Very into immortal stuff right now apparently. Doesn't help I'm rewatching the TV show "Forever" so you may see some things in here that are familiar if you've watched that. Enjoy though! And apologies for the end... :)


When the Doctor had told me the Tardis would offer me a room, I hadn't expected what I'd find. I assumed it would be like a guest room. All impersonal decor, average bed with a wardrobe or a closet, a bathroom, and maybe a desk or television. I hadn't expected… I hadn't even considered…

Tears had swelled in my eyes as I stared at the room, back pressed against the door I'd closed behind me and my hand up to my mouth. It was a sight I hadn't seen in decades. A room from a home I'd long since lost along with the memories it held. There was the scent of lavender that brought about a wave of nostalgia I couldn't ignore. My eyes closed and I sank to the ground, struggling to hold back a sob.

"Sh, sh, sh. Honey, it's okay. Come now, what has you so upset?"

"S-Stop it," I breathed, curling into myself as the Tardis hummed in concern. "Why? Why this one? Why did you have to pick this home? Of all my damn memories—"

The scent of lavender started to fade but I didn't move or open my eyes until it was gone. The older 1900s interior had vanished, leaving behind a less pain-inducing appearance of an apartment I held in the early 2000s. It was simpler, a bit more impersonal but in a way I would much rather have than what I'd been shown before. Still, the shock was there, leaving me to drop my head onto my knees and let out a shuddering breath as the Tardis hummed softly until I was able to gather my strength to get up and slip into bed.


"Ah, there she is! How was your rest then, Fallon?" The Doctor chirped, as happy as ever but his grin faltered at Fallon's tired appearance. "Oh, that bad then?"

"For unrelated reasons," she muttered, coming up to the console and flinching.

The Doctor raised a brow, leaning around to see what bothered her but it was just a cup of coffee. "Something wrong?"

Fallon eyed it for a moment longer before taking it. "No… No, it's just… Does this ship… Does it read minds or something?"

"Well, in a way," he replied. "She's sentient and can do a bit of this and that. Things like knowing how you take your coffee for instance," he pointed out, gesturing to the cup. "Translates alien and foreign languages, unless you know them yourself, of course. That sort of thing. Why? She do something to upset you?"

Fallon pursed her lips, eyeing the coffee as the ship hummed out in concern. "Just… Just stumbled on something I didn't expect, is all." She shook her head, waving it off and lifting her cup. "Sorry. Don't let me ruin the mood. We're going on another trip, yes?"

Martha perked up on the jumpseat. "Another?"

"Well, just one trip. That's what I said. One trip in the Tardis, and then home. Although, I suppose we could stretch the definition," he teased, not ready to let either of them go yet. "Take one trip into the past, one trip into the future. How do you fancy that?"

Martha was ecstatic and the Doctor even spotted some curiosity coming from Fallon as well.

"No complaints from me."

"How about a different planet?" He added, wiggling his brows until Martha stepped on a landmine.

"Can we go to yours?"

"...Ah, there's plenty of other places," he said, pointedly avoiding Fallon's glance as Martha bounded over and kept going.

"Come on, though. I mean, planet of the Time Lords. That's got to be worth a look. What's it like?"

"Well, it's beautiful, yeah."

"Is it like, you know, outer space cities, all spires and stuff?"

"I suppose it is."

"Great big temples and cathedrals!" She smiled, excited at the thought, but the Doctor lifted his gaze and saw the empathy in Fallon's and the pain.

What did the Tardis do? He wondered, knowing that might be part of it. You daft thing. We're trying to make friends with her, not push her away by shoving her past in her face. You should know better. The ship whined a little, letting him know that she'd meant no harm to their immortal friend, and simply pried too far, much like Martha.

"Lots of planets in the sky?"

The Doctor gave in, allowing himself a moment to reminisce. "The sky's a burnt orange, with the Citadel enclosed in a mighty glass dome, shining under the twin suns. Beyond that, the mountains go on forever. Slopes of deep red grass, capped with snow." He paused and went back to fiddling with the console as Martha looked at him eagerly.

"Can we go there?"

"Nah. Where's the fun for me? I don't want to go home," he said, getting the Tardis going as she shuddered to life. "Instead, this is much better. Year five billion and fifty-three, planet New Earth. Second hope of mankind. Fifty thousand light-years from your old world, and we're slap bang in the middle of New New York," he said, rambling as a distraction and pulling on his coat as Fallon rolled her eyes and set her coffee down to follow after them. "Although, technically it's the fifteenth New York from the original, so it's New New New New New New New New New New New New New New York. One of the most dazzling cities ever built."

A step outside immediately soaked them all.

"Oh, that's nice. Time Lord version of dazzling," Martha complained before a coat was thrown over her.

She turned, expecting it to be the Doctor's but almost frowned as Fallon dragged a hand through her hair, slicking it back as the rain started to soak her bare shirt and she gestured ahead.

"There's an awning just there. We can take shelter from the rain for a bit."

"Bit of rain never hurt anyone, but Fallon's right, let's get under cover," the Doctor agreed, heading off with them following.

"Well, it looks like the same old Earth to me, on a Wednesday afternoon," Martha complained.

"I rather like Wednesdays," Fallon commented as the Doctor cracked a smile and gestured to a monitor nearby.

"Let's have a look. See where we're at then."

A hum of his sonic had the monitor lighting up to show a smiling woman talking about traffic before the image shifted to a view of hovercars and open skies.

"Oh, that's more like it. That's the view we had last time. This must be the lower levels, down in the base of the tower. Some sort of under-city."

"You've brought me to the slums?" Martha huffed.

"Much more interesting. It's all cocktails and glitter up there. This is the real city."

"You'd enjoy anything."

"That's me," the Doctor said with a smile as the rain started to calm. "Ah, the rain's stopping. Better and better."

"You said 'last time,'" Fallon noted. "Previous companions or personal trip?"

