESHLING!" he roared in rage and Grem yelped in pain, dropping to the floor and grabbing his head. "I WILL RIP YOU TO PIECES UNTIL NOTHING REMAINS! I WILL BURN YOUR SOUL TO ASHES!"

The Doctor gasped as the pressure dissipated, leaving him with a sickening headache and he looked in surprise at Grem, who was writhing on the floor. Akdevor had rounded on him in a blind fury, too angry to notice that he had released the Doctor as he unleashed his wrath upon Grem.

The Doctor wasted no time in turning and looking the amplifier over. It was completely burned out with no chance to repair it. He would have to find another way. There was just no way he could beat Akdevor on a psychic level. He didn't have it in him and Akdevor was too powerful. Physical attacks were fairly pointless, as well. He could shine a light at him all he wanted and it would just sear the top layer of "flesh", so to speak. The damage wouldn't be enough to be terribly helpful.

Twenty minutes had turned to ten and he was rapidly running out of time and options, not to mention Grem would not be able to last long under such a powerful attack. So, with little other options, the Doctor grabbed the light on the stand and turned it on Akdevor. The effect was immediate as his black smoke of his body smoked even more with the gray of something burning and he shrieked in pain. He withdrew from Grem's mind, leaving him breathless and exhausted on the ground.

The Doctor picked up his flashlight from where he'd dropped it and shined that at the beast as well, dousing him with light.

Akdevor retreated backward into the wall behind him. "YOU PROLONG THE INEVITABLE!"

The Doctor went to Grem, kneeling beside him while still pointing the flashlight and checked for a pulse. He wasn't sure what Grem's heart normally felt like, but the beats were slow. Still, they were there.

Grem stirred as the Doctor touched him and he raised his head and shook it off, eyes immediately locking on Akdevor. "Doctor..." Grem spoke raspily. "Get to your box."

The Doctor shook his head, looking up as Akdevor found shelter behind a pillar. He felt him try to touch his mind again, but he was momentarily stunned and the Doctor managed to keep him at bay for the moment. He looked down at Grem again. "Sorry, I can't do that."

"You must," Grem said, nudging the Doctor's leg with a shaking head.

"Don't be stupid. I'm not leaving you," the Doctor said firmly. "Now come on, get up. I'm too tired to drag you."

"He must have something to distract Him," Grem growled. "Now go!" He snapped his jaws warningly, but the Doctor didn't even flinch. Instead, he grabbed onto a few jutting bones and started to pull, grunting in effort as Grem jerked himself away from the Doctor's grip.

He knew Akdevor had recovered when he felt him bulldozing into his mind, breaking the first barrier into tiny little pieces. The Doctor screamed out, his throat feeling like sand, but he pushed back.

And then it hit him.

There was simply no way to keep Akdevor out of his mind, but he was coming at him like an enraged bull, too angry to think clearly, too blind to where exactly he was going.

You want into my mind?

the Doctor thought. Fine. Enter at your own risk. Hoping desperately that he was right, he let down his barriers and let Akdevor in. He didn't just let him have full reign, however. He directed him, led him to where he wanted him to go. He had been going about this all wrong. He'd been trying to keep him out when the whole time he should have been trying to keep him in.

He took him to the door at the end of the hall; the Time War. The door he had to get through in order to get to where he needed him to be and with a moments' hesitation, opened it, allowing Akdevor inside.

It was pure agony that ripped screams from his raw throat. Akdevor tore through, bringing up every terrible thought, memory and moment he found along the way, feeding off of their energy greedily, but as the Doctor had suspected and hoped, he didn't stop. He was on a rampage he couldn't get out of and charged through, ripping and tearing at everyhting he passed in an animal-like haze of madness.

The Doctor drew him past the time war and deep into his mind, to a place he kept closer to his heart even than the memories of his friends and companions. He brought him to his home, to his family, where he had been happy, where he had felt strong and safe and loved. And then he put all of his remaining energy into shutting that door, locking him within it.

