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Lucy started, backing away from the level-headed psychic. "What?" she gasped out breathlessly. "What are you talking about? No, everyone else has said change, change not die." Isis Arrah fixed her with her calculating amber eyes.

"Death is a change, don't you think?"

"No, you can't mean it like that. Everyone else, and I mean people I've never met, from different planets, from different eras in time, they've all said change. I'm not gonna die."

"Everyone dies eventually, Lucy."

"Shut up! Just don't say it anymore!" Lucy was trying hard not to panic. She was backing away from Isis still, but Isis kept closing in the gap. Still hushed, Lucy went on. "I've been told countless times now that I was built to withstand everything I come up against. I didn't even believe it, but it can't be, I can't just die."

"Then maybe it's a different kind of death. All I know, Lucy Blake, is that there is darkness surrounding you, following you. And it's getting closer." Lucy stared openmouthed at Isis. Whatever she thought about her, she was no friend now. She looked round at the others, who hadn't even heard their exchange. Isis' mother, Lydia would only claim that she too had seen some black cloud hanging over Lucy's head. Adora was still grieving from her father's and dear friend's deaths. Anton Lhumes never liked her to begin with. And she couldn't trust that stuffy Professor Richmond any more than she could throw him. So she did the only thing she felt was left to her. She ran.

Despite the Doctor's explicit orders to stay put, Lucy couldn't remain in the company of a woman who had just delivered a death sentence. As she ran up stairs and down hallways, Lucy thought about all the things Isis had said. There was no way she was right. How many people had met her for the first time and commented on her astounding survival abilities? It felt like nearly everyone she'd encountered since meeting the Doctor. So she'd survive this too. This was just one more challenge she'd have to overcome. Because she couldn't die, she wouldn't let that happen and neither would the Doctor.

She wondered where he'd gone. Would he go round to all the places that the group had been, looking for the Pyranor? She thought not, they seemed to be moving, and surely he would have thought of that. So she would have to go someplace new. What section hadn't they mentioned? Lucy looked to her left and was presented with a good start. 21st Century Art was through that archway. She took a moment to compose herself, to slow her breathing and calm her mind. Once she encountered the Doctor, she'd just tell him that she was too worried and she'd decided to come help him. It wouldn't be a lie.

She wasn't just worried about him though. As she passed famous artwork, she gazed at them all with a queer sense of foreboding. She'd always appreciated art. And now it was her enemy. The Doctor had said that she was brilliant and that they would seize that opportunity to feast. Despite being flattered, she was chilled to the bone. She recalled the Somnium Parasites who had made her dream and trapped her in her own head. She liked being the only person in her head, and was not about to let some swarm race consume her every fiber of being.

Lucy looked up when she heard a clatter down the hallway to her right. Was that the Doctor? Or had some of the others followed her after she'd run away from Isis? Or, was it Isis herself? Wanting to make sure, Lucy ducked behind a sculpture and found herself facing Andy Warhol's famous painting of Marilyn Monroe. She gulped a little bit as she wondered if the Pyranor were here. Andy Warhol was brilliant. He was nothing short of eccentric, curious and brilliant. Just utterly brilliant. Surely such talent could spawn the likes of the Pyranor. Something stirred behind her. She whipped round and peered round the corner of the sculpture. Nothing there. But the stirring continued. Maybe it was on the other side? No, no one there either. Lucy took a shaky breath, telling herself that it was nothing. But that stirring sensation never stopped. Was the Doctor moving around somewhere near her, just out of sight? Then she turned back round, pressing her back against the marble statue. Warhol's painting was there in front of her. And the stirring got louder. And in spite of everything the Doctor had told her, she leaned closer. There, distinct whispering. It was fascinating. Lucy could hear, as though several voices were speaking at once, but so clearly. "Come closer, child of time. Such knowledge you have gained. Such wisdom you possess. Surely, you want to know our secrets too?" Lucy was nearly nose to nose with the painting. All sense had long been turned off. Those voices were the only things that mattered. They were so curious. As she breathed in deep, she could feel a warm glow around her as something took up residence in her mind. She found her vision blurring, as though her eyes were shrouded by some kind of film. It didn't matter. She felt stronger than she ever had in her life. She had to go tell the Doctor that everything was alright.

