"Run!", the Doctor yelled, and pulled Kaylee toward the doors.

The two turned and ran at top speed. The Cybermen could be heard marching behind them, but the way forward was clear. They sprinted through the doors and the Doctor pulled them shut behind him to block line of sight in case the Cybermen started shooting.

Kaylee stopped and turned once they were out the door, but the Doctor grabbed her by the hand and yelled, "Keep running! Over there!" He pointed at a clump of rocks not too far away. Kaylee led the way and the Doctor followed. They ducked behind the outcropping and stuck their heads over it to see the Tardis.

The door was slightly ajar, but the Cybermen were not following. "That's odd...", the Doctor said.

"Doctor, what were those things?", Kaylee asked him.

"Cybermen. Once they were essentially human, but they 'upgraded' themselves until there was nothing left of their humanity. They got rid of all their 'weaknesses', both physical and mental. Even emotional. There's still a brain inside there, but everything that made them relatable to you or me has been painfully stripped away. They are dangerous and ruthless, without pity or compassion. They follow logic and expediency. If you are useful to them they will use you. When you stop being useful to you... Well, they'll upgrade you."

From the Tardis, they could hear a hum start up, then slowly get louder. "Oh, no", the Doctor said. There was a loud "Voip!", and a flash of light could be seen through the crack in the door.

The Doctor turned around and slid down with his back to the rock and both hands in his hair.

It was a devastating decision that he had had to make, surrendering the Tardis to them, but there was no other choice. And now they were bringing more Cybermen through. Who knew how many there would be soon? And the thought of them in control of his Tardis. "Well, at least we know they won't be able to operate her." He said, mostly to himself. "Come on, think!"

"Doctor, they're coming out now", Kaylee said quietly.

The Doctor turned around and raised up just far enough to see without revealing their position. Two Cybermen were marching out shoulder-to-shoulder, but they were not headed toward the Doctor and Kaylee. Three more Cybermen came out of the Tardis at that point, in single file. The last one was carrying something. The Doctor reached into his pocket and pulled out a pair of opera glasses and put them to his eyes. It was the transmat beacon. They were headed out toward the valley where the circle of spheres sat. "Oh, no!", he said under his breath."

"What is it?", asked Kaylee.

"Follow me, but keep your head down." The Doctor ran crouched over toward the crest of the hill between them and the spheres, and laid flat before crawling the last several feet. Kaylee mimicked his movements as she followed him. From this position, they could watch the Cyberman procession below unnoticed, but helpless to intervene. The Cybermen fanned-out, forming a pentagon around the spheres as the last Cyberman in line placed the last beacon on the grass and gave it a little twist.

The Cybermen stood there for a short time surrounding the spheres, then it felt to Kaylee as if she blinked and the Cybermen were surrounding a crowd of people. It wasn't like it had been in the Tardis with the slowly building hum and loud "Voip!", just one moment it was an empty field and the next moment there were 60 or so people standing there, like a bad splice in an old movie. Above the wind, she could hear an odd computer-generated voice, but she couldn't make out what it was saying. She assumed this was how the Cybermen spoke. All of them raised their right arms, pointing at the crowd. There was some murmuring, but once again Kaylee couldn't make out any words. Mothers held their children closer; men stood between the Cybermen and their wives. Near the edge of the circle, a group of five men pushed through the crowd and tried to run for it. Two of the Cybermen turned toward the escapees with arms extended. Several blasts of light were fired and the men fell to the ground, motionless.

Kaylee stood and took a deep breath as if to yell, but the Doctor pulled her back down. "What are you doing?", she yelled at him, disbelieving. "We can't just stand here while they-"

The Doctor hissed at her. "You'll only get yourself killed as well. Believe me, I know." The Cybermen were marching the remaining group back toward the Tardis.

"But we have to do something. Doing nothin' is just as bad as helping them", Kaylee said plaintively.

"And we will do something", the Doctor responded, eyes darting back and forth and thinking hard. He watched as the herd of humans got marched over the rim of the hill. "We need some sort of advantage. We have no equipment, no weapons. We are facing a merciless enemy that will do worse than kill us and has control of the Tardis." He pounded the grass with a fist in frustration. "Think!", he yelled.