"Ah, previous companion. It was with Rose. Funny story actually. We just came for a bit of a picnic but ended up getting called to a hospital where an old friend was. Turns out, we were brought to uncover a secret human farm that a bunch of nun cats were using to try and cure every disease in the galaxy! They created a whole new species of humans and we helped get them free and safe. What a trip, eh?"

Fallon snorted with a smirk. "Good to know all of your trips end up being just as crazy as the last."

"Oi, I don't go looking for trouble."

"Oh? Should I start the list then? War offices in 1941, spaceship in the Thames in 2006—I won't include the Sycorax invasion since you were unconscious for most of it—"

"Thank you."

"But there's still the hospital you had no business being at, Shakespeare, and I'm sure I could dig up a few other mentions of you in more recent Earth history. I'd just need a look at my memoirs and—"

"Yes, yes, all right. I get your point," he huffed. "I may, on occasion, go looking for trouble. Happy?"

Fallon smirked, lifting a hand and pinching her fingers close. "Just a bit."


"Hold on," Martha said, shaking some rain off her jacket. "You're taking me to the same planets that you took Rose?"

The Doctor blinked. "Yeah. What's wrong with that?"

"Nothing. Just ever heard the word rebound?" She bit out, moving around him as he turned to me in confusion.

"What'd I do wrong?"

"Ah, well…" I rubbed the back of my neck. "I don't think it's my place to say but you're not exactly helping yourself with your whole…" I gestured to him and he looked down at himself in confusion.

"My what? What do you mean?"

"Just, uh… consider setting some boundaries, is all," I offered with a pat on his shoulder as we moved on.

I glanced around idly while we trailed after Martha when a panel suddenly opened up and a man grinned at them from a stall.

"Oh! You should have said. How long you been there? Happy. You want Happy?"

More stalled opened up nearby with more salespeople calling at them various moods.

"Customers. Customers! We've got customers!"

"We're in business. Mother, open up the Mellow, and the Read."

"Happy, Happy, lovely happy Happy!"

"Anger. Buy some Anger!"

"Get some Mellow. Makes you feel all bendy and soft all day long."

"Don't go to them. They'll rip you off. Do you want some happy?"

"No thanks," the Doctor said blandly, turning away from one of them as Martha turned back to him.

"Are they selling drugs?"

"I think they're selling moods."

"Same thing, isn't it?" Martha quipped as we spotted a young woman approaching one of the vendors.

"I want to buy Forget," she said and the vendor nodded.

"I've got Forget, my darling. What strength? How much do you want forgetting?"

My blood seemed to chill. The world went a little fuzzy around the edges as I watched this young woman barter for a drug to forget her absent parents. Things just weren't that easy. There wasn't some miracle drug that would just make memories vanish. I, myself, was immortal and while I didn't remember everything, I still had triggers. Things that would remind me of moments I thought I'd forgotten. Like that room. I brought a hand up to rub at my eyes as the phantom scent of lavender tickled my nose and his voice rang through my ears.

"What's for dinner tonight, Mary?"

"Everything okay? You look like you've been crying."

I sucked in a shaky breath as my mind pondered what I'd be able to forget with something like that patch. All the pain—

"Mary, I'm so sorry but… but I don't know how else to help you."

"Please! Please! I lied! I-I lied! I'm not immortal! I-I was never immortal!"

"You're lying again."

"Doctor, I-I'm not. I swear. P-Please. No more."

"I'm sorry, Mary, but until you stop lying, the treatment has to continue."

—the deaths—

Musket ball to the face.

Arrow through the back.

Falling.

Drowning.

Hanging.

Burning.

—watching people close to me grow old and perish—

"Oh, Mary. M-My sweet Mary. I'm so sorry I can't be there with you."

"But you are here, Jonathan. I'm right here."

"My darling angel."

"Jonathan. Jonathan, I'm here."

"Mary! Where have you been? The Smiths are supposed to come over and dinner hasn't been—"

"J-Jonathan… Jonathan, that was years ago."

Even the happy moments were painful, possibly more painful than those that hurt me physically. I had to live through so much, watch so many people die. Forgetting would save me so much pain but somehow I always remembered. Some way or another, a memory would crop up and ignite that pain all over again. No normal drugs ever helped. Alcohol and heroin only blurred them, made them mesh together. Cocaine only made them stronger. Opium only drowned them out for a moment. All of them had killed me at least once, for various reasons. A drug from the future—a future that hadn't happened for me yet—never crossed my mind until now.

It being tantalizingly close only made a shiver roll through me as well as an uneasy churning in my gut. A familiar cold sweat rolled down my neck and I swallowed thickly at the sudden dryness in my throat. Even the thought of drugs had me experiencing hints of my old relapse symptoms. It was dangerous. Being here was dangerous, even without the money needed to purchase the drugs. Stealing one wouldn't even be hard. Just a matter of moving close to the stall and slipping a hand onto the counter to—

There was a short scream then and the vendors slammed closed their stalls, making me turn to see that in my daze someone had come up behind Martha and taken her hostage with a weapon. It was a young, nervous couple, which did not put things in our favor.

"I'm sorry, I'm really, really sorry. We just need three, that's all," the man muttered hastily as the Doctor took a threatening step forward.

"No, let her go! I'm warning you, let her go! Whatever you want, I can help. Both of us, we can help. But first, you've got to let her go!"

The woman apologized as they backed to a door, hurrying through it and latching it behind them as we scrambled to follow.

"Why didn't you stop them?" The Doctor bit out.

"Stop them? I didn't even see them!" I argued as the door latch clicked open and we hurried after the couple.

"Martha!" The Doctor bellowed as we hit another alleyway where a hover car swooped away and he cursed.

"Maybe someone knows something," I spoke up, mind racing. "They said they needed three people. What for? If we can use that, track down where they're going we might have a chance to get her back."

"Get her back? She's gone, Fallon."

"They were a nervous pair of kids," I argued. "That tells me they were desperate. The woman was apologizing! They weren't going to kill her, just use her and probably drop her off somewhere. If you're giving up already, then I wonder how you even managed previous companions with your lifestyle. Is this how you lost Rose too?"