The Doctor hissed in exasperation. Nothing in this room either. He'd combed nearly the whole Louvre, looking for these blasted Pyranor. He'd given every painting and sculpture a dark look as he passed by, sonic screwdriver always out and at the ready. He wasn't entirely sure how he'd defeat the Pyranor when and if confronted with them. They fed off brilliance and he was a genius. Should he have grabbed one of the less-gifted members of the group and toted them along with him to see what happened? Well, too late to go back now, and anyway, Lucy would beg to help. He looked up when he heard something moving about off to his left. Pyranor? Or a certain pint-sized friend who was too smart for her own good? Neither, he saw when he leaned over to look through the archway that led to the atrium. Adora de Lis was standing there, facing him, looking for him it seemed.

"Inspector?" she called to him.

"Tell you what, Adora, how about you just call me Doctor?" Adora looked puzzled but stepped closer to him.

"Doctor, I came to find you. I had to get away from Madame Lydia and it's Miss Blake, she's-"

Sheer panic flared up in the Doctor's chest. What had she done? What had happened?

"Adora, what is it, what about Lucy, is she all right?"

"Well, Doctor, she ran off. She was talking to Isis and she just ran off. I thought maybe, I find her and bring her back to the atrium, but then I find you instead."

The Doctor tried to steady his breathing, tried to convince himself that she'd be fine. Who was he kidding? The Pyranor would latch on to her like white onrice. And she'd be gone. He forced himself not to think of that, because that would never happen and he gestured for Adora to follow him. He was walking briskly and she had to jog to keep up. As they walked he spoke.

"Do you know which way she went, Adora? We need to find her."

"When she left the atrium she dashed up the stairs and then I think left." The Doctor quickened his pace. He was on the third floor. He wanted to go back down and tore down the steps and flew left. There was a wing there, 21st Century Art. He and Adora dashed inside and scoured the area. No sign of Lucy. Adora tried to stay away from the art work. The Doctor was inspecting every nook and cranny of the place. And there, by a painting of Andy Warhol's he found trace evidence of the Pyranor with his screwdriver and smelled a faint lingering of Lucy's perfume. They'd gotten her.

"No, no, no, no, no." he shouted as he ran back down the stairs, Adora only barely able to keep up with him. He'd meant to go into another wing to look for her, but he needn't have. Lucy was there in the atrium. Her back was to him, but he could already tell that something was wrong. The others were looking at her in shock and disbelief, cowering against the wall.

The Doctor skidded to a halt, calling out Lucy's name. He held his arm out to block Adora from running to her. Ever so slowly, Lucy's figure turned round. What the Doctor saw frightened him. Lucy's dark blue eyes had turned pitch black, like two empty pools offering no relief. A small, sinister smile curled her lips, twisting her normally captivating features. She was looking up at him, but it wasn't really her, just as Adora had said. A shaky breath escaped his lips as he took in this horrifying sight.

When she spoke, it was with two voices; one that was close to her own, and one that was lower, more nasal and somehow metallic.

"She is fascinating, Doctor. The others we consumed with little difficulty, feeding as we do off their minds. But she has tucked herself away. She has somehow shut herself off, and is trying to push us out. There is something truly different about Lucy Blake. Never fret though, Doctor. We will have her too. And then, we'll have you. The most brilliant mind of all."

"You'll never get that far. You said she was trying to push you out and she will." The Doctor really had no idea if she would. How could she? She couldn't stop being brilliant, she just couldn't. Lucy's figure took a step toward him and he backed away. How strange to be backing away from her, to be thinking of ways to defeat her. Well, not her exactly. Just the things that were in her mind.

