Disclaimer: I do not own Doctor Who.


"He broke the wall," Agent Cartwell reported. He needn't have done so, judging by the triumphant smile on Ava's face.

"Come along then," she said, heading towards the door. "Let's see what he's been keeping behind that door."

Agent Cartwell knew something was wrong as they approached the room Rory was in. The air felt heavy and even through the thickness of the walls and door, he could hear the man screaming. They paused outside of the door as Ava punched in the key code. He shot her a glance. "Are you certain this is safe?"

She rolled her eyes. "Oh don't tell me his little doom and gloom story has frightened you? They're just memories. They can't hurt us."

The door opened and both of them flew backwards.

"What is it?" screamed Cartwell. "Does he have some special power that we didn't know about?"

"No, you idiot!" Ava clutched at her head. "It's his memories bombarding us - they're coming out too quickly!"

She staggered to her feet. Each step she took weighed on her more heavily as she came closer to the source - the man was still screaming, writhing in his restraints enough to make his skin chafe and bleed.

"Mr. Williams! Concentrate!" She fell down at his feet, unable to stand under the onslaught of his thoughts. One of her hands clutched his as she directed her thoughts into his brain, trying to control the memories streaming out.

Hundreds of years flooded her mind - glimpses of people, places, times long past, but all of them sweeping past her too fast for her to grasp. She struggled to hold onto one time period, but as soon as she grasped onto one, it was like trying to hold a small piece of concrete as a dam against a flood.

She shrieked as his thoughts began to overwhelm her. They tore at her own memories, sweeping away her life before the chaos of 2,000 years of living. "Stop it! Stop it!"

She couldn't let go of his hand. His memories continued to assault her as she struggled to get free. It was no use. Her struggles became weaker as she sank to the floor, her fingers entwined with his.

Rory kept screaming.


Jack's eyes widened as he saw the energy spike exponentially on his monitors. The grid tracking where the signal had come from suddenly narrowed down to a specific address. He jotted it down as Mickey burst into the room.

"Did you see it?!"

"How could I miss it?" He snapped. "The whole screen's gone haywire. This is a much stronger signal than I was anticipating. This should not be possible."

Mickey frowned. "What does that mean?"

"It means this man is letting out his memories too fast - we gotta move before his whole mind collapses." Jack darted past the other man, heading for the door of the Torchwood compound. "Are Gwen and Ianto in the van?"

"Yes!" Mickey called as he tried to keep up with the Captain's long strides. "They have been since you told us to get ready to leave."

"Good." Jack glanced as the address in his hand. "Fortunately, we're not far."

They jumped into the van waiting just outside. Gwen sat behind the wheel, her eyebrow cocked expectantly.

Jack rattled off the address. "Drive as fast as you dare, Gwen, or we may not get there in time."


Martha's phone chirped.

Both Amy and the Doctor turned to her as she answered it. A bright smile lit up her face. "You did? That's wonderful!"

Amy's initial sense of relief faded as Martha's expression darkened. "What? What is it? What's wrong?"

Martha held up a finger to stop her barrage of questions. "I understand...Tell Jack to bring him here as soon as you retrieve him...We'll prepare a room for him...Bye."

Amy opened her mouth to repeat her questions, but the Doctor put his hand on her shoulder. She stilled.

Martha glanced between the two of them, but her gaze settled on the Doctor. "I don't know much about empaths, but you do. Jack says the energy readings are off the chart right now - which has helped them pinpoint the location, but it's already starting to die down. What does that mean?"

Amy looked behind her.

The Doctor's expression was grim. "He's lost control. They haven't just broken into his mind, they've -"

"They've what?" Amy clutched at his hand until he winced from the pressure.

"Amy, humans can't have 2,000 years worth of memories. It's not possible. That's why Rory sealed them away. But the Eronians have broken into that barrier - they've unleashed all 2,000 years at once. They must have thought they could leisurely pick through hundreds of years at a time, but they can't retain them all at once, they're escaping in one big rush."

"And what does that mean for Rory?"

The Doctor rubbed her knuckles with his thumb, but his gesture did little to hide the concern on his face. "I'm not sure."


The building that Jack and his crew pulled in front of was nondescript - a typical office building with only five floors. As he and the others jumped out of the van and readied their stun guns, he couldn't help but quip, "At least it's not a warehouse."

"Tell me about it." Mickey slid a bag of medical supplies over his shoulder. "I've seen enough spooky warehouses to last me for a lifetime."