He bristled at that. "Rose is fine. She was always fine. I wasn't—I wouldn't give up on anyone."

"Then stop moping and let's move. Those vendors have to know something."

He nodded and moved to lead the way, but paused at the door. "Thank you," he muttered and I sighed softly.

"Gotta keep your head straight in a panic situation. Otherwise, you're wasting time when you could be doing something."

He pushed back into the street with the vendors, questioning them while I hung back near the door. I didn't trust myself near the drugs, already wringing my hands to hide their quivering. He bellowed out that he'd close down the vendors by the end of this before stomping his way back with a scowl on his face.

"They went to the motorway. There's a fast lane that only opens up for three passengers."

"Okay," I said, pulling my gaze away from the stalls as he led us through alleyways. "So, what's the plan? Last I checked, we don't have a car or three people. We can't just follow them."

"I'm thinking, alright?" He snapped, on edge with his companion having been snatched out from under his watch.

It was mildly grating on my frayed nerves but I understood his anger and concern better than anyone.

"I've lost people before too, you know," I said as he unlatched another door, catching the hint of regret and guilt on his face. "Unlike you, I didn't have a way of getting them back but I'm trying to be understanding and help."

"Sorry," he apologized as the door clicked and he ran a hand through his hair. "I didn't mean…"

"I'm just letting you know," I said, grabbing his shoulder and giving it a squeeze. "You're not alone here and two brains are better than one. We'll get her back."

He let out a long breath and nodded, pulling himself together as we stepped into the next area. The smog and exhaust fumes were thick making us cough and choke as we stepped onto the motorway where car horns blared in bumper-to-bumper traffic. My own eyes watered, making it hard to see anything through the smoke until I heard someone shouting at us and the Doctor grabbed my arm, tugging me into a car. The door closed behind us as we continued to hack until a mask was pressed to my hands and I brought it to my mouth. Fresh, clean oxygen was welcome even though it made my head swim for a moment as the owner of the car complained.

"Did you ever see the like? Just standing there, breathing it in." He removed his scarf and goggles, revealing a rather feline appearance that didn't quite match up with his heavy Irish accent. "There's this story, says back in the old days, on Junction forty-seven, this woman stood in the exhaust fumes for a solid twenty minutes. By the time they found her, her head had swollen to fifty feet."

"Oh, you're making it up," the human woman who'd given the Doctor and I masks chided him.

"Yeah, I'm gonna need a bit more of this if I'm sitting here seeing cats," I muttered, bringing the mask back up to my face after lowering it in shock at the cat-faced man. "Space is a goddamn zoo apparently. Rhinos, lizards, octopi, robots, and now cats." I turned to the Doctor as I leaned heavily against the inside of the car. "I'm going to need an encyclopedia if I'm to make heads or tails of all the alien species in the universe."

The wife got the cat-man to move the car forward, though it wasn't for long. He still grinned, pleased with the distance traveled before he turned back to us as we finally stopped coughing enough to properly speak.

"And who might you two be? Very well-dressed for a hitchhiker."

"Thanks. Sorry, I'm the Doctor and this is Fallon."

"Medical man!" He breamed. "My name's Thomas Kincade Brannigan, and this is the bane of my life, the lovely Valerie."

"Nice to meet you," his wife greeted.

"And that's the rest of the family behind you."

I blinked as the Doctor pulled back the curtain separating us from the rest of the car, only to coo at the basket of kittens. "Aw, kittens."

Even the Doctor smiled as he scooped one up. "Hello. How old are they?"

"Just two months," Valerie smiled softly as my mind spun at the thought of a human-ish person somehow making kittens with a very cat-like man.

"Poor little souls," Brannigan hummed. "They've never known the ground beneath their paws. Children of the motorway."

"What? They were born here?" The Doctor questioned and even I was a bit stunned.

"We couldn't stop. We heard there were jobs going, out in the laundries on Fire Island. Thought we'd take a chance."

"Hold on, but you said they're two months," I countered. "You've been stuck here for two months?"

"Do I look like a teenager? We've been driving for twelve years now," Brannigan scoffed, as I reached back for the oxygen mask I'd abandoned.

"Bloody hell, might need some more of this."

"Oi! Language!"

I lifted a hand in apology before settling in on the ground, needing a break from the insanity I'd just been thrown. Twelve years in traffic, birthing a family in a car, hover cars and kidnapping and cats. I'm going to need a drink after this. The Doctor settled down beside me, gaze a bit distant as I lowered the oxygen mask and gave him a probing look.

"Six months," he muttered, glancing at me. "We've left the platform and the next one isn't for six months."

"Puts a bit of a damper in the save-Martha plan," I sighed, setting the oxygen aside and turning my gaze up to the ceiling. "Still, there's got to be something wrong, right? Twelve years on a motorway is ridiculous. Is it supposed to go up? To the surface?"

He nodded, too dazed with worry about Martha to really put his focus anywhere else.

"Then, maybe there's something wrong up there. You said you were up there before, didn't you? Some sort of hospital with an outbreak? Could it have gotten out?"

He shook his head. "No. No, that was different. Not an outbreak, just creating people to use for medicine."

I winced, bringing a hand up to scratch at the crook of my elbow at a hazy memory of tubes drawing liters and liters of blood from my body.

"Figures," I breathed. Nothing's really changed with humanity, has it?

"Maybe you're right."

"Hm?" I hummed as he jumped back up to his feet again.

"Maybe there is something going on at the surface. I just need to get a hold of the police. Brannigan, can I use your comms?"

"You're welcome to try," he offered and the Doctor used his sonic to try and get that working.

"I need to talk to the police," he said, once the screen was online.

"Thank you for your call. You have been placed on hold."

"But you're the police!"

"Thank you for your call. You have been placed on hold."

The Doctor turned to the couple in the driver's seat. "Is there anyone else? I once met the Duke of Manhattan. Is there any way of getting through to him?"