A new group of five Cybermen came over the hill on their way to the beacons. They were here too quickly to be the same group that had left with the humans. Kaylee felt a deep hole in her chest, knowing what was coming next. Just then the Doctor sat up. "Styre's terminal!", he yelled. He jumped up and grabbed Kaylee's hand. He pulled her to her feet as he ran.

"Who's terminal?", Kaylee called as she struggled to keep up.

"Styre", the Doctor called over his shoulder without letting up. "A Sontaran - another alien - he was here doing experiments on a group from Gal Sec to determine how easily humans could be conquered and what use they'd make as a slave race."

Kaylee spoke under her breath, "I'm starting to really dislike aliens."

"Oi", called the Doctor, having heard her. "Don't be racist. I'm an alien. Everyone's an alien to someone, come to think of it. Anyway, Styre had communication equipment near his ship. We can use that to radio Space Station Nerva and get them to stop sending new victims."

With that thought, Kaylee found the reserves to pick up speed a bit. They moved into an area that got increasingly rocky, but the Doctor picked his way through the outcrops like he knew where he was going. As they came around one particularly large group of rocks, Kaylee could see a yellow bulge perched on the side of a boulder. Coming around to the front of it, they could see wires hanging out the bottom of it, and two men kneeling below wearing filthy jumpsuits.

"No, no, no, no!", the Doctor said. The two men were holding armloads of gadgetry, some pieces had wires sticking out, and others exposed circuit boards. The two men had been gutting the terminal for valuable or useful components. They jumped when the Doctor spoke.

The closer of the two jumped to his feet, dropping what was in his arms and quickly shouldering the rifle that was slung over one shoulder, pointing it at the Doctor. "Who the blazes are you?

And where did you come from?", he demanded loudly.

The Doctor rolled his eyes and grabbed the man's gun, pulling quickly, and with one swift motion removed the strap from around the man's neck and threw the gun over his shoulder where Kaylee caught it. She quickly turned it around and pointed it back at the two men. At this point, the second man dropped his load of electronics and raised his own weapon.

The Doctor just pointed at him sternly. "Don't. Just don't." The man looked nervous and uncertain, and he kept pointing the rifle back and forth between the Doctor and Kaylee. The Doctor went on. "I'm the Doctor. Yes, I know. I lost the scarf and the floppy hat, but it's still me. And this is Kaylee, not Sarah." He gestured toward her and she raised a hand in a slight wave. "Now, this is very important. I need you to put all that back right now. The colonists have started arriving, but they are falling into the hands of Cybermen. We have to contact Nerva and get them to stop using the transmat!"

The man holding the rifle went white. "Cybermen, here?"

"Yes. And people are dying as we waste time talking." He bent down and started digging through the pile of components they had dropped. One of them caught his eye and he grabbed it, lifting it to his eye level. "This is part of the transceiver, but it's incomplete. Help me find the rest." The one he had disarmed looked defiant, whereas the other looked sheepish, but they both stood there without helping. The Doctor got impatient. "Yes, Krans, what is it?"

"This is our third trip. Many of the components have precious metals in them." The sheepish man said by way of explanation. He glanced over at the other one, then blurted out quickly, "Some pieces didn't come out easily. We may have broken them pulling them out." He trailed off, looking at the floor rather than at anyone.

"Fine", he said and pulled out his sonic. "We'll make do with what we've got. Kaylee, help me out here."

Kaylee pushed past the Doctor and dropped the gun on the pile of components. She quickly found a spot on the console with what looked like a microphone. She saw some wires dangling from beneath the console and reached underneath, feeling a square opening. She laid down on her back and scooted underneath the console. She pulled a small pen light out of her jacket pocket and turned it on, holding it between her teeth. She reached out a hand toward the Doctor and snapped her fingers. The Doctor handed her the circuit board he was holding. Kaylee plugged a red wire into the board and let it hang there as she grabbed a couple other wires. She selected one of them and removed the pen light from her mouth. "Does this wire look blue or black?" Then before waiting for an answer, she said, "I think it looks blue." She shoved the pen light back in her mouth and plugged the wire into the circuit board then shoved the board into the access panel. She reached her hand out again and snapped her fingers.