"Alright, I'll go in first; Gwen, Ianto, you cover the sides; Mickey, bring up the rear. Keep your guard up at all times - just because they're empaths does not mean they don't know how to use weapons. Keep a close watch on your thoughts as well - I wouldn't be surprised if they can manipulate our emotions even from a distance." Jack checked the ammunition on his gun for the third time in as many minutes. Something about this entire situation was highly unsettling. "Alright, let's move in."

He went for the front doors and kicked them in, swinging his gun around to all of the corners to make certain they would not be ambushed. His team came in behind him, keeping close. The front was a bland grey, with a typical reception desk and waiting area. Nothing unusual except for the lack of any company logo and personnel. There was a door at the back of the room.

Jack moved towards this. A solid kick to the middle had it opening without protest and they entered a short hall that led to some elevators and another doorway labeled "Stairs."

"Alright, everybody, we're going to take the stairs. I'm not going to risk getting stuck on the elevator. We're going to clear every floor, okay? Check every room, every closet, every cupboard. We don't know what we're dealing with, so use every precaution."

As they made their way up the staircase, Jack couldn't help the unsettled sensation growing in his mind. This place was far too quiet and they hadn't exactly been subtle when they entered. One would think there would be at least a few guards coming to investigate.

They reached the first landing. He glanced back. All three of his companions gave a short nod.

He stepped up and opened the door a crack, carefully scanning the bright pink hallway that presented itself. It was empty.

He opened the door all of the way and ventured out into the hall. There were no doors, just other halls branching off of this one, each a different color.

"We could -" Ianto piped up.

"No, we're not splitting up. That is never a good idea. Don't you watch your horror movies?" Jack moved forward down the pink hall. "We'll just have to take this slowly."

They moved into a green hall, then orange, then pale yellow and never once did they encounter a single person. In fact, the whole compound was eerily quiet.

"Where is everyone?" Gwen whispered.

"I'm not sure." Jack took a second to look at the monitor he'd strapped to his belt earlier. "The signals died down though. It's still there, but getting fainter by the minute."

"Wait, look!" Mickey pointed down a red hall that branched off to their right.

They all followed the direction his finger pointed and saw two forms slumped on the ground.

Jack ran forward. As he got closer, he saw that they were humans - or at least, looked like humans. He knelt next to them and put a finger to the throat of one of them. "Dead."

There was no need to check the other one. The open, empty eyes were a giveaway.

"Alright." Jack rose from his crouch, more puzzled than ever. He glanced at the end of the hall where there was another doorway marked "Stairs." "Let's go up to the second floor and see what we can see."

"This place is so strange," Gwen commented as they made their way up the stairs. "There's no people - aside from the dead ones - no doors, no windows. What is this place?"

Jack's monitor beeped. He pulled it off of his belt. "The signal's getting stronger. We might be getting closer to...what is his name, anyway?"

"Rory Williams," Mickey supplied.

"Thank you. Nothing quite like telling a guy you're trying to rescue that you can't even be bothered to know his name." He paused at the landing of the second floor and scrutinized his monitor. "You know what? Let's see if the signal gets stronger if we keep going up."

"I thought you said earlier that it was fading," Ianto said.

"Well it is, but even a fading signal gets stronger the closer you get to its source. Aha!" Jack's smile broadened as he picked up more of a signal on the third floor. "Alright. Let's try one more floor."

But almost as soon as he passed the third floor, the signal began to die out. "Nope, turn around, back on the third floor."

They entered into another series of brightly colored hallways. This time, there were more people, but that was hardly an encouraging sign since they all appeared to be dead.

Gwen crouched next to one of the bodies and examined it closely. "I don't understand. There are no wounds, nothing to indicate any injury received, what could inflict such a scale of death without leaving a trace?"

"All the things coming to my mind are none too pleasant. Come on, we need to trace the signal." Jack moved briskly down the hall. Now that there seemed to be little danger of being accosted, he abandoned much of his caution and kept his eyes on the monitor.

The colors on the walls began to fade into a bland white the closer they got to their destination.

For a moment,, he caught the sound of something else. He held up a hand and they all came to a halt, listening.

Someone was crying.

Jack followed the sound, edging around a corner slowly. Out in the hall was the body of another man, but in front of him was the first open doorway that they had seen in this building.

He crept up to the door and peered into the room.

A woman lay dead on the floor, her hand clutching the hand of a man who was cruelly strapped to a chair - the only piece of furniture in the area. It was the man who cried.