Here's the next chapter. Enjoy!


"I'm going to need a pack lunch," the Doctor called out as he helped Fallon into a seat in the next room, eyeing her pale face and taking her pulse as she muttered a complaint.

"I'm fine, Doctor."

"You just had your hand turned to ribbons and watched someone get skinned down to bones," he countered, eyes serious but concerned. "Do not lie to me about this, Fallon."

She glanced at him before slowly nodding silently as River set her pack down on the ground and began to go through it for the lunch he requested. He spotted the blue book again and stopped her.

"What's in that book?"

River held it, looking over at him and Fallon. "Spoilers."

He frowned, getting frustrated now with that response. "Who are you?"

"Professor River Song, University of—"

"To us," Fallon cut her off, knowing the other woman was avoiding the question. "Who are you… to us?"

River sighed heavily. "Again, spoilers," she said, voice soft as she glanced at Fallon. "I really am sorry. If I could tell you everything, I would."

The Doctor frowned, unease twisting in his stomach at her kindhearted words toward Fallon before River held out her lunch to him.

"Chicken and a bit of salad. Knock yourself out."

He hesitated, trying to get a read on her before begrudgingly setting the feelings aside for now as he stood. "Right, you lot. Let's all meet the Vashta Nerada."


I reached up and rubbed at my face with my uninjured hand, an insistent ringing in my ears making it hard to focus. My other hand ached and throbbed and burned painfully, and as much as I'd said I was alright, I wasn't. I've lived through a lot. More than a lot. This should be nothing. This should be—

"Donna! Quiet, I'm working," The Doctor called out loudly, stopping Donna from getting much louder than she already was.

I hadn't noticed she and River were even talking. I need to focus. It hurts like Hell but if this is as dangerous as the Doctor's making it sound, I need to try and tune out the pain. I can't risk being a burden right now. I grimaced, grabbing above my injury as a wave of pain rolled through my arm, forcing me to take a deep breath as I attempted to cope.

"Okay, got a live one," the Doctor chimed then, drawing everyone's attention to him and the shadows under a small table. "That's not darkness down those tunnels. This is not a shadow. It's a swarm. A man-eating swarm."

He threw a chicken leg from River's packed lunch and I felt my stomach twist as the meat was picked off instantly and the bone alone clattered to the ground. The sick image of Evangelista's face doing the same passed through my mind and I swallowed back bile as I turned away from the display and closed my eyes. Deep breath. It doesn't have to be healthy, it just needs to work for the moment. It wouldn't be the first time—

Shouts echoed behind me as I ran through the forest desperately clinging to my injured arm as my side burned and my bruised ankle throbbed. Torches followed in my wake as the villagers swarmed the trees in search of me… of the witch.

I winced, hating the old memory and the one that followed.

Distant gunshots echoed closer as my clothes were torn by the barbed wire hidden in the mud. The crack of bombshells in the distance making my heart race as bullets whizzed by the bunker I was aiming for in my panic.

I clenched my hand around my arm, digging my nails into the meat of it as I pushed the memories away as best I could. Stop it. Focus! You need information, so listen.

"The piranhas of the air," the Doctor hummed, eyeing the shadows as I let out the breath and forced myself to watch and listen. "The Vashta Nerada. Literally, the shadows that melt the flesh. Most planets have them, but usually in small clusters. I've never seen an infestation on this scale or this aggressive."

Donna asked him something quietly and I shifted with a cringe when I saw River growing a bit more panicked now that she understood just how much danger we were in.

"Every shadow?" She asked, shining her light toward a darkened corridor.

"No, but any shadow," the Doctor muttered, cautious as well.

"So, what do we do?"

"Daleks, aim for the eyestalk. Sontarans, back of the neck. Vashta Nerada? Run. Just run."

"Run? Run where?" River questioned, given we were currently trapped in a circle of light and the way we came in was already taken over with shadows.

The Doctor popped up from the ground, looking at the crew. " This is an index point. There must be an exit teleport somewhere."

"Don't look at me," Lux said when they turned to him. "I haven't memorized the schematics."

"Doctor, the little shop," Donna reminded him. "They always make you go through the little shop on the way out so they can sell you stuff."

"You're right. Brilliant! That's why I like the little shop," the Doctor chirped as Proper Dave started forward.

"Okay, let's move it."

"Actually, Proper Dave? Could you stay where you are for a moment?" The Doctor stopped him, voice calm but with just enough of an edge that I felt a trickle of unease.

"Why?"

"I'm sorry. I am so, so sorry. But you've got two shadows."

My eyes went to his feet where his own shadow was accompanied by another one at an angle that wasn't possible with the current lighting.

"What does that mean?" I asked, drawing the Doctor's solemn gaze.

"It's how they hunt. They latch on to a food source and keep it fresh."

"What do I do?" Proper Dave questioned, voice tight with fear.

"You stay absolutely still like there's a wasp in the room. Like there's a million wasps."

"We're not leaving you, Dave," River reassured him.

"Course we're not leaving him," the Doctor agreed. "Where's your helmet? Don't point, just tell me."

"On the floor, by my bag."

Anita went to get it, the Doctor giving her a word of caution.

"Don't cross his shadow. Thanks. Now, the rest of you, helmets back on and sealed up. We'll need everything we've got," he instructed, putting on Dave's helmet for him.