Akdevor took one insane look around as the memories around him glowed more brighter than any sun. shining brilliantly. Akdevor roared in pain and agony, his rampage stopping as he turned around and headed back for the door he had come from, seeking refuge amongst the terrors of the Time War. The Doctor watched in awe as his family grabbed the now physical form of Akdevor; the beast within so similar to Legion but so much worse, screeching and wailing as glowing Time Lords seared his skin at their touch. He bucked and fought them, eyes blinded by their light, but they grabbed him, burning his flesh and and scorching his bones.

"NO! I AM TOO POWERFUL FOR YOU! I AM THE WICKEDNESS OF THE SOUL! ALL TREMBLE AT MY NAME! YOU CANNOT DEFEAT ME!" he screamed, but his voice was ragged with grunts and cries of pain as he was scorched and burned by the hands of the Doctor's loved ones; his parents, his siblings, his children.

The Doctor wasn't watching Akdevor die. He was staring at his family, his loved ones, whom he had killed and buried deep within him, too afraid of the guilt he might feel if he let them out, but as he stared at them, all he felt was love. Tears came to his eyes as they gazed at him, forgivness in their eyes.

Akdevor's last howls of life suddenly died and he was abruptly brought out of his mind, eyes snapping open as Grem shook him with a clawed paw.

"Doctor! Doctor!" he called/howled at him, trying to rouse him. "Awaken!"

The Doctor blinked, his body feeling like lead. He was exhausted and his breath was labored and short, but he was alive and after a look around the empty room, he knew that Akdevor was dead.

"Doctor. Open your box," Grem rasped, sounding just as tired as the Doctor as he glanced at the doors urgently.

The Doctor looked up at the TARDIS he was laying in front of, Grem having apparently dragged him to its doors. He smiled at the sight of her and tried to get up, but found his limbs weren't listening to him. Grem growled, closed his jaws on the jacket of his suit and yanked, bringing the Doctor up and turning him over so that he could get onto his hands and knees. It was difficult to do and his limbs felt like jelly, but he slowly managed to stand, Grem helping him as best as he could. He grunted as he stood up on his feet and dug into his pockets for the TARDIS keys. He would have toppled over backward had Grem not been supporting him, which was quite a feat since Grem's limbs were shaking with weariness.

Finally, he pulled out the key and unlocked the door, and Grem and the Doctor, last of their kinds, fell inside in a heap.

Grem worked to get his feet under him, snarling in frustration at having landed so pathetically upon the TARDIS ramp and hissing at the painful light on his leathery skin and eyes, but he couldn't move.

The Doctor, with great difficulty, rose to his feet, using the bars of the ramp for support and looked down as Grem yelped and whined as the lights burned him. He moaned with discomfort as he wrestled his jacket off of him and threw it over Grem's head, who huffed appreciatively. Then, he turned and, grabbing the bar hand over hand, made his way to the TARDIS controls. He kind of fell on top of them, leaning against them wearily as his mind pounded in his head, but he ignored it, throwing up a switch and then, grabbing the hammer he kept close at hand, banged the console's surface. The TARDIS whirred in response and they began to move.


While Jack and Amara busily unloaded the boxes containing the non-canine Legion (as they were not completely convinced the elite Legion were safe to free yet) Martha searched for Grem, checking every shadow and dark corner, but he was nowhere to be found. She eventually started calling out for him, but with all of the noise of the frightened people in the cargo area, she realized this would be a fruitless effort. Sighing, she pushed through the crowd until she found Jack, who was once again trying to get everyone to calm down, as they had gotten restless.

"Everyone please calm down! We'll answer your questions as soon as we can!" he snapped impatiently. He glanced down at his vortex manipulator and frowned. He regarded Martha with an irritated expression as she walked up. "You know, I'm not as much of a people person as I thought." He gave her an annoyed grin, not even amused at his own joke.

"Jack, I can't find Grem anywhere," Martha said.

His frown deepened. "Well, he'd better be on this ship in the next five minutes, because that's when we're taking off."