"The Duke of what?" I questioned, getting ignored as Brannigan scoffed and Valerie explained.

"You can't make outside calls. The motorway's completely enclosed."

"What about the other cars?"

"Oh, we've got contact with them, yeah," Brannigan replied. "Well, some of them, anyway. They've got to be on your friends list. Now, let's see. Who's nearby? Ah, the Cassini sisters!" He called them and picked up his walkie. "Still your hearts, my handsome girls. It's Brannigan here."

"Get off the line, Brannigan. You're a pest and a menace," was the immediate reply, making me snort in amusement at their banter.

"Oh, come on now, sisters. Is that any way to talk to an old friend?"

"You know full well we're not sisters. We're married."

"Good on ya," I chirped, lifting a paper cup of water I'd been offered by Valerie.

"Ooh, stop that modern talk," Brannigan hummed, teasingly. "I'm an old-fashioned cat. Now, I've got a hitchhiker here, calls himself the Doctor."

The Doctor took the walkie. "Hello. Sorry. I'm looking for someone called Martha Jones. She's been carjacked. She's inside one of these vehicles, but I don't know which one."

"Wait a minute. Could I ask, what entrance did they use?"

The Doctor looked at me, but I shrugged so he turned to Brannigan. "Where were we?"

"Pharmacy Town."

The Doctor nodded, replying to the older woman on the other end of the line. "Pharmacy Town about twenty minutes ago."

"Let's have a look."

Her wife sighed on the other end. "Just my luck to marry a car-spotter."

"In the last half hour, fifty three new cars joined from the Pharmacy Town junction."

"What about the three passengers?" I added, making him nod and inform them.

"Ah, there we are then. Just one of those cars was destined for the fast lane. That means they had three onboard and the car number is four six five diamond six."

"That's it! So, how do we find them?"

"Now there I'm afraid I can't help."

The Doctor looked at Brannigan. "Call them on this thing. We've got their number. Diamond six."

"But not if they're designated fast lane. It's a different class."

"You could try the police."

"They put me on hold," the Doctor grumbled.

"You'll have to keep trying. There's no one else."

"Thank you," he sighed, handing the walkie back and trying to think of what else we could do. "We've got to go to the fast lane. Take us down."

Brannigan clammed up though, getting serious and even Valerie looked uneasy.

"What is it?" I asked, getting up, seeing the uneasiness on their faces. "We've got enough people but you're scared."

"We're not going down there. Not in a million years," Brannigan replied seriously, but the Doctor was equally serious.

"She's alone and she's lost. She doesn't belong on this planet, and it's all my—"

I grabbed him by the shoulder, stopping him and forcing him to take a breath and calm down as I spoke to the spooked couple. "Something's wrong, am I right?"

Valerie bowed her head. "I'm not risking the children down there."

"What's down there?" I pressed, but Brannigan shook his head.

"We're not discussing it. The conversation is closed."

"So we keep on driving," the Doctor bit out.

"Yes, we do."

"For how long?"

"Till the journey's end."

The Doctor jerked away from me, grabbing the walkie once more. "Mrs. Cassini, this is the Doctor. Tell me, how long have you been driving on the motorway?"

"Oh, we were amongst the first. It's been twenty-three years now."

"And in all that time, have you ever seen a police car?"

"I'm not sure…"

"Look at your notes. Any police?" The Doctor pressed.

"Not as such."

"Or an ambulance? Rescue service? Anything official. Ever?"

"I can't keep a note of everything."

I could tell they were getting uneasy and agitated, and the Doctor was obviously pressing a bit far, go I grabbed the walkie from him, making him turn to me with a glare.

"Enough, Doctor."

"But Martha is—"

"Alive and well."

"You don't know that."

"I do. You want to know why? Because they need her and they were scared and desperate, just like everyone else here. So, stop being narcissistic and look at the bigger picture. There are hundreds of people trapped on this motorway including Martha. The only way we can get to her is if we help everyone else here too. Agitating the few people here willing to help us isn't going to do anything."

"You should listen to your friend, Doctor," Brannigan huffed, adjusting some controls. "Doesn't matter what's happening here or above or anywhere else. You think you know us so well, Doctor, but we're not abandoned. Not while we have each other."

A woman appeared on their monitor, starting up the daily contemplation with a song and a short message.

"This is for all of you out there on the roads. We're so sorry. Drive safe."

I lightly tugged the Doctor back to the back of the car where we settled in silence. He hung his head and stared off into space and I let him, simply sitting beside him as silent company. A few minutes passed before he finally looked over at me, eyes swimming with guilt.

"This is my fault."

"It's really not," I lightly argued. "No one could have predicted this would happen."

"But if I didn't bring her here—"

"Then someone else may have gotten kidnapped, no one would have found out about this motorway being stuck for 23 years, Martha would've been devastated being sent home after just one trip, and you'd be stuck with just me." I gave him a small smile. "And I'm a bit boring, you know. I like to sleep."

He cracked a smile in return, turning his gaze back down to the metal floor as the smile slowly fell off his face. "She's so young."

"Compare to us, sure, but you can't keep comparing them to us, Doctor. I've been told it's a bit insulting."

"By who?" He asked, curious and I sighed.

"My husband… I never thought… Well, I shouldn't say that. He wasn't my first mistake but he was… kind. It's why I was a bit off this morning. When you sent me back to the Tardis to rest, the ship, she… she set up my room to look like the house I once shared with him. The sight of it was a bit much. I couldn't handle all the memories that came with it and I suppose I may have gotten a little upset with her."

"Sorry," he murmured. "...I would've never thought you…"

"Everyone gets lonely," I mused. "Especially those who live too long. You take companions and I… I try to avoid people as much as possible. Once you get attached it gets a bit messy, especially in my case. I can't just hop in a ship and fly away. I have to live with them, run away from them, risk getting spotted again…"

"Have you? Gotten caught, I mean." He stopped then, eyes wide as he realized the gravity of what he was asking, and hastily waving his hands. "Not that you have to tell me, of course!"