"But, Doctor, we haven't got any helmets," Donna pointed out.

"Yeah, but we're safe anyway," the Doctor lied.

"You shouldn't lie to make people feel better," I spoke up from where I was seated, body tight with pain I was struggling to ignore and sweat sliding down the back of my neck. "I find it just makes them angry… or their ignorance makes them more of a liability."

The Doctor sighed, turning toward River. "Professor, anything I can do with the suit?"

"What good are the damn suits? Miss Evangelista was wearing her suit. There was nothing left," Lux complained, making me snap at him.

"Then take yours off and let Donna use it if you're so convinced it's useless."

He shut up at that as River helped the Doctor with the suits.

"We can increase the mesh density. Dial it up four hundred percent. Make it a tougher meal."

"Okay," the Doctor said, using his sonic on Dave's suit and offering it to River. "Eight hundred percent. Pass it on."

"Gotcha," River replied, holding up a sonic screwdriver herself, surprising us.

"What's that?" The Doctor breathed.

"It's a screwdriver."

"It's sonic."

"Yeah, I know. Snap," River said with a smug grin, moving to upgrade the other suits before the Doctor shook his head and grabbed Donna.

"With me. Come on. Fallon, you too."

I shook my head, hating how the swift movement made my vision swim for a moment.

"Fallon, we're not arguing about this," he said with a frown.

"Just take Donna first," I countered. "I just need a minute."

He didn't move for a moment and I could feel his gaze rolling over me before he finally sighed and took Donna off toward the other room. I sighed, grimacing when I did but grateful that the Doctor had gone and I could visibility reveal some of the pain I was in. I knew he was sending Donna back to the Tardis somehow, and I would honestly have loved to join her but I wasn't sure I could get up onto my feet without help, much less get back to the ship. How much blood did I lose?

A glance at the bandages that had been wrapped thickly around my hand told me that I'd lost enough to be in this state. Even now the bandages were reddened, though thankfully not leaking or dripping any blood. Every movement though sent a tendril of pain rolling through my arm and shoulder, and a part of me wished I'd bled out before the Doctor arrived if only to save me from what I was dealing with now. A hand landed on my good shoulder then, making me jump, expecting the Doctor to be standing there but it was River instead.

"Are you alright?" She asked, looking worried and I realized a bit late that I'd forgotten something.

River knew the Doctor and me. She was at least friendly with us in the future. I'd lowered my proverbial shields with the Doctor gone but had forgotten that she was there. That she'd seen. I couldn't lie now and she knew that.

"You wouldn't believe me if I said I was fine, would you?" I muttered, earning a small smile from her.

"You and the Doctor," she mused, giving my shoulder a light squeeze. "Always pretending to be okay except when you think no one is looking."

I looked up at her, seeing the soft look on her face and trying to work out just how well she knew us. "You're from our future, right?"

Her smile faltered. "Yes, but I won't tell you anything."

"Wouldn't want you to," I countered, wincing as I shifted in my seat. "Just… suppose I should apologize, I guess."

"What for?" She questioned, curiously. "I wouldn't change my time with you for the world."

I cracked a hint of a smile. "Just… for not knowing you now, I guess. Can't be easy having friends stare at you like you're a stranger."

"Oh, Fallon," she hummed with a smile, brushing her hand across my cheek. "You always were my favorite."

"Don't tell the Doctor that," I teased. "He'll get jealous and think you're trying to snatch his lifelong companion away."

"Well, he'll just have to try harder then, won't he?"

"H-Hey, hey!" Proper Dave called out to us then, drawing our attention as he pointed at his feet where a single shadow lay. "It's gone!"

I nearly got to my feet in surprise but River pushed me back down into my seat and went over herself.

"Stay put for now. We need the Doctor. He's the expert on this. Doctor!" She called out and the man came running back in—without Donna.

"Where did it go?" He asked, seeing himself that the shadow had vanished as Proper Dave let out a relieved bit of laughter.

"It's just gone. I looked round, one shadow, see?"

"Does that mean we can leave?" River asked. "I don't want to hang out here."

"I don't know why we're still here. We can leave him, can't we? I mean, no offense," Lux said and I would've snapped back at the man if River hadn't done it for me.

"Shut up, Mister Lux."

"But that can't be right," I spoke up, getting to my feet anyway and grateful that this time around my vision didn't shift as badly as before. "Why would it just let go?"

The Doctor agreed, eyeing Proper Dave in suspicion. "Did you feel anything, like an energy transfer? Anything at all?"

"No, no, but look, it's gone." he spun around but the Doctor was quick to stop him.

"Stop there. Stop, stop, stop there. Stop moving. They're never just gone and they never give up," he said, agreeing with me as he sonicked the shadow remaining. "Well, this one's benign."

"Hey, who turned out the lights!" Proper Dave suddenly said, confusing us.

"No one. They're fine."

"No, seriously, turn them back on."

"They are on," River pressed as I moved up to the Doctor.

"Dave, turn around."

He did so and his visor was completely blackened. "What's going on? Why can't I see? Is the power gone? Are we safe here?"

"They're in the suit," I breathed as the Doctor spoke up cautiously.

"Dave, I want you to stay still. Absolutely still."

Dave jerked then as the Doctor called out, trying to get a response.