The others were getting antsy. Madame Lydia Arrah was hiding behind her daughter, who looked the picture of calm. Professor Richmond looked as though he was ready to dash out the door. No doubt he thought himself cleverer than he really was. Anton Lhumes was the farthest away from them all. He seemed to know that the Pyranor were no threat to him. But if the Doctor guessed right, he wanted to see some kind of revenge acted upon them for the death of his father. Adora was scared, he could tell. She'd lost so much in one short day and now she had no idea what to do. But like Lucy, she was determined to help. She leaned in to the Doctor and said, "Do you think Miss Blake can get rid of them?"

"I don't know, Adora, but I hope so."

"It's just, I had a thought. If she can push them out of her own mind, they will still just move on to the next brilliant person they can find. Probably you. Maybe Isis Arrah. How will we defeat them then?" The Doctor turned from Lucy's figure to look fully at Adora.

"That's quite a point you have, Adora, in fact, that's brilliant. You'd better stay far away from Lucy." Adora only pursed her lips and shook her head. Humility was a virtue rarely found. Adora de Lis, for sure would be a target of the Pyranor, should Lucy get rid of them.

Anton Lhumes then stepped forward, closer to Lucy than probably the rest of them would dare to be. "So are you actually going to do anything to help, Inspector Smith? Because so far all that's happened is another man has died and your own partner has been…infected." They glared at each other for a good while. Under the Doctor's gaze, Lhumes seemed to shrink, to regret his words even. Because the Doctor was fuming and his eyes were so angry. He flew down the rest of the steps, stopping in front of Lhumes' face. "Mr. Lhumes, you are on dangerous ground. Because there is nothing I value more than life, and especially hers. But they are in her mind, they chose her because she is brilliant, but so am I. And I can't help her if they get me." Lhumes glared once more at the Doctor, and then at Lucy and he turned round and walked back over to lean against the wall.

Lucy turned her head in a liquid manner to look at the Doctor again. She had been utterly still after her speech. Now the look she gave him was one of confusion. Could it be she'd found a way to get around them? Did he dare hope that he'd get her back? Lucy's mouth opened as if to speak, but no words came. Instead a gasp escaped her lips and the Doctor felt some warm glow pass by him. He backed away quickly, not daring to breathe.

As he held his breath, he looked over at his companion. The sinister smile was gone and her eyes were blue again. They were filled with worry, sadness, and even a little bit of hate. He didn't even need to think as he rushed to her and caught her in a fierce hug. He did notice that she was incredibly stiff and that she barely hugged him back. After a moment, he let her go, holding her by her arms and peered down to look her in the eyes. She wouldn't meet his gaze. Instead, she started at the floor, mouth set grimly.

"Lucy, what is it? What's wrong?" He couldn't hide the alarm in his voice. He thought maybe that she was about to be consumed, that she hadn't defeated the Pyranor at all. But now she looked at him and it really was her.

"I-I can't even explain it, Doctor. I-I'll have to tell you later." Her voice was subdued, tired, simply exhausted. He'd respect her wishes, but all the same he was dying to know how she'd done it.

All of a sudden, he remembered that they had to go somewhere. Adora had said so. Adora!

The Doctor looked over and saw Adora's now black eyes and haunting smile. No, it couldn't be. He'd gotten careless in his joy over having Lucy back. And in that time, the Pyranor had chosen their next victim. As saddened as he was over Adora's inevitable loss, he hoped that the Pyranor would speak to him again through her, to tell him how Lucy had pushed them out. But Adora only reached for the Doctor. She stepped toward him and he knew that he was to be the next course. He backed away again, Lucy tugging on his elbow.

Then, something the Doctor hadn't counted on happened. Madame Lydia Arrah rushed forward, saying, "No more, I'll sacrifice myself!" She placed herself in front of the Doctor. She held her arms out and her face up as she braced herself to be overtaken. As Adora crumpled to the floor, dead, Madame Lydia shuddered as the Pyranor entered her brain. She gasped once and seemed to brace herself again to be consumed. Nothing happened. She turned round to face the Doctor and Lucy, looking down at her hands, touching her face. She was fine. She hadn't been consumed.