"What about the Doctor?" Martha asked.

Jack's expression became grim. "I don't know, but if we're not off of this planet in five minutes we're going to be burned to crisps and then those will get burn up until there's nothing left."

Martha frowned, looking around with increased concern. "Where is the Doctor? Why is he taking so long?" she paused as a horrible thought crossed her mind. "You don't think..."

"The Doctor has the TARDIS," Jack said. "And believe me, if Akdevor runs into him, he'd better start running."

Martha stared at him uncertainly. His words had been reassuring enough, but his tone had sounded just as concerned as she felt and instead of feeling comforted, she felt worse. What if he'd failed? What if Akdevor had gotten him? They couldn't just leave him here. And where was Grem? Were they going to leave him too?

She raised her head suddenly when a familiar noise penetrated the bustle and chattering of the crowd and she managed to shout over all of the noise. "Everyone quiet!"

To her surprise and gratitude, all noise ceased but that familiar noise, whirring and grating, followed by thick thumps. She turned as, exactly where he'd told them he'd park, the TARDIS appeared in the corner, fading into existence from thin air. A huge smile crossed her face and she rushed to its doors.

Jack saw it as well, smiled in relieved happiness and then called up the stars to the cockpit. "Amara! We're ready to go! Get us out of here!"

"Alright," Amara called in return and the room buzzed as the engines started up.

Martha threw open the doors of the TARDIS and nearly tripped over the body at the entryway, having to make awkward jumps in order to stay on her feet. Eventually she found a place to stand and looked down at Grem's slow-breathing body, head covered in a pin-stripe suit jacket. He was making soft, hurt whimpers, but for the most part appeared alright. Martha's gaze lifted to the TARDIS controls, where the Doctor was sitting with his back propped up against it, head hung. She gasped and rushed over to him, taking one of his wrists and checking his pulse. She let out the breath she was holding when she felt his blood flowing.

The Doctor suddenly looked up at her with weary eyes and smiled happily. "Did you lose someone?" he asked, gesturing limpy to Grem.

Martha smiled. "I've been wondering where he got off to."

"He saved my life... again," the Doctor said. "Can you cover him with your jacket?"

Martha nodded, stood, got out of her jacket and put it over his back, easing him a little, although her coat wasn't near big enough to cover him completely. It helped, though and Grem huffed his appreciation.

Just then Jack came through the door, glancing down at Grem in confusion and then at the Doctor. "What happened to you?"

The Doctor shrugged. "Oh, nothing, really. Just battled it out with a devil."

"You win?"

The Doctor grinned smugly, although it didn't have the exact effect he wanted, as he was too weary to quite pull it off. "Of course."

Jack smiled, looking down at Grem again. "What's he doing here?"

"He saved the Doctor," Martha explained, petting Grem's side. Grem purred, or at least it sounded like a pur. It may have been a long, throaty cough. She couldn't be sure.

Jack saw the coats and then took off his own, placing it on Grem and nearly covering the rest of his exposed body with it.

"Thank you, male."

"Jack," he said, rolling his eyes.

"Jack."

Jack smiled, gave the Doctor a look to see if he was alright -at which the Doctor smiled and gave a thumbs up- and then turned and left to calm the crowd, a few of whom had gathered at the TARDIS door to look and see what was going on. One fainted at the sight of Grem, while others back away in fear.

The ship jerked as it pulled away from the dark planet, flying off into space just two minutes before the planet colliding with the exploding star, its dark, shadow sky erupting in flame as it was devoured.


I briefly considered having Grem die saving the Doctor, but I thought this was better. Grem's had enough crap to deal with in his lifetime without getting killed, too. Haha.

So this next chapter will be the last I'm afraid. I'm having a little trouble with the ending, so I can't be sure around when I'll post it. It won't be long, though, I promise. I can't wait to hear your thoughts and thank you all for your comments, watches and faves. I really appreciate them and I hope you enjoyed the chapter.