The Doctor looked around for a moment, then put his sonic into her hand. Kaylee's hand disappeared back under the console, and there was a tisking sound. She pulled the flashlight out of her mouth. "I need a screwdriver. Phillips head." She dropped the sonic next to her and the Doctor quickly snapped it up with a hurt expression. Krans spotted a screwdriver that they had been using earlier and handed it down to her, finally letting go of his rifle.

Kaylee gave the screwdriver a few turns and reappeared from under the console. "The receiver is broken. I could probably fix it given enough time, but we should be able to get a message out now."

The Doctor leaned over the console and quickly tapped a few buttons. They could hear the internal antenna change alignment. Nothing but static showed on the display, but Kaylee could see lights flashing on the circuit board and she nodded at the Doctor. He pressed a large red button right next to the microphone and said urgently, "Earth advance party to Space Station Nerva. Mayday, Mayday. Cybermen have captured the first groups of colonists. You must abort! Send no more, I repeat. Send no more! This is Earth advance party calling Space Station Nerva. Mayday, Mayday."

He let go of the button. "We'll have no way of knowing whether they received this message, but we've got to keep trying. I'm going to head back to the transmat beacons and see if they got the message." He pointed to his own eyes, then at Kaylee. "You keep sending!" And with that he was gone at a dead run.

He ran back toward the Tardis where another group of humans was just being led inside. He spat out a Venusian curse and ran instead toward the transmat circle. Would they have had time to convert the Tardis into an assembly unit? Probably. How many of the colonists have they already converted? This time it wasn't just his overwhelming sense of responsibility. This time there was no conflicting interior voice telling him he wasn't really to blame for these deaths. He was the one who helped the Cybermen invade Earth. Every death was directly due to his actions, and not just because he failed to save them.

He gritted his teeth and ran just a bit faster.

He got to the hill they had used earlier to overlook the transmat circle, and he dived to the grass and approached on his belly. There were a group of Cybermen surrounding the circle, waiting for the next group of colonists to come through. The Doctor pulled out his opera glasses and watched them as they stood motionless. He watched for an eternity over the space of the next couple minutes with only the sound of a slight breeze and his own heartsbeat to keep him company. Finally the Cybermen turned in unison and began marching. The Doctor replaced the glasses in his pocket and celebrated under his breath. The Nervans had gotten the message! He got up, first to his knees, then standing fully when it looked safe. He would follow them back to the Tardis and plan his next steps now that the first emergency was taken care of.

He had to retake the Tardis. Other steps were more important, but getting the Tardis back would make them far more attainable. Next he would put a stop to the conversions. Finally, he would send the Cybermen back where they came from. Of course, he didn't have the slightest idea how he'd do any of this.

He came over the rise where he could see the Tardis. He felt a pang of guilt to her personally, but pushed it aside. He'd go back and collect Kaylee, Erak and Krans first. Whatever plan he came up with would do better with a few extra hands. That voice in the back of his head that he would never consciously acknowledge added that it never hurts to take someone along who doesn't mind firing a gun.

Just then, the Tardis doors opened, and another group of Cybermen exited. Instead of heading toward the circle though, they were heading in the opposite direction. 'Now, why would they do that?', he wondered, but almost as soon as he thought the question, the answer came to him. They were heading straight toward Styre's comm terminal. "Kaylee and the others!", he said, breaking into a run. They must have intercepted the transmission and traced it back to the point of origin.

The Cybermen now dominated this valley, so he had to run the long way around its rim, losing valuable time. He would have to run his very fastest if he had any hope of getting there before the Cybermen did. He cursed himself again for having put Kaylee in this position. All she wanted were apples. He could have gotten those for her in the plains of pre-colonial America, or an open market in Kyoto in 2010. Why did he have to pick now? The answer was simple. He was showing off. He ran the rest of the way in silence, refusing to think about his failures as they were non-constructive. He had to focus on the here and now if he was to prevail.

He finally made it to the comm terminal, hopping over a small outcropping, to see Kaylee faithfully repeating the message he had given her. Krans was putting components together, trying to get the receiver working again. But just as the Doctor came into view, he could see the Cybermen marching around a clump of boulders. They stomped to attention and raised their right arm in unison.

