The Doctor and Sherlock turned their heads to see a woman standing in the doorway. She wore a red dress that went to her legs, had her red hair in a tight bun, skin gleaming in the light, and her eyes were that of silver ingots. When she spoke, she had a faint German accent.

The woman stared at the Doctor and Sherlock. The Doctor tilted his head and asked her, "Who are you?"

The woman skirted in her spot as she reluctantly answered. "Beth. Beth Ottoman. I sent the letter," she told them.

Sherlock eyed her, "The same Beth?"

Beth nodded. "Aye, it's me on that tape."

"So you stole Emma's body," Sherlock pointed at her.

Beth looked to the ground in shame. "I took it, yes," she admits.

"Why take her body?" the Doctor questioned. Beth chewed on her lips as she said, "Do you know how it feels to be trapped in a cage that you can't open no matter how you try?"

"Sofia said Emma was no part of what happened here," Sherlock mentioned. Beth nodded.

"I know," she quietly said. "We were so angry with Sofia. We just forgot ourselves."

"Angry enough you took someone's body?" Sherlock pointed at her. Beth rubbed her eyes, "I know, I know. It was selfish of me. But what was I supposed to do?"

"You could've refused," Sherlock gestured. Beth gave a dry chuckle. "Refuse a chance to return to life? Unheard of, even from you," Beth looked at the ground. "No, I couldn't refuse. Even if I wanted to, I couldn't."

"Is it because of Frank?" Sherlock questioned.

Beth stared at Sherlock, "Frank had nothing to do with my decision. He didn't want us to suffer."

"Why are you here?" the Doctor eyed her.

Beth ran a hand through her hair, pulling back strands. "Frank and the others—they're angry with the scientists. They're angry for what they done to them," she told them. "Doctor, you have to help me. They're going to kill them."

The Doctor considered his options. In his moral code, he had long sections dedicated to body snatching and the like. In some of his past regenerations he'd tell her off and what have you. In others, he'd help her. This time around, the Doctor was mixed.

Sherlock looked at Beth. She was genuine. Her body language indicated that she was legitimately afraid and she wanted their help. So far from what he could tell, both he and the Doctor could trust her.

"First, you tell me what the hell is going on," the Doctor finally said to Beth. "What happened here?"

Beth chewed on her lips as she explained.

Years ago, roughly forty or so, Utopia was in full swing. One half was for a social experiment to test how well humans can survive underwater before requiring medical examination and the other half dealt with the war effort. "As you remember Doctor that was around the time the Cybermen first came around" Beth looked to him.

The Cybermen were ruthless and continuously upgraded when a flaw was found. "They used to be lethally allergic to gold," the Doctor remembered.

Simple robotics and the like weren't effective. Some were easily appropriated by the Cybermen while others were instantly destroyed in battles. In a bid, Utopia threw out its lead scientist and brought in new blood. Sofia Lamb. Sofia would help create the infamous project, Project Alpha.

"The idea would be for humans to be converted," Beth said. "Humans can't be hacked."

"Did anyone else know about the project?" Sherlock asked her. She shook her head. "Just the ones," she replied.

Sofia would start the project with people from the East Wing. The idea at the time was for people to overdose on recreational drugs and needed to be taken to the West Wing for treatment. "As you know by now, they never got to the West Wing," Beth shook her head in disgust.

None of them survived and Sofia realized that she couldn't take more people from the East Wing without drawing suspicion. She then decided that they needed topsiders to experiment on. The idea would be for topsiders to be taken randomly, preferably by those they know as to blackmail them later. With the South Wing's only pier, Pier 17, separated by the other piers, no one will know what was going on.

The idea took off. Seventeen people were taken during the time. Only one managed to survive long enough for data to be written down but he died. However, Sofia ran into another problem when she planned for more topsiders. Due to how many people were blackmailed into helping her, some were getting cold feet. She quickly had the blackmailed party taken and experimented on while she vested time to look into alternatives.

If no topsiders or people from the East Wing, then who else could she experiment on?

The next idea would be the one that became mainstay. "One of the sergeants brought Sofia a module used by the Cybermen. It allowed them to travel between universes. He only wanted her to reverse engineer it, but she used it as inspiration," Beth sighed as she rubbed her eyes. "She used it to gain access to other universes."

Using the module, Sofia would have similar modules engineered and developed a tier of soldiers who would use them. The Guards as Beth called them. The Guards' job was for them to enter a universe and collect different subjects. Some became friendly with a target while others knew them. "Alice Walker was Frank's best friend, Doctor," Beth told him. "It hurt Frank that he betrayed him."

"He killed him," the Doctor pointed at her. Sherlock nodded. Beth sighed, "I know he did."

Several subjects were taken at a time and few survived long enough for Sofia to gain data from them. Eventually, Sofia found what she was looking for and created Amber. "Amber took our lives. Amber gave us new life," Beth summed.

