A/N: Sorry for the late update.

Present Day

Donna fell to the ground with an undignified 'oof.'

Sylar stood above her. The world had become solid and real once more; it was no longer simply white and plain. The house was an old one, and a fine layer of dust coated everything there, from the maroon couch to the old, black TV. Or, at least, it looked like a TV.

The serial killer flinched. "I'm not as coordinated with the time travel as I'd like to be." He admitted as Donna pulled herself upright.

Donna knew perfectly well that the TARDIS had a few glitches when it came to comfortable travel as well, but she didn't want to tell him that. Her eyes darted around, searching for something, anything, that she could use to escape.

He sighed heavily, somewhat exasperated, as he saw what she was doing. "Donna, I can go anywhere in time and space that I want to. Do you really believe I would have taken you somewhere you could get away from?"

She paused, glancing out the small window. Her breath caught in her throat.

The city was completely unrecognizable. The buildings were black; not just steel grey or silver or even dark grey, but black. In the distance, three suns were slowly setting, casting orange light around the buildings. The ground was blacker than the cities themselves.

"Welcome to Te'lan." Sylar said, unable to keep the pride out of his voice. "A planet doomed to die."

Donna looked at him. And what she saw as she stared into his eyes scared her more than almost anything in her travels had. Beyond the light twisting inside them, they were bright, black, and glittering. His lips were curled in a maliciously triumphant smile.

She shivered. But there was one thing she'd learned, after all this time in the TARDIS.

No one and nothing was allowed to scare her. Not even Sylar.

She stood, tall and defiant. "Why did you bring me here?" She demanded. Her heart was pounding in her chest, protesting this burst of insane courage, but she stood firm.

He raised an eyebrow. "I would have thought it was obvious." He replied coolly.

"Apparently not."

He sighed, his words spoken in the way one would address a child. "I have power, Donna, and The Doctor would do anything to take it away from me. I can't let that happen." His shining eyes locked on her. "So I have to make certain he never gets the chance. I've had time to fix everything; to put time in its proper order. Now, I can end this."

Donna sighed and rolled her eyes. "Oh, wonderful. I'm here for leverage." She sat down on the floor, closing her eyes pointedly. "Wake me when the Doctor beats you, k?"

He chuckled and said no more.

The Doctor's eyes were unfocused as he looked at the TARDIS console. He wasn't moving.

Matt exchanged a glance with Peter, who was standing next to him. Peter shrugged minutely.

Matt pointedly cleared his throat as he looked once more at The Doctor.

The Time Lord's eyes flickered up to him. He blinked, as though he couldn't quite comprehend that the two heroes were there. Matt fidgeted uncomfortably under his gaze.

Finally, the Doctor shook his head as though trying to clear it, clearing his throat. "Right." His eyes locked on the others. "We have one chance at this. One chance and one chance only.

"Sylar isn't a telepath. The TARDIS, however, is. As are you two." He gestured to the two heroes. "And that's what we're going to use."

"Telepathy?" Matt asked. "You want us to read his mind?"

The Doctor smiled ruefully at him. "No. A little… stronger than that."

Donna had heard the sound many times in her life. The deep sigh of a giant. The rasping breath of a storm. She never knew why, but it made her sad. Even when she was in the most dangerous of situations, and she was excited to see The Doctor, the sound of his TARDIS still managed to coax a melancholy thud out of her heart.

Sylar flicked his fingers, and Donna was forced into a corner of the room, hidden partially in shadow. She winced as her head knocked against the wall, but ignored the pain; it would only last a second.

The door opened with a creak. The Doctor stepped out slowly, his sharp eyes not missing Donna, huddled in the corner. He looked at Sylar.

"I gave you a chance, Sylar."

Sylar couldn't understand why the words terrified him. Compared to him, the Doctor was powerless, weak. He was nothing.

His mind sparked. When he had looked in the heart of the TARDIS, he'd known something about the Doctor. He'd only known it for the briefest of seconds, barely even that. But the TARDIS had known, and therefore, so did Sylar.

He had known that The Doctor always gave people a chance.

But only one.

Sylar tried to push his fears aside as Matt and Peter came out of the TARDIS. Their expressions were grim.

Sylar barked out a laugh. "Hiding behind the abilities of others, are we, Doctor?" He shook his head disapprovingly. "I expected better from you."

The Doctor looked at him almost sadly. Remorse was plain in his eyes; he didn't want to do this. He had to.

Donna watched his expression from the corner of the room. She'd seen that look on the Doctor's face; many times. It always came before something horrible happened.

The calm before the storm.

The Doctor turned back to the TARDIS, placing one hand on the side of the blue box. He sighed heavily, then nodded towards Matt.

Matt nodded gravely back, and took a step towards Sylar. Peter came up next to the telepath. Both wore expressions of dark determination.

But, as Sylar looked past that, he saw something else in their eyes. Something he'd never seen, not from anyone, not in a long time. Not since he'd found his ability.

Pity.

And then pain flashed through his mind.

It was unlike anything he'd ever experienced. The instant it struck, he fell to the ground, on his hands and knees.

He gasped for air, coughing out each breath he took. While he was physically able to breathe, it seemed so impossible, a task that no man could handle.

He was vaguely aware of The Doctor opening the TARDIS doors and walking over to the panel covering the time machine's heart. The Time Lord opened it with one, fluid motion. Light- ethereal, beautiful, and horrible- spilled out from its center. It stretched towards Sylar, reaching out to him.

His face twisted in agony as he collapsed to the ground. He felt a long, drawn-out moan leave his lips. Why wouldn't the pain end?

Each second was an eternity; almost literally. The time machine's heart was taking hold of his own, allowing him to see through the wars and pain in the whole of time and space in a single second. And with each second that passed by, the scenes repeated themselves in his mind. The pain seemed to grow worse and worse.

Now, he screamed. He couldn't stop it from escaping his lips. Nothing mattered; there was nothing there, nothing but pain. He felt himself losing his grip on sanity as it became unimportant.

The light in the heart of the TARDIS wrapped around him. It slowly traveled to his eyes, and he felt the power deserting him, abandoning him. He begged with it, pleaded, but he could not hold on. He couldn't focus around the pain.

And, as the seconds became lifetimes and eternity passed in moments, the light slowly began to vanish from inside his eyes. The suns died, returning once more to black holes, empty and horrible, desperate for the power they had just lost.

His eyes closed as the pain left him. The last sight he saw before the darkness claimed him was The Doctor, closing the TARDIS doors.

And then he remembered no more.

A/N: There will only be one or two more chapters in this story. However, I plan on writing a sequel: "The Hearts of a Hero." I'm not sure whether to write for Ten (with no companion) or Eleven and Amy. Suggestions welcome...