"We surrender!", the Doctor shouted, running the last few feet with his arms in the air. Kaylee and the others turned and a look of terror came over their faces as they saw the Cybermen. "Put your hands up!", the Doctor told them. "See?", he yelled, turning toward the Cybermen. "We surrender. We are compatible!"

The Cybermen paused momentarily, allowing the Doctor time to settle amongst the others. He whispered, "Put your weapons down. Let them take you. I'll figure something out. Don't worry, I'll save you."

The Cybermen put their arms down and one of them stepped forward. "You will come with us. If you deviate from instructions, you will be deleted."

Kaylee, Krans and the Doctor moved forward, but Erak hung back. "No", he said in a strained voice. "I can't." He started crying and he held his gun close to his chest.

The Doctor turned around and approached him slowly. "You have to. But don't worry. I'll protect you."

"No", Erak repeated. "Not after what that potato-freak did. I know what Cybermen do."

"I know, but-", the Doctor started, but Erak moved suddenly and threw the Doctor backward, off-balance.

"No!", he shouted and raised his gun. He fired off two quick bursts, hitting the right-most two Cybermen dead in the chest with a barely visible energy pulse. The two Cybermen fell to their knees in unison, then flat on their faces even as the other three reacted. They each raised their right arm, and a compartment in their wrist opened, revealing a blaster. Each fired just one efficient shot, and Erak crumpled to the ground with an agonized cry.

The three Cybermen turned in unison to their remaining prisoners. Their blasters folded back into the compartment in their wrist, and they lowered their arms. The one on the left spoke again.

"You will disarm or you will be deleted. You will come with us or you will be deleted."

Krans pulled the strap from around his neck and quickly dropped his weapon. The Cybermen moved into a close triangular flanking position and paused for the barest moment before marching back toward the Tardis by the most expedient route. Kaylee, Krans and the Doctor were forced to move in lock-step to avoid being trampled.

"Doctor, what are they going to do to us?", Kaylee asked in a quavering voice.

One of the Cybermen cut off any response the Doctor may have been preparing. "You will be silent", it said in it's emotionless, mechanical voice. She hated how it spoke, not in a request - though she really didn't expect that - but not even in the form of an order. It spoke in certainties, as if stating facts.

She also hated that it was right. She couldn't muster the defiance to contradict it. She was too afraid because of the brutality that she had seen, but she was even more in dread because she didn't know what was coming, but she could tell it was going to be much worse.

They arrived at the Tardis, and one Cyberman lead the way in, with the other two following behind them. The Doctor stopped just inside the door. "Oh, no. What have you done to her?", he anguished.

Hatches on the console had been removed, and glowing cables led away, below and behind the console. One entire section of the console was laying on the floor with the casing removed and the circuitry exposed. A Cyberman was kneeling over it welding on a cyber-control unit; arcs of electricity popping brightly between his outstretched finger and the circuit board.

Worst of all, the back wall had been entirely removed. A sheared-off pipe was dripping liquid from the ceiling and several cables were dangling and sparking intermittently. A room somewhat larger than the console room could be seen past the missing wall where at least a dozen Cybermen were assembling large pieces of machinery into something that looked like an abattoir.

The one that had been leading them turned and said, "Take them to the holding chamber."

The other two grabbed both Krans and the Doctor by the arm, and one of them pushed Kaylee forward. They were led down a staircase toward a hatchway in the side wall beneath the console. A voice came from behind them, still mechanical, but in a deeper tone and with a slight hint of emotion. "Stop", it said. "This one is not for the conversion. He is incompatible."

Their guards stopped and the Doctor, Kaylee and Krans turned toward the new voice. From behind the console stepped another Cyberman, but this one was a bit different, with black markings on its armor and an organic brain clearly visible through a clear casing in its forehead. Four glowing cables ran from beneath the Tardis console and were plugged into sockets in its armor, one underneath each arm, and two on its chest. "You would be the Time Lord known as the Doctor. Approach, for we have much to discuss."

The guards let go of the three of them. The Doctor massaged some feeling back into his arm where the Cyberman had been holding it. "Ah, the Cyber-Controller. I take it you need something", he said conversationally while walking slowly back up the staircase. "I'm an absolute whiz with all the technology you are currently ham-handedly destroying, but understand that I'm not inclined to be helpful while my friends are being threatened. So, let them go and I'll listen to what you need."