"Dave? Dave? Dave, can you hear me? Are you all right? Talk to me, Dave."

I took a step back though, even as he replied.

"I'm fine. I'm okay. I'm fine."

"Doctor," I muttered, seeing already the problem.

"I want you to stay still. Absolutely still," the Doctor urged, but I grabbed his arm briefly and pointed out the blinking comm lights.

"Doctor, he's gone. He's ghosting like… like Evangelista."

"I'm fine. I'm okay. I'm fine. I can't. Why can't I?" Proper Dave rattled on as Lux hesitantly spoke up.

"If he's ghosting, why is he still standing?"

"Hey, who turned out the lights? Hey, who turned out the lights?" Proper Dave repeated as I eyed the suit in uncertainty.

"Is it the shadows? If they got in the suit, ate him, could they be somehow using the suit? Are they learning?" I asked, keeping hold of the Doctor as I shifted us both a step back. "Doctor, if it's learning…"

"I know," he muttered as the suit slowly shifted toward us. "Get back!" He called out, helping me move further away with him.

"Doesn't move very fast, does it?" River noted; though fear was still evident in her voice.

"It's a swarm in a suit. But it's learning like Fallon said, which is very bad news for us."

"Doctor, the floor!" I called out, gesturing to where the suit's shadows had multiplied and stretched toward us.

"What do we do? Where do we go?" Lux panicked.

"See that wall behind you? Duck," River said, drawing a weapon of some kind and putting a square hole in the wall when Lux moved.

"Squareness gun!" The Doctor beamed making me shoot him a look.

"You're joking!"

"Everybody out!" River called. "Go, go, go. Move it. Move, move. Move it. Move, move."

We hurried into the next corridor which was already looking rather dark.

"Is it really called a squareness gun?" I rambled, trying to keep from focusing on the pain in my arm which didn't like the jostling that was going on. "Couldn't come up with something better?"

"Well—"

"You said not every shadow?" River cut in, making the Doctor scan the room for a way out.

"But any shadow."

"Hey, who turned out the lights?" The suit chimed, nearing the opening we'd made as River called for us to run.

My wrist was grabbed and I was pulled along after the Doctor into the next room where we could catch our breath. I sagged against a bookshelf as the Doctor used a stack of them to reach a light he was trying to sonic.

"Trying to boost the power. Light doesn't stop them, but it slows them down. How are you doing, Fallon?" He asked, giving me a look as I breathed heavily and wiped a bit of the cold sweat that rolled down my temple.

"F-Fine," I muttered through grit teeth.

"Yeah, obviously not," he countered as River came over to help him with the light using her own sonic. "Hang in there. Soon as we can, I'm getting you back to the Tardis. Let me know if you need a break or anything."

I let out a scoff of a laugh. "R-Right. A break in the middle of running from a swarm of killer shadows?"

"Fallon's right," River said, giving the Doctor a look. "What's the plan? Do we have a plan?"

"I teleported Donna back to the Tardis. If we don't get back there in under five hours, emergency program one will activate," the Doctor explained before frowning at her sonic. "Your screwdriver looks exactly like mine."

"Yeah, you gave it to me."

"I don't give my screwdriver to anyone," he argued.

"I'm not anyone," she said with a smug grin.

"Who are you?"

"Does it matter?" I complained as I sat on the ground, giving him a look. "She's obviously someone who's friends with us in the future. She's trying to help. You could at least let that much go when we're trying not to die, can't you? We can bicker about who she is later."

He sighed, turning his small frown back to the light he was working on. "Yes, well, thing is, Donna should have gotten to the Tardis but I haven't gotten a signal. The console signals me if there's a teleport breach."

"Well, maybe the coordinates have slipped. The equipment here's ancient," River offered whereas I eyed him in concern.

"You lost Donna?"

"I didn't lose her," he complained, getting down from the book stack and heading toward a nearby Node. "I just seemed to have misplaced her somehow with the teleport system. Donna Noble. There's a Donna Noble somewhere in this library. Do you have the software to locate her position?" He asked the Node whose head turned to reveal a frightening face.

The face of Donna herself.

"Donna Noble has left The Library. Donna Noble has been saved."

"Donna," the Doctor breathed as I got back to my feet and even River eyed the Node in worry.

"How can it be Donna? How's that possible?"

"W-Wait, I don't understand," I spoke up, eyes raking Donna's face on the Node. "B-But it said those faces are from an archive. How is Donna's face in their archive if you sent her to the Tardis?"

"Donna Noble has left The Library. Donna Noble has been saved."

"Hey, who turned out the lights?"

River and I whipped around at the sound of Dave's voice. The suit had found us again. River rushed back to grab the others who passed the Doctor as he stared up at Donna's face before I grabbed his arm and tugged him away.

"Doctor we need to go!"

He went with me reluctantly but we nearly got to the end of the hall when shadows crawled across the floor. Going back was impossible with the suit there and River turned to the Doctor in concern.

"Doctor, what are we going to do?"

The Doctor didn't answer and River shook her head before using the squareness gun again on the nearest bookshelf, rushing everyone through it. We ran for a while before I could feel myself slowing down and getting lightheaded. The Doctor hooked his arm around my waist, breathing in my ear.

"I told you to tell me when you needed help," he muttered, practically lifting me off the floor as I stumbled a bit.