"It's fine. I… After Shakespeare, I thought I might as well tell you some things. Not all at once and… not everything but I tend to… fall into memories sometimes. A human mind with an everlasting body isn't exactly a good mix. I forget most things but then there are small triggers that just…"

"Like at the theater," he remembered and I nodded.

"Fingers carding through my hair. A knight I started to get close to used to do that way back. I remembered more of him than I thought but… I died and people saw, so I went on the run and he was sent to catch me with some other knights. I never thought I'd have to protect myself from him too… Some relationships end like that. People find out or I risk telling someone I trust and it all gets a lot more complicated." I glanced at him. "My husband was like that. Didn't send me to Bedlam specifically but might as well have. I was unstable anyway." I turned away. "Dying does that. I made the mistake of thinking he'd be different and he didn't believe me. I went to prove it—" I wrapped a hand around my wrist, rubbing at it uneasily and pointedly keeping my gaze away from whatever expression the Doctor may have had. "It wasn't surprising he sent me to a mental ward."

"I'm sorry, Fallon," the Doctor murmured, grabbing my hand and taking it in his with a squeeze, stopping me from continuing to rub at my wrist. "If I find a way to fix this…"

"I'll be sure to thank you," I offered, "but until then, I suppose we're stuck with each other… until I get bored, anyway."

"Bored? With me?" He said with a fake gasp of hurt that made me chuckle.

"You never know. Maybe you'll get bored with me instead."

"Never," he replied back with a hint of seriousness. "Immortal, human, whatever. You're an interesting person, Fallon. I don't think I could get bored of you."

"Nice to know I've somehow impressed you. So? What's the plan? They won't take us down and we can't exactly go up unless the motorway opens."

"Guess we'll just have to go down ourselves."

I blinked as he got up. "Sorry, we're going to what?"

He winked and turned to a panel on the floor of the car as I scrambled to get up as well.

"D-Doctor, what do you mean we're going down ourselves? I'm not exactly suited up for repelling a-and the exhaust fumes—fifty-foot head!"

He rolled his eyes. "No one is physically capable of that, Fallon. We're just going to jump."

"Jump?" I squeaked as he opened the hatch and the couple looked at us in surprise.

"What do you think you're doing?" Brannigan questioned as a car stopped directly below and the Doctor took off his coat and tossed it to Valerie.

"Look after this. I love that coat. Janis Joplin gave me that coat."

"Really?" I gaped, before hastily removing mine and giving it to her as well. "Sorry. Mine's not nearly so special but it's a damn fine coat."

"But you can't jump," Valerie argued, but that wasn't about to stop the Doctor.

"If it's any consolation, Valerie, right now, I'm having kittens."

"This Martha," Brannigan said, drawing the Doctor's attention to him as he hovered over the hatch and I eyed the car below uneasily. "She must mean an awful lot to you."

"Hardly know her," the Doctor admitted. "I was too busy showing off and I lied to her. Couldn't help it, just lied… Bye then!"

He hopped down and I groaned, rolling up the sleeves of my white button-up shirt and climbing down myself.

"God I'm going to get absolutely filthy," I grumbled, dropping down to join him on the car below.


It was a long way down to the bottom level of cars and even with bandanas we'd borrowed from one, the Doctor and I were still choking on exhaust fumes.

"D-Doctor."

"I know," he coughed out. "Hold out for a bit longer."

We dropped into another car and I groaned at him.

"Easy for y-you to say," I hacked. "You're alien. You got iron lungs or something?"

"Respiratory bypass system," he replied, seeming to remember that I was still human. "Let me know if it gets worse and we can take a break."

"Not about to die from it anytime soon, I don't think," I huffed, taking a lungful of clean air in the next car. "Besides, next one's the last one, right?"

"Should be," he said, unlocking the final hatch and giving the driver of the car a salute before dropping down with me following.

We landed in the final car, the Doctor coming up to the suave man driving and giving him the excuse we'd been giving everyone—though it was hard to really explain with the coughing we were both doing.

"Sorry, Motorway Foot Patrol," the Doctor said, giving me a glance with a wince as I leaned against the car and coughed violently into the bandana I pulled off my face. "Have you got any water? Oxygen tanks maybe?"

"Certainly. Never let it be said I've lost my manners," the driver replied, passing the Doctor a plastic cone with water which he passed to me before taking one himself.

I coughed once more into the bandana, grimacing as I felt something wet. I glance at the cloth told me things may be worse than I thought. I was only human, even with my immortality, and the splattering of red on the violet fabric was concerning. Hopefully, it's just a raw throat and nothing more serious. I drank the offered water, nodding at the Doctor when he offered me a refill and hiding the bloodied bandana in my pants pocket for now. No need to worry him, especially if it's nothing.

"Is this the last layer?" The Doctor asked, getting a nod from the driver as I coughed, not nearly as bad as before.

"We're right at the bottom. Nothing below us but the fast lane. There are three of us, so I could ask for authorization to go down."

"Don't," I choked out, voice raspy. "We're working on getting everyone out of the motorway, but there's something down there, right? No point risking everything if we're all going to go up anyway."

"You're trying to fix the motorway?"

"Yes, hopefully," the Doctor said, moving over to the panel on the floor of the car.

"You can't jump. It's a thousand feet down," the driver warned.

"No, I just want a look." The Doctor opened the hatch and a low growl echoed from below. "What's that noise?"

"I try not to think about it," the driver murmured, making me scoff.

"And you wanted to drive down there?" I coughed into my hand, wiping the red flecks onto my dark pants as I moved to join the Doctor and peer down into the fog below.

"What are those lights?" He asked, not really looking for answers, just rambling. "What's down there. I just need to see."

"Should be vent systems, you would think," I offered, clearing my throat with a wince. "They wouldn't normally let exhaust fumes settle like this, I would hope. Global warming was bad enough on Old Earth. You'd think New New Earth would be a little bit more concerned."