"They're gone!" she breathed. "They're just gone! I must have been powerful enough to defeat them." Lucy snorted uncharacteristically and rolled her eyes. The Doctor raised his eyebrows at her questioningly but she only stuffed her hands in her pockets and walked out the doors of the Louvre impatiently. The Doctor would find out what was going on, but for now he had to do damage control here. He looked down at Adora's body and felt his hearts sink. If only he hadn't been so preoccupied with Lucy, he could have helped her. He faced those remaining now and spoke to them.

"The Pyranor are gone. I don't know what you did, Madame Lydia, but it seems to have worked. Mr. Lhumes, I offer you my condolences. On behalf of the Scotland Yard, I hope you all have a nice day."

As he walked out of the building, he shot Isis Arrah a look. They both knew that it wasn't exactly her mother who had defeated them. He heard Anton Lhumes shouting after him, asking him who the hell he thought he was, wasn't he going to come clean up this mess? But the Doctor needed to deal with Lucy. He found her leaning against the wall outside, away from the armed guards. He walked over to her, his eyes curious. She shook her head and said, "Let's head back to the T.A.R.D.I.S., I have to get away from here." He nodded and as they walked, he let her tell him about everything that had happened.

"It was so strange having them inside my head. It's like being two people. I could still think, but they were always there with every thought, feeding off it. So then I tried not thinking at all. I heard them tell you I'd shut them out. I just, didn't think of anything, didn't give them that curiosity to go on."

"But that wouldn't be enough to get rid of them." He interjected. She nodded, agreeing with him.

"Next, and I'm not proud of this, I thought of every ignorant, arrogant, wasteful thought I'd ever had. I thought of all the times I'd made a fool of myself, every mistake I'd ever made. That's part of the bad mood, Doctor; I'm still trying to come down from that. And just…all those horrible thoughts and what Isis said to me-"

"What did Isis say to you?" the Doctor pried.

"She told me I was gonna die. Not change, die. I told her, no, that it wasn't true, that she was wrong. She said death was a change, or maybe the she was wrong, but that there was something dark surrounding me. I thought about that too."

"Lucy, I'm still kind of unclear about how you actually beat them."

"Well, when I broke away from Isis to go find you, I thought of everything I could do. So before they got me completely, I thought, they feed off brilliance and curiosity, right? So for the curiosity I turned my whole brain off. When that didn't work completely, I thought, brilliance. Ignorance is the opposite of brilliance. That's when I thought of all the mistakes I'd made. Also, arrogance is a form of ignorance, so I thought of that as well. I just, just need a minute to get my head back where it goes, Doctor."

He nodded and took her hand as they neared the T.A.R.D.I.S. She squeezed his and then he said, "I bet that's what did it for good old Madame Lydia." When Lucy only looked at him questioningly, he said, "Arrogance, like you said. When she put herself in front of me, just before they let go of Adora, she thought she was saving me, and in a way she was. But she was so arrogant, so ignorant in her way, that when the Pyranor latched on to her, it melted them away, or whatever her brain did to them. Normally, they choose their meals, but this time it just showed up right in their faces. I reckon she got rid of them for us."

"Well don't expect me to thank her." Lucy joked.

"Nah, you did plenty. Thought of all that to get them out of your head."

"Well I sort of had to, didn't I?" Lucy asked, a single eyebrow raised.

"Anything to survive, eh?"

"Don't say that."

The Doctor squeezed her hand before letting go to open the doors of his ship. He went off to man the controls while Lucy went to lie down on the floor. He chuckled at her but she only closed her eyes and smiled. This was home and no one could take this away from her. She'd beat the Pyranor in her own way and proved once again that she was built to survive, no matter how much it perturbed her with everyone saying it. She certainly couldn't doubt it now. And maybe this change that everyone kept talking about, well maybe she'd survive that too.