"W-We're a bit busy," I bit back, expression pinched in pain as I struggled to keep my arm as still as I could and run with his help.

"Okay, we've got a clear spot!" River called out as we ducked through another square hole she'd made. "In, in, in! Right in the center. In the middle of the light, quickly. Don't let your shadows cross. Doctor," she called out as he settled me down in the center of the circle and moved to check the shadows with his sonic.

"I'm doing it," he replied as River eyed the glass dome above us.

"There's no lights here. Sunset's coming. We can't stay long. Have you found a live one?"

"Maybe. It's getting harder to tell. What's wrong with you?" He complained to his sonic, hitting it a few times.

"We're going to need a chicken leg. Who's got a chicken leg?" She asked and a sickening thought came to my mind for a moment.

Would I offer if we had no other option? I felt bile creep up my throat and pinched my eyes shut tight for a moment, glad to hear Other Dave had some chicken with him. Though the sound of a cleaned bone hitting the ground did little to calm my nausea.

"Okay. Okay, we've got a hot one. Watch your feet."

"They won't attack until there's enough of them. But they've got our scent now. They're coming," the Doctor explained, moving to another spot to check the shadows as Other Dave asked River about the Doctor and me.

I tried to ignore it, bringing my good hand up to rub at my forehead which was slick with sweat. The noise of the sonic though was grating on my nerves with how it flickered and fizzled out as he tried to scan the shadows. Finally, I couldn't stand the noise anymore.

"What's wrong with it?" I asked with a bit of annoyance in my tone and River offered me a small comforting pat as she headed over to the Doctor as well to figure out what was happening.

"There's a signal coming from somewhere, interfering with it," the Doctor explained.

"Then use the red settings," River suggested, making him frown at her.

"It doesn't have a red setting."

"Well, use the dampers."

"It doesn't have dampers."

"It will do one day."

I rolled my eyes as River handed him her sonic and he took it, still uneasy about her.

"So, sometime in the future, I just give you my screwdriver."

"Yeah."

"Why would I do that?"

"I didn't pluck it from your cold dead hands if that's what you're worried about."

"And I know that because?"

River sighed. "Listen to me. You've lost your friend. You're angry. I understand. But you need to be less emotional, Doctor, right now."

"Less emotional? I'm not emotional."

"You really are," I chimed in, earning a frown from him as he leaned over to look at me.

"Oi, why are you taking her side?"

"Maybe because she hasn't done anything but help us?" I countered, giving him an annoyed and tired look. "If anything, you should trust her more because of the sonic."

"And this is why I like her better," River chirped, making him whip to her with a scowl. "You're hard work young."

"Young? Who are you!" He pressed only for Lux to groan.

"Oh, for heaven's sake! Look at the three of you. We're all going to die right here, and you're just squabbling like an old love triangle!"

I made a disgusted face at the thought as the Doctor did much the same before River gave in a bit.

"Doctor, one day I'm going to be someone that you trust completely, but I can't wait for you to find that out. So I'm going to prove it to you. And I'm sorry. I'm really very sorry." She leaned in and whispered something to him, pulling away as he stared at her in shock. "Are we good? Doctor, are we good?"

The Doctor shook himself out of his daze as I eyed him suspiciously. "Yeah, we're good."

"Good," she replied, taking back her sonic and heading over to me. "I'm going to need you to trust me too, Fallon."

I raised a brow. "I'm pretty sure you already have. I'm not hard to convince."

River cracked a small, sad smile. "You shouldn't lie, sweetie. You're twice as much work as him because you can say that all you want and I know the truth is that you don't let anyone in. Not truly and never for long… except a select few. And right now, I know I'm not one of those. In the future, yes, but right now is different. Right now, you're hurting and you're frightened and you're saying anything and everything to get us all to believe you're okay when you're not."

She knelt down in front of me as I eyed her cautiously because everything she was saying was true. The Vashta Nerada terrified me and it had been a long while since I'd been truly frightened of something. These were shadows that could clean flesh from bone in an instant and I was an immortal who could and would heal. I would be a never-ending supply of meat if I got caught and the idea of that was the worst thing I could imagine. The pain in my hand was a constant reminder of how scared I should be and I was blatantly throwing around my trust because at this moment, I was useless and River and the Doctor were the only ones here I could trust to get me out of this mess alive.

River placed a hand on my face, eyes softening as she leaned in and breathed in my ear. "I know what happened with Silas."

My blood ran cold at that name. The name of my first husband. The biggest mistake of my life that I'd never told anyone. Even the Doctor had no idea what that man had done to me. Yet… River is… I felt sick as she placed her hands on my upper arms and gave them a small squeeze, voice tight as she pulled away and stared me in the eyes seriously.

"And I'm so, so sorry but you can't let that stop you from giving your heart away to someone who deserves it," she whispered.

"H-How do you…" I choked out, a shiver rolling through me with all the memories, pain, and fear that name brought up. "I-I-I don't…"

"I wouldn't have brought it up if I didn't have to," she explained, looking hurt by her own words. "But you need to understand that and know it's okay to move past it. I've seen you move past it."

I wasn't sure I could believe her but her knowing that man's name was proof. Proof that she knew me. That we were close enough for me to share that with her and that I trusted her with that knowledge. Silas had ruined me and haunted me every day following me finally leaving him. The only human being in this world whose name I would never forget. Having it brought up here made me suddenly feel so small and useless. Memories of his seemingly fond touches and words made my stomach twist with nausea until the Doctor bounded forward as though his own confrontation with River hadn't happened.