"No, you're right. Hold on." He used his sonic on the car's computer, explaining as he went. "If I could just transmit a pulse through this thing, maybe I could trip the ventilation system, give us a bit of a breeze. Nah, no good. Got to do a bit of hard wiring."

"That's my car!" The driver complained.

"It's fine. Won't muck anything up," the Doctor mused, tearing into the wiring before he found what he needed and the sound of fans came from outside. "That's it! Might shift the fumes a bit, give us a good look."

"D-Doctor," I coughed, waving at some of the fumes drifting into the car as the shapes down below began to make more sense. "You're gonna want to see this."

"What are those shapes?" The driver asked as he joined us, peering at the creatures squirming below.

"They're alive," the Doctor breathed as the exhaust finally cleared enough to show us the alien beasts snapping their claws up from below.

"They look like giant crabs," I muttered, brows furrowed.

"What the hell are they!"

"Macra," the Doctor said seriously. "The Macra used to be the scourge of this galaxy. Gas. They fed off gas, the filthier the better. They built up a small empire using humans as slaves and mining gas for food."

"They don't exactly look like empire builders to me," the driver argued.

"Well, that was billions of years ago. Billions. They must have devolved down the years. Now they're just beasts. But they're still hungry and our friend's down there."

There was something clanging and sparking on the ceiling and we all glanced up as the driver complained once more.

"Oh, it's like New Times Square in here, for goodness's sake!"

"I've invented a sport!" The Doctor chimed as a new figure dropped in and I closed the hatch in the floor as the Doctor faced them.

"Oh, it's another cat," I mused, coughing into my hand again with a cringe as I grabbed some more water.

"Doctor, you're a hard man to find."

"No guns. I'm not having guns," the driver exclaimed and I stiffened at the sight of the firearm the cat had.

"I only brought this in case of pirates. Doctor, you've got to come with me."

"Do I know you?" The Doctor asked as I poked my head around him.

"Meeting in the wrong order?"

The cat shook her head. "You haven't aged at all. Time has been less kind to me."

The Doctor hugged her then, recognizing her and apparently not in a good way. "Novice Hame! No, hold on, get off. Last time we met, you were breeding humans for experimentation."

"Yeah, rather avoid that if I could, thanks," I muttered, getting ignored as she explained to the Doctor why she was here.

"I've sought forgiveness, Doctor, for so many years, under his guidance. And if you come with me, I might finally be able to redeem myself."

"I'm not going anywhere," he argued. "You've got Macra living underneath this city. Macra! And if our friend's still alive, she's stuck down there."

"Now, hold on, Doctor," I cut in, grabbing his arm. "If she can get us to the surface, then we can figure out why everyone's stuck down here. Get them out and save Martha."

He didn't look pleased but understood where I was coming from and nodded. "Fine. You can take us both?"

"Yes, but only just," she nodded, getting the teleport ready. "And I'm sorry, Doctor, but the situation is even worse than you can imagine."


The Doctor groaned as he and Hame picked themselves up from off the ground. "Ow, rough teleport. Fallon, you all right?"

"Been better," she complained, still lying on the ground. "Might be sick though. Give me a mo."

He looked over at Hame then, concerned. "Can you go back and start teleporting people out of there?"

"I only had the power for one trip, barely enough to transport two people, much less three."

He grit his teeth but took a calming breath. Fallon had kept him calm thus far. He couldn't get angry now without understanding the circumstances.

"Where are we?" Fallon asked, rolling over onto her back, spread eagle. "The upper levels, I'm assuming?"

"The over-city, yes," Hame murmured, wringing her hands.

"Good, because you can tell the Senate of New New York I'd like a word," the Doctor complained. "They have got thousands of people trapped on the motorway. Millions!"

"You're inside the Senate right now," she said, making the Doctor's eyes widen. "May the Goddess Santori bless them."

She used what little power she had left in her teleport to turn on the lights and even Fallon sat up and eyed the husks around them with sad eyes.

"They died, Doctor. The city died," Hame breathed.

"How long's it been like this?" The Doctor asked, but Fallon answered.

"Somewhere around twenty-three years, right?"

"Yes," Hame said with a surprised look. "Twenty-four years. How did you—"

"The Cassini Sisters," Fallon reminded the Doctor as she looked at Hame. "They were one of the firsts on the motorway. Said it had been twenty-three years for them… What happened?"

"A new chemical. A new mood. They called it Bliss. Everyone tried it. They couldn't stop. A virus mutated inside the compound and became airborne. Everything perished. Even the virus, in the end. It killed the world in seven minutes flat. There was just enough time to close down the walkways and the flyovers, sealing off the under-city."

"They were saving them," Fallon realized, getting to her feet. "The over-city closed them off so they would stay safe."

"So the whole thing down there is running on automatic," the Doctor understood.

"There's not enough power to get them out. We did all we could to stop the system from choking," Hame explained to him.

"Who's we? How did you survive?" The Doctor asked, and she smiled softly.

"He protected me and he has waited for you, these long years."

"Doctor," a voice called as Fallon brought a hand to her head.

"Sorry, was that in my head?"

The Doctor took off running though, making her groan as she tried to catch up, wincing at the slight wheeze in her breath as she did. The Doctor found the owner of the telepathic voice though, staring in surprise at the large head floating in a glass jar.

"The Face of Boe!"

"I knew you would come," he hummed as Fallon blinked in surprise.

"Oh, big heads in jars too? God, the universe just comes up with all sorts of things, doesn't it?"

"Hello, old friend. My fallen angel," the Face of Boe mused, cracking a hint of a smile.

Fallon stiffened at that, brows furrowed. "You know me?"

"As you will soon know me… but time is short…"

"What happened to you?" The Doctor asked the face, kneeling in front of him.

"Failing…"

"He protected me from the virus by shrouding me in his smoke," Hame explained. "But with no one to maintain it, the City's power died. The under-city would have fallen into the sea."

"So he saved them," the Doctor muttered.