Amber was not like a motherboard or any other chips used in technology. It was preprogrammed to serve only few purposes. Convert the intended subject and have him or her obey his or her Keeper. Above all else, they would obey Sofia. The idea was that Cybermen hacked and appropriated whatever physical and tangible technology served their uses. Yet, liquid like Amber was something unheard of. "No Cyberman would think to appropriate Amber," Beth gave a weary chuckle.

The Amber was a success and Sofia would continue to use it. There was of course a problem where Amber either killed the recipient or gave them a short life span for some of the subjects. "Some either died from the Amber or died later," Beth wiped her eyes. "So many died from the procedure, too many to count."

"And what was the end result?" the Doctor asked her. Beth pointed to herself, "Us."

Eventually, Sofia would find the perfect balance and create the Alpha Series.

"What about you?" Sherlock asked Beth. Beth frowned, "I had cancer, final stage. I had one too many treatments and I was finished. None of my family or friends wanted me to stop treatment but I had enough of being sick, losing my hair, my life as a whole. I decided that I would go for one more round of treatment before I quit."

"And Sofia got you where she wanted you," Sherlock summed. Beth nodded.

The Doctor stared at Beth, "How many of you are there?"

"For us, only five including me," Beth told him. "As for others, you've seen the Beta Series I'm sure of."

"Are they made of people too?" Sherlock asked her. Beth shook her head. "Sofia didn't see the need to put people into chassis if they were only to be servicemen," she said. "She thought it was a waste."

"What about Ciri?" Sherlock brought up. Beth gave a look as she rubbed her eyes. "Ciri was Callan's little girl. She was six," she told him. The Doctor tilted his head, "What happened?"

"You heard the tape, Doctor," Beth shook her head at him. Sherlock crossed his arms, "Frank thought by giving you Emma's body it would be retribution for what happened to Ciri?"

Beth slowly nodded. Sherlock turned to the Doctor, "What do you make of it?"

"I don't know," the Doctor admitted.

Beth eyed them both. "Please, I'm sick of the bloodshed," she pleaded.

The Doctor chewed on his lips and nodded. "Alright, we'll help. No tricks," he pointed at Beth. Beth nodded, "Thank you, Doctor."

"Doctor, are you sure this is a good idea?" Sherlock looked at him. The Doctor nodded, "We need to finish what was started."

"Frank and the others are in the back. They've been arguing about what to do with the scientists," Beth told them. "I told them I was going to check on things."

"So it was you who was watching us," Sherlock looked at her. She nodded. "If I wasn't the one watching you, then I believe they would lead the Betas to you."

"What of Celia?" the Doctor asked her. She replied, "That was another reason I wanted to come back here. I was trying to download Celia so I can bring her with me."

"Is Celia a person?" Sherlock questioned. Beth gave a look, "No, she is an AI. But that's not the point, she's lonely down here."

"Right, you're not here for quest for vengeance but they are," the Doctor summed. "Haven't you tried stopping them?"

"I tried Doctor. Frank won't listen, none of them will," Beth frowned.

The Doctor nodded, "Right. So, what do you propose?"

"The Betas, they're not as apt as us. They're a danger to the stability to Utopia. Celia's kept them from getting to close to areas where they used to work. The only way to surprise them is to get them when it's dark. They can't see in the dark," Beth began. The Doctor nodded, "Can they be stopped?"

"They are vulnerable to electricity. So much a spark and they fall down flat," Beth explained. "They're drawn to loud noises, if it helps."

"Loud noises," Sherlock turned to the Doctor. "Thinkin' what I'm thinkin'?"

"And how," the Doctor nodded. He turned to Beth, "What else needs to be done?"

"Freeing the scientists," Beth said. "I can draw the others' attention away for a short time."

"I can bring the TARDIS to us," the Doctor nodded.

Sherlock looked at Beth, "What about them?"

"I was hoping you can talk sense into them," Beth sheepishly said. The Doctor blinked, "And what if it falls through?"

"Frank will have to listen to me then," Beth pointed at herself. "And when Frank listens, they all will."

The Doctor looked at Sherlock and Sherlock looked at him. They considered their options and agreed. Beth would lure the others away and the Doctor can bring the TARDIS to the scientists. Sherlock would keep a hand around his gun for when things don't go the way they should. The idea was set and they were ready for action.

"John always said I had a loudmouth," Sherlock rolled his eyes as he tugged on his suit. "Suppose it'll come in handy."

"Celia will help you," Beth told him. "She knows where everything is."

Sherlock nodded as Beth summoned Celia. Celia materialized beside Sherlock and stared at him. Beth knelt beside her and said, "Celia, this is Sherlock. He is going to help us. Please help him in any way you can."

Celia turned to Sherlock and nodded, "Okay, mama!"

Sherlock followed Celia as she exited the room.

Beth turned to the Doctor, "I can keep them busy for at most thirty minutes. You have to work fast."

"I've run from things faster than me," the Doctor nodded as he began to walk past her. He stopped when she lightly touched his arm. "Doctor," Beth looked at him. He looked at her, "Please. Don't hurt them."

"I won't," the Doctor replied as he departed from the room.