"Know what's interesting about my screwdriver? Very hard to interfere with," he rattled on. "Practically nothing's strong enough. Well, some hairdryers, but I'm working on that. So there is a very strong signal coming from somewhere, and it wasn't there before. So what's new? What's changed?" he asked, yelling when no one said anything. "Come on! What's new? What's different?"

Other Dave shrugged. "I don't know. Nothing. It's getting dark?"

"It's a screwdriver. It works in the dark," the Doctor complained, giving me a glance that turned into a frown of concern until I looked away and he turned toward the overhead skylight. "Moon rise. Tell me about the moon. What's there?"

"It's not real. It was built as part of the Library. It's just a Doctor Moon," Lux drawled, frustrated with this whole mess.

"What's a Doctor Moon?"

"A virus checker. It supports and maintains the main computer at the core of the planet."

The Doctor turned his screwdriver on, aiming it upward now. "Well, still active. It's signaling. Look. Someone somewhere in this library is alive and communicating with the moon. Or, possibly alive and drying their hair. No, the signal is definitely coming from the moon. I'm blocking it, but it's trying to break through."

His sonic lit up, shining an image of Donna across the way.

"Doctor!"

"Donna!" The Doctor called out in surprise as River pointed at the image which quickly faded.

"That was her. That was your friend! Can you get her back? What was that?"

"Hold on, hold on, hold on. I'm trying to find the wavelength. Argh, I'm being blocked."

"Professor?" Anita called out, making River brush her off.

"Just a moment."

"L-Last time someone was brushed off, they died," I said bluntly, making River wince as I pointed over at Anita. "She has two shadows."

River's expression fell somber and she took a steadying breath. "Okay. Helmets on, everyone. Anita, I'll get yours."

"It didn't do Proper Dave any good."

"Just keep it together, okay?" River tried as I frowned.

"She's allowed to feel however she wants."

Anita agreed. "Keeping it together. I'm only crying. I'm about to die. It's not an overreaction."

Her helmet was put on and the Doctor moved up to her, tinting her visor for her and startling the others.

"Oh God, they've got inside."

"No, no, no. I just tinted her visor. Maybe they'll think they're already in there, leave her alone."

"I don't think they're that stupid," I muttered, "but I suppose it's worth a shot. Could we communicate with them? Make a deal or something?"

"They're not exactly talkative, Fallon."

I rolled my eyes. "But they're learning. They killed the first time, took their time, and are moving a suit now. So, why couldn't they use the ghosting thing to try and talk? Couldn't you use your screwdriver or something? Fiddle with the comms they're already using to help them communicate? Otherwise, I feel like we're in a losing battle here. We're literally just running from a swarm that seemingly showed up out of nowhere in unprecedented numbers and became aggressive. Unless they're thoughtless beasts—which they've already proven they're not—there should be a reason behind that which we're not seeing."

The Doctor eyed me, giving me a once over before pointing at me rather rudely. "How are you so clever? Did you just wake up clever today?"

I shot him an annoyed look. "We're running for our lives from shadows that have put me in quite a bit of pain. Sorry for thinking we should be smart about this in my ongoing adrenaline rush."

"In order to do that though, I'd have to get pretty close to one of the suits," the Doctor hummed, making a face and scratching his head in thought before he stopped.

I immediately didn't like the expression on his face and when he glanced at me, I knew I needed to move, now. I bolted up from my seat and moved toward him, grimacing at the pain the movement sent through me as he grabbed me and turned me around. There was an extra suit standing not far back from where I was sitting and the Doctor cleared his throat.

"Professor?"

"What?" River asked, confused.

"You would say there are about six people still alive in this room, yes?"

"Yeah, so?"

"So, why are there seven?"

The suit took a lumbering step forward. "Hey, who turned out the lights?"

"Run!" The Doctor shouted, looping an arm around my waist and hauling me along until we reached a corridor connecting two of the library's buildings. "Professor, take Fallon and find a safe spot."

"What?" I hissed, not liking where this was going and neither did River.

"It's a carnivorous swarm in a suit. You can't reason with it!"

"Well, apparently he's going to damn well try. Me and my big mouth."

"Five minutes," the Doctor said, shooting me a small smile as I groaned, grabbing River with my good hand.

"Come on."

She hesitated a minute before turning to Other Dave who was waiting for us. "Other Dave, stay with him. Pull him out when he's too stupid to live. Two minutes, Doctor."

The Doctor nodded and we hurried off, hoping he was smart enough to not end up dead now.


River finally managed to find somewhere a little safe as night fell, helping Fallon into a chair nearby as she breathed heavily. She looked pale and her brows were knit together in pain, making River's heart ache.

"Is there anything I can do?" She asked the woman who wearily glanced at her and offered a small shake of her head.

"N-Not really. Not unless you're hiding morphine in that suit of yours."

River cracked a small smile. "You can't have morphine."

Fallon scoffed lightheartedly. "Of course, you'd know that. Let me tell you though, it really takes the edge off."

"A few edges off your life, yes," she said with a roll of her eyes as she knelt down to sonic a pattern etched onto the ground. "If the Doctor were here, he'd scold you too."