"The Face of Boe wired himself into the mainframe. He's giving his life force just to keep things running."

"But there are planets out there. You could have called for help," the Doctor argued but Hame shook her head.

"The last act of the Senate was to declare New Earth unsafe. The automatic quarantine lasts for one hundred years."

"Really should be a fail-safe for that," Fallon muttered under her breath with a cough.

"The two of you stayed here, on your own for all these years?" The Doctor breathed in shock.

"We had no choice."

"Yes, you did," the Doctor and Fallon both said seriously.

"Save them, Doctor, Fallon. Save them," the Face of Boe breathed and the Doctor nodded, getting to his feet.

"We will. I'm on it."

The Doctor started to scramble about as Fallon coughed into her hand again, bracing herself with a hand on the Face of Boe's glass tank. She glanced down at the blood and grimaced, smearing it on her pants once more until she felt eyes on her. The Face of Boe had been watching, saw what she'd done.

"Sorry," she murmured, keeping her voice low so the Doctor wouldn't hear.

"You need to trust him more," the Face of Boe hummed in her mind only, taking a gasping breath. "You and I are similar… in our suffering, but the Doctor… will forever be your friend and savior."

"That goof?" Fallon countered, cracking a small grimace of a smile as she looked at the Doctor working with the computer. "Friend, sure. Savior? I don't know. He seems like the type to lose to a stubborn lid on a pickle jar."

The Face of Boe managed a small chuckle. "You will understand… in due time."

Fallon's smile faltered, turning back to watch the Doctor work. She was of no help to him here. She didn't understand the mechanics of the things he was working with and she felt the smallest bit useless as he attempted to bring the power back only for it to fail.

"Doctor," the Face of Boe breathed, making her turn back to the large head in concern. "I give you my last."

Fallon knelt down this time as he breathed out one last bit of energy, starting up the power as the Doctor hurried to get the motorway open and send out an announcement to the cars below.

"Hey. Hey, you didn't have to do that," Fallon breathed, knowing what the Face of Boe had done and that he was dying now because of it. "He could have used me. I could have done something, been of some use, surely."

"He would never…" The Face of Boe murmured weakly, peering open his eyes to stare her down. "You don't have to keep sacrificing yourself anymore, Fallon…"

"I'm immortal," she argued. "It hardly matters—"

"It does," he countered, silencing her in surprise. "Every death matters… just as every life matters."

"You keep driving, Brannigan. All the way up," the Doctor chirped, bounding to a window as Hame did her best to keep the Face of Boe going. "Because it's here, just waiting for you. The city of New New York, and it's yours. And don't forget I want that coat back."

"I reckon that's a fair bargain, sir," Brannigan chimed over the comms.

"And car four six five diamond six, I've sent you a flight path. Come to the Senate."

"On my way," Martha called, making him smile.

"It's been quite a while since I saw you, Martha Jones."

"Doctor!" Hame called as the Face of Boe's glass began to crack.

"Can we do anything?" Fallon asked, concerned but the Doctor shook his head as Martha called out for him in the other room.

Fallon sighed, going to bring her in, and Martha could sense the solemn mood coming from her.

"What's going on?"

"Someone's dying," Fallon said simply, turning to go back into where the Face of Boe was now free of the glass jar, lying on the ground between Hame and the Doctor.

"What's that?" Martha asked softly, confused.

"It's the Face of Boe. It's all right. Come and say hello. And this is Hame. She's a cat. Don't worry. He's the one that saved you, not me," the Doctor said, waving her over as Fallon stood silently behind him.

"My lord gave his life to save the city, and now he's dying," Hame explained.

"No, don't say that. Not old Boe. Plenty of life left," the Doctor argued lightly, barely believing the words himself.

"It's good to breathe the air once more," the Face of Boe sighed.

"Who is he?" Martha asked, earning a shrug from the Doctor.

"I don't even know. Legend says the Face of Boe has lived for billions of years. Isn't that right? And you're not about to give up now."

"Everything has its time. You know that, old friend, better than most… Even you, my angel."

"You really should stop calling me that, ya big face," Fallon muttered, unable to crack a smile even while teasing him to try and lighten the mood.

"The legend says more," Hame spoke up, making the Doctor shake his head.

"Don't. There's no need for that."

She ignored him. "It says that the Face of Boe will speak his final secret to a traveler."

"Yeah, but not yet. Who needs secrets, eh?" The Doctor said weakly as Fallon settled a hand on his shoulder in support.

"I have seen so much. Perhaps too much. I am the last of my kind, as you are the last of yours, Doctor."

Fallon said nothing about this, settling the thought in the back of her mind for later. Everyone had their secrets and now wasn't the time to dwell on them.

"That's why we have to survive. Both of us," the Doctor tried. "Don't go."

"I must. But know this, Time Lord… You are not alone."

The Face of Boe gave one last breath and passed peacefully, leaving the group to mourn over the loss of a friend, a companion, and a mystery.


We were on our way back to the Tardis, having gotten a lift from Brannigan back down to the undercity. Passing through the abandoned Pharmacy Town made the Doctor hum.

"All closed down."

"Happy?" Martha teased, the group trying to bring the mood back up since the Face of Boe's passing.

"Happy, happy," the Doctor hummed, peeking into a stall before ducking back out. "New New York can start again. And they've got Novice Hame. Just what every city needs. Cats in charge. Come on, time we were off."

"But what did he mean, the Face of Boe?" Martha asked, making me glance at her from the corner of my eye. "'You're not alone.'"

"I don't know," the Doctor lied as I brought a hand up to my mouth to cough.

It was more ongoing than I liked and I knew the Doctor was catching on at this point. Hiding it from him was getting harder and the blood hadn't let up. I'm wheezing a little too. If I have a fit, he'll know immediately that something is wrong. I grimaced as I cleared my throat, doing my best to keep from coughing even more.

"You've got me," Martha chirped. "Is that what he meant? Fallon too?"

"I don't think so. Sorry," the Doctor said, giving me a look that I pointedly looked away from.

I didn't want him to think the Face of Boe had meant me. Not when I still don't know if I'm staying with him or not. Two trips, one past, one future. I should stop, shouldn't I? Getting attached is dangerous, even if he lives longer than humans. Yet, a part of me didn't want to. A part of me said this was the most fun I'd had in a long while. That going back meant long nights of sleepless nightmares, 9-to-5 jobs, looking back at the old antiques I had stored away, and drowning in old memories that these adventures helped me move on from.

There was the sound of metal dragging on concrete and I blinked out of my thoughts, staring at Martha as she sat down in the chair she'd found and then turning to the Doctor, who stared at her in equal confusion.

"All right. Are you staying?" He asked, not sure what point she was trying to make.

"Till you talk to me properly, yes. He said last of your kind. What does that mean?"

"It really doesn't matter," the Doctor said as I stood there between them awkwardly.

While I too was curious, I didn't really have a say in this. I held many secrets too, possibly more than the Doctor. I knew what it was like trying to find people I could trust to hold those secrets. What it was like dealing with nosey people who liked to prod at them. There was nothing I could say here. This was between them until one of them dragged me into it.

"You don't talk. You never say. Why not?" Martha challenged as singing started up from the city.

Something about it must have touched the Doctor too, and he finally gave in.

"I lied to you," he admitted, "because I liked it. I could pretend. Just for a bit, I could imagine they were still alive, underneath a burnt orange sky… I'm not just a Time Lord. I'm the last of the Time Lords. The Face of Boe was wrong. There's no one else."

"What happened?" Martha asked softly, knowing this was something sensitive for him and he grabbed two more chairs, handing me one before settling down.

"There was a war. A Time War. The last Great Time War. My people fought a race called the Daleks, for the sake of all creation. And they lost… They lost. Everyone lost. They're all gone now. My family, my friends, even that sky." He cracked a sad smile. "Oh, you should have seen it, that old planet. The second sun would rise in the south, and the mountains would shine. The leaves on the trees were silver, and when they caught the light every morning, it looked like a forest on fire. When the autumn came, the breeze would blow through the branches like a song."

And he kept going like that, telling us both of his planet and its skies and spires. The things he could manage, the happy memories. Nothing too personal, nothing too graphic or upsetting. Just enough to satisfy her curiosity and keep the bigger secrets safe. I'd done that before too. After getting betrayed once, I kept things much closer, hid things much deeper. Whatever kept me safe. I suppose I should've expected her to come after me next.

"And you?"

I glanced at her, saying nothing just yet.

"Because you've got just as many secrets as him. The two of you are hiding something from me, I know it. Why can't you just tell me?"

"Because this is a secret I've told people before and it's cost me far more than you can imagine," I countered. "The Doctor lost everything in a war, something out of his control. I lost everything over and over again by telling people I thought I could trust who stabbed me in the back."

"But I wouldn't—"

"One thing I've learned about humans," I cut her off, eyes serious and cold. "Is that they'll give up anything if it means keeping themselves or their loved ones safe."

"Fallon," the Doctor tried to argue, but I shook my head.

"No. This is my secret and one I plan to keep secret until I'm certain. I've known you both for a few days. The Doctor might be able to tell you a hint of his pain because there's nothing you can do with that knowledge but if I tell you, I'm putting my life on the line. I can't take that risk. Not again."

Martha shrank into her seat a bit, not pleased but not looking like she could argue. I was not someone easy to argue with either. Words can only be forced from someone when their will to keep a secret breaks. I was not easily broken anymore.

"But the Doctor knows," she finally said.

"Yes, the Doctor knows," I repeated. "He found out about it, figured it out. I can't stop someone from figuring it out but given I'm still tagging along with him, I… suppose I trust him enough to not go spreading it around."

"But you don't trust me."

I blinked slowly, not saying the obvious. Martha was different than the Doctor. The Doctor understood. The Doctor knew what a long life does to someone. He knows what happens when someone finds out about my immortality or knows enough to guess from what I've mentioned. Martha would easily give up on that information if it meant keeping herself safe. We weren't close. We weren't even really friends. The Doctor—I would admit—was a friend. One I trusted to hold onto the secret of my immortality unless he had no other choice.

I turned to the Doctor, giving him a look. "I'm going back into the Tardis. You know where to find me."

He nodded, a little uncertain about how Martha and I had been talking, but didn't say anything to stop me as I went into the ship, feeling another cough working its way up my throat.


"Why doesn't she trust me?" Martha bit out, disgruntled about being left out of whatever secret Fallon was hiding. "I wouldn't tell anyone."

"She's just naturally untrusting," the Doctor said with a soft sigh as they moved for the Tardis themselves. "She's been hurt before like she said."

"It's because I'm human, right?" Martha scoffed. "Gives away that she's not human."

"She is," the Doctor countered, wincing as Martha turned to him and he struggled to find a way to explain without giving away her immortality. "Human, I mean. She's just… she has a bit extra, is all."

"Right. A bit extra that I apparently don't need to know about."

"I'm sure she'll tell you eventually," he placated, earning a scoff as Martha stormed into the ship.

"Yeah, right. She'll tell me when she actually likes me, and we both know that's not happening. I'm going to bed. Come get me whenever."

The Doctor winced as she stormed off down one of the halls, letting out a sigh and wiping a hand over his face. This wasn't how he'd wanted things to go. Fallon and Martha were friends to him. He had hoped they'd get along but could see why they'd butt heads. Martha was a bit pushy and while he was only slightly reluctant to share things like his time dealing with the Time War, he knew why Fallon would keep her immortality so close.

He took a deep breath and let it out, starting to head to the console when he spotted something on the grating not too far away. He headed for it, seeing it was Fallon's bandana, and picked it up under the assumption that she'd dropped it on accident. He was content with just tossing it over the railing for the Tardis to deal with, only to spot something. He turned the cloth in his hands and felt his hearts skip a beat at the red stain on it.

"Fallon!"