"You misunderstand", the Cyber-Controller responded with a touch of humor in its voice. "We do not require anything from you." He emphasized the word 'require'. "We have nearly completed our conversion facility, and though the science behind your Tardis's operation may be beyond us for now, we do know how to work a switch and read a dial. I have been hooked into your console, and I am coming to understand the data that it processes. I will become the first Cyber-Chronocontroller. It is only a matter of time until I understand it all, then we will extend Cyber-control to all of time and space." It paused to let this sink in.

"No, I do not need anything from you. What we have worth discussing, is an alternative."

"Wait, what?", asked the Doctor. "An alternative? You are offering me a choice?"

"Correct. The safety and security of the Cyber-race is our primary concern. Extending our reach and improving our military capabilities, ultimately through all of space and time, is merely a means to an end. What we require first and foremost is a home-world of our own. This world."

"But why?", asked the Doctor. "Why this world? What is it about the Earth that is so interesting to every alien race in the universe?"

"The first time we Cybermen met with humanity was on the eve of the Earth's destruction. We could not prevent it, but we attempted to save the human race. Instead, you worked with humanity to destroy Mondas, and along with it, most of the Cyber-race. Yes, Doctor, we know you played a part in this, so the loss of our home-world is your responsibility.

"Since then, we have watched humanity. We have seen what they have done to their own planet, and in the end, they abandoned it. Even they did not want it. But they left it unlivable. Now 300 years have passed, and life can return, but it should not be humanity. They had their chance, and they had all the advantages, and this is what they've done with it."

The Cyber-Controller moved to stand face to face with the Doctor. "It will be the Cybermen. This will be New Mondas, and we will steward it and secure it. It is owed to us. You, Doctor", he said, touching the Doctor's chest with his outstretched finger, "owe it to us. In addition, we will limit ourselves to it. We will surrender your Tardis to you. There will be no Cyber-Chronocontroller. We will stay on New Mondas and let the rest of the universe turn as it will. That is, if instead of working against us, you help us."

The Doctor got a very bitter look on his face, and he gritted his teeth. "And what of humanity? What of the colonists arriving here?"

"They will undergo conversion. We will rebuild our race. Our future must be secure, this is paramount. But in your consideration, remember the alternative."

"And what do you want from me? Why are you offering me this alternative?"

The Cyber-Controller turned, dragging glowing cables behind as he paced. "Our ship, the one you brought us here from, is drifting, without power. It has become caught in the gravity well of a star. The last of us are dying even now."

The Doctor sat on the railing that extended around the console. "Well, in the near future, which due to your involvement here, I'm sure you know is now causally linked to this time." He took a deep breath through his nostrils. "But that signal didn't come from some dying spacecraft around some random star, that was close - really close. Tell me, where did it come from?"

The Cyber-Controller paused for a moment. "That is irrelevant. We cannot yet bring them here, and by the time we learn to, it will be too late. You can save them now. This is what we will trade for the universe. Bring my crew here, leave us this planet."

Now it was the Doctor's turn to pace. He ran his hands through his hair, yanking at it. He stopped and turned back toward the Cyber-Controller. "Just this one? You swear? No galactic conquest? No pre-emptive destruction of potential threats?"

"None. We will construct an energy barrier around this world and live in isolation. Unseen, unknown. You will leave in your Tardis. Let the world believe the Earth is destroyed."

Kaylee had been watching this whole thing with growing horror, and now her revulsion became greater than her fear and she could keep silent no longer. She pushed her way forward and climbed quickly half-way up the stairs. "You can't be considering this! This is true horror! What they have planned for us? For the human race? To be turned into-" She looked around at the Cybermen working on the conversion chamber and the others going about their tasks or simply standing, awaiting orders. "- turned into this? And the Earth? I grew up thinking it was destroyed, then you show me it still exists only to hand it over to these metal murderers? You can't do this! You just can't!"

The Cyber-Controller raised one finger and the Cyberman behind Kaylee came forward and grabbed her by the arm. "You will think differently soon", the Cyber-Controller said. "Take them for conversion."

The Doctor stood there, teeth clenched in impotent anguish as Kaylee and Krans were taken away. "Doctor!", Kaylee cried out. "Doctor!"