"The Doctor is here, isn't he?" Anita asked, worry creeping into her voice. "He is coming back, right?"

River got up though, eyes sad as she tried to explain. "You know when you see a photograph of someone you know, but it's from years before you knew them, and it's like they're not quite finished. They're not done yet. Well, yes, the Doctor's here. He came when I called, just like he always does. But not my Doctor." She glanced over at Fallon who was listening silently. "And not quite my Fallon either. Now, my Doctor, I've seen whole armies turn and run away. And he'd just swagger off back to his Tardis with Fallon in tow and open the doors with a snap of his fingers. The Doctor and Fallon in the Tardis. Next stop, everywhere," she breathed with a wisp of wonder before the man behind her spoke up.

"Spoilers. Nobody can open a Tardis by snapping their fingers. It doesn't work like that," the Doctor replied, having returned from his chat with the Vashta Nerada.

"It does for the Doctor," River said with a smile.

"I am the Doctor."

"Yeah, Some day."

Fallon shot the Doctor a look as he came over to check on her. "Have you even tried opening it with a snap?"

"Well… no, but that doesn't mean—"

"Please. That's all this is, isn't it?" She scoffed, wincing when he shifted her injured arm. "You're just jealous someone knows more than you."

"I am not!" He argued with a pout.

"Yeah, tell that to your big-headed ego, Doctor. Welcome to not being the only know-it-all in the universe."

He wrinkled his nose in annoyance as River shifted over toward them.

"Where's Other Dave?"

The Doctor shook his head solemnly. "Not coming. Sorry."

"Well, if they've taken him, why haven't they gotten me yet?" Anita asked.

"I don't know. Maybe tinting your visor's making a difference."

"It's making a difference all right. No one's ever going to see my face again."

The Doctor faced her with a quiet sort of calm. "Can I get you anything?"

"An old age would be nice. Anything you can do?" She asked, voice tight.

"I'm all over it," he said before she stopped him.

"Doctor. When we first met you, you didn't trust Professor Song. And then she whispered a word in your ear, and you did. My life so far. I could do with a word like that. What did she say? Give a dead girl a break. Your secrets are safe with me."

"Safe," the Doctor muttered.

"What?"

"Safe. You don't say saved. Nobody says saved. You say safe. The data fragment!" The Doctor called out, turning to Lux. "What did it say?"

"Four thousand and twenty-two people saved. No survivors."

"Doctor?" River questioned as he whipped around to Fallon.

"And what did you say about the Node? The one with Donna's face?"

"That… the faces are stored in an archive so—"

"So how did the Node get Donna's face? Exactly! Nobody says saved. Nutters say saved. You say safe. You see, it didn't mean safe. It meant, it literally meant, saved!" He said with a beaming grin, pulling on his glasses and moving to a nearby terminal where he pulled up the old data of what happened a hundred years ago. "See, there it is, right there. A hundred years ago, massive power surge. All the teleports going at once. Soon as the Vashta Nerada hit their hatching cycle, they attack. Someone hits the alarm. The computer tries to teleport everyone out."

"It tried to teleport four thousand twenty-two people?" River questioned in disbelief.

"It succeeded. Pulled them all out, but then what? Nowhere to send them. Nowhere safe in the whole library. Vashta Nerada growing in every shadow. Four thousand and twenty-two people all beamed up and nowhere to go. They're stuck in the system, waiting to be sent, like emails. So what's a computer to do? What does a computer always do?"

"It saved them," River realized with a smile as the Doctor rushed over to the table where Fallon was seated, drawing on it.

"The library. A whole world of books, and right at the core, the biggest hard drive in history. The index to everything ever written, backup copies of every single book. The computer saved four thousand and twenty-two people the only way a computer can. It saved them to the hard drive."

An alarm went off then and the Doctor hurried back to the terminal as Lux questioned it.

"What is it? What's wrong?"

"Autodestruct enabled in twenty minutes." The library comms announced, making the group worry.

"What's maximum erasure?" River asked.

"In twenty minutes, this planet's going to crack like an egg," the Doctor bit out.

"No. No, it's all right," Lux argued. "The Doctor Moon will stop it. It's programmed to protect Cal."

The terminal screen went blank though and the Doctor and River struggled to try and get it on again.

"All library systems are permanently offline. Sorry for any inconvenience."

"We need to stop this. We've got to save Cal!" Lux demanded as the Doctor turned to him once more.

"What is it? What is Cal?"

Lux begrudgingly gave in. "We need to get to the main computer. I'll show you."

"It's at the core of the planet."

"Well then, let's go," River said with a cunning smirk, pointing her sonic at the etching on the floor she'd been scanning earlier. "Gravity platform."

"I bet I like you," the Doctor mused, impressed as he helped Fallon up once more.

"Oh, you do but I like Fallon just a bit more. She's more level-headed."

"Rude," he complained as the group of them stepped onto the platform that sank down to the core of the planet.


"Autodestruct in fifteen minutes."

"I-I expect a long vacation after this mess," I complained, holding my arm close to my chest to limit its movement as much as possible as we hurried through the planet's control room.

We finally stopped at an area where there were terminals and I felt a cold chill run through me at the sound of a young girl's voice calling for help.

"Was that a child?" River breathed, just as shocked as I was.

"The computer's in sleep mode. I can't wake it up. I'm trying," the Doctor ground out, fighting with the terminal as River worked on a second one.

"Doctor, these readings."

"I know. You'd think it was dreaming."

"It is dreaming," Lux cut in, "of a normal life, and a lovely dad, and of every book ever written."

"Computers don't dream," Anita countered but I was connecting the dots.

"But little girls do. Is the… is the library controlled by a little girl?"

Lux gave me a look before pulling a lever and rushing off into another room. The group of us followed and were greeted with a Node that had a young child's face asking for help.

"Oh, my God," River breathed as Anita spoke as well.

"It's the little girl. The girl we saw in the computer."

"She's not in the computer. In a way, she is the computer. The main command node. This is Cal," Lux explained, making the Doctor angry.

"Cal is a child? A child hooked up to a mainframe? Why didn't you tell me this? I needed to know this!"

"Because she's family!" Lux bellowed back, calming down slightly to explain. "Cal. Charlotte Abigail Lux. My grandfather's youngest daughter. She was dying, so he built her a library and put her living mind inside, with a moon to watch over her, and all of human history to pass the time. Any era to live in, any book to read. She loved books more than anything, and he gave her them all. He asked only that she be left in peace. A secret, not a freak show."

I eyed the little girl sadly, knowing that as bad as it looked and sounded… I would have done the same if it meant keeping one of my children safe. The thought of Benjamin flickered through my mind again and I closed my eyes sadly, nudging the sorrow aside for now as we came back to the problem at hand.

"She saved everyone in the library. Folded them into her dreams and kept them safe," the Doctor said softly, eyeing the girl himself as Anita shuffled uneasily.

"Then why didn't she tell us?"

"Because she's forgotten. She's got over four thousand living minds chatting away inside her head. It must be like… being, well, me."

"So what do we do?" River asked and the Doctor turned and bolted back into where the data core terminals were.

"Easy! We beam all the people out of the data core. The computer will reset and stop the countdown. Difficult. Charlotte doesn't have enough memory space left to make the transfer. Easy! I'll hook myself up to the computer. She can borrow my memory space."

"You're going to what?" I questioned, watching him run around like he were mad.

River was also of the same opinion. "Difficult? It'll kill you stone dead!"

"Yeah, it's easy to criticize," he drawled, unbothered.

"No, no, hold on," I said, trying to figure out what his actual plan was or if he had any. "So, you'll just die? What about your whole cheating death thing?"

"It'll burn out both his hearts and I don't think you'll regenerate," River explained.

"I'll try my hardest not to die. Honestly, it's my main thing."

"Doctor!"

"Try?"

"I'm right, this works. Shut up. Now listen. You and Luxy boy, back up to the main library. Prime any data cells you can find for maximum download, and before you say anything else, Professor, can I just mention in passing as you're here, shut up."

"Oh! I hate you sometimes."

"I know!"

River went over and grabbed Lux as the Doctor went back to the terminals. "Mister Lux, with me. Anita, Fallon, if he dies, I'll kill him!"

"Only if I don't first," I bit out, rubbing at my forehead in frustration as Anita spoke up.

"What about the Vashta Nerada?"

"These are their forests. I'm going to seal Charlotte inside her little world, take everybody else away. The shadows can swarm to their hearts' content."

"What do you mean these are their forests?" I asked. "What did I miss?"

"Vashta Nerada are born in forests. They live in the actual trees which were made into books and…"

"Oh… Oh, that's kind of shit. I could see why they're pissed," I muttered, settling on the ground and tipping my head back against the wall. "Do you think they'll just let us leave though? It doesn't sound like they were willing to talk with you earlier."

"Best offer they're going to get," the Doctor replied, drawing Anita's curiosity.

"You're going to make them an offer?"

"They'd better take it because right now, I'm finding it very hard to make any kind of offer at all. You know what?" He stopped running around and faced her with the same expression he had when Proper Dave's suit had walked in. "I really liked Anita. She was brave, even when she was crying. And she never gave in. And you ate her."

I turned to the suit cautiously, starting to get to my feet to move further away from her as the Doctor cleared her visor to reveal the fleshless skeleton underneath.

"But I'm going to let that pass, just as long as you let them pass," the Doctor said shortly, approaching her.

"How long have you known?"

"I counted the shadows. You only have one now. She's nearly gone. Be kind."

"These are our forests. We are not kind."

"But he's giving them back," I argued, near the Doctor now. "You'll have your forests all to yourselves which is what you wanted, isn't it?"

"These are our forests. They are our meat."

Shadows stretched out from the suit but the Doctor didn't back down.

"Don't play games with me. You just killed someone I liked. That is not a safe place to stand. I'm the Doctor, and you're in the biggest library in the universe. Look me up."

The shadows stilled as they did just that before an agreement was made.

"You have one day."

The suit collapsed then, shadows gone, and I turned to the Doctor. He didn't look back at all, focused on the terminal once more. What he said though was… not worrisome but definitely something I didn't quite expect from him. He'd lived a long life of course, and I never expected him to have always been good but he asked the Vashta Nerada to look him up and they left. The creatures where our only option for survival was to run, and they left because they looked up who he was. It certainly didn't bode well but I wasn't going to comment on it. It wasn't my place. Especially not when I'm probably far worse…

"Oh, Anita," River cried softly, having run back down despite the Doctor's earlier commands.

"I'm sorry. She's been dead a while now. I told you to go!" The Doctor complained as she headed for him.

"Lux can manage without me, but you can't."

And boy was I surprised when she solidly punched him in the face, knocking him out cold. She turned to me then and I held up my good hand, taking a step back.

"Yeah, no. I'm good."

She hesitated, eyeing me. "You won't try to stop me…"

I shook my head. "Nope. I mean, I'd offer to do it myself with the whole never dying thing but I don't have the first clue what I'm doing. That and I rather like living, in all honesty."

She cracked a small, crooked smile. "Yeah, but you learn better in the future. This idiot helps with that."

She lightly kicked the Doctor as she heaved him over to a set of piping, handcuffing him as I watched awkwardly. It wasn't that I didn't want to stop her, more like I knew I couldn't. As it was, I needed to sit down again as my body ached and my head swam but more than that, I could tell she was determined and wouldn't let up easily.

"Can I ask why?" I questioned her as she worked on the wiring the Doctor had started on.

She glanced at me briefly. "You first."

"I thought you knew me," I joked poorly.

"And much like the Doctor, you still don't tell me everything."

"I told you about him," I argued, unable to even say my first husband's name.

"You were drunk," she answered, making me roll my eyes.

"Of course."

"And we were the type to talk about what hurt us in the past but never show what hurt us in the present." She smiled a little at me. "We're quite the pair. Gave him a run for his money."

"Well, he deserves it, I think," I replied, going quiet for a minute before answering her. "I've learned… in my long years of never dying that… when someone makes the decision to go on their own sometimes no one has a right to stop them."

She paused in her work as I continued.

"Though, I will admit breaking that rule every so often. I'd much rather take the hit myself if it meant someone good still being around at the end of the day. Not that you aren't good, just… with my arm and the fact you just knocked the Doctor unconscious… I get the feeling you're doing it for a similar reason."

She turned to me with a sad smile. "I know you both in the future and… you're brilliant. The adventures we had, the times we shared… You two saved so many people and I… I'm not exactly the best person."

I scoffed. "Like we are? He just made murderous shadows run in fear and I…" I cut myself short for a moment. "I've killed people too. If I could take it—"

"You can't," she interrupted. "You might survive physically but mentally… mentally I don't think your mind could handle it. Your immortality fixes what killed you and leaves the scars behind. I can't have you be ruined because of this."

The Doctor stirred then, attempting to get up. "Oh, no, no, no, no. Come on, what are you doing? That's my job. Fallon, stop her!"

I gave him a sad look. "I can't."

"Fallon, please!" He begged, jerking and eyeing the handcuffs. "Why am I handcuffed? Why do you even have handcuffs?"

"Spoilers," River cooed which only served to make him angrier.

"This is not a joke. Stop this now. This is going to kill you! I'd have a chance, you don't have any."

"You wouldn't have a chance, and neither do I," River countered. "I'm timing it for the end of the countdown. There'll be a blip in the command flow. That way it should improve our chances of a clean download."

"River, please. No."

"Funny thing is, this means you've always known how I was going to die," she revealed, looking at us both. "All the time we've been together, you knew I was coming here. The last time I saw you, the real you, the future you, I mean, you turned up on my doorstep, with a new haircut and a suit. Fallon looked absolutely amazing with her suspenders and you both took me to Darillium to see the Singing Towers. What a night that was. The Towers sang, and you both cried. You wouldn't tell me why, but I suppose you knew it was time. My time. Time to come to the library. You even gave me your screwdriver. That should have been a clue."

He lunged for the screwdrivers and her blue book but they were too far out of his reach.

"There's nothing you can do."

"You can let me do this!" He argued. "Let Fallon—"

"Don't you dare," River bit out sharply at that, surprising me with the anger and fire in her voice. "Don't you ever try to sacrifice her out of fear or pity or anger. She is more than you could believe and the two of you together are absolutely impossible. If either one of you dies here, it'll mean I've never met you."

"Time can be rewritten," the Doctor offered.

"Not those times. Not one line," she said before she did something surprising to me… she comforted us. "It's okay. It's okay. It's not over for you. You'll see me again. You've got all of that to come. You and me, time and space. You watch us run."

"River, you know my name," the Doctor said, revealing what she'd told him to get him to trust her as she prepared for the last countdown. "You whispered my name in my ear. There's only one reason I would ever tell anyone my name. There's only one time I could."

"Hush now," she breathed, tears streaming down her face. "Spoilers."

She put two cables together, blinding us as the countdown finished, disappearing from sight and saving the people who'd been saved by the library. The Doctor turned to me as I stared at the floor, rather downtrodden myself with what had just happened and understanding if he was angry.

"She made her choice," I muttered.

"You could have stopped her."

I closed my eyes. "She chose to die to save us. She's from our future and knows what we're capable of. We said our goodbyes—"

"That wasn't—"

"It was us!" I shouted back, tears on my own face as I confronted him. "We said goodbye. We made every second of her life worth it and that was her thanking us. Even if my arm wasn't fucked up, even if I was capable of stopping her, I would never because that was the most honorable death she could have had and she saved so many people by doing so. I could never… I couldn't ever take that from someone."

We went quiet and I grimaced, gripping my injured arm tight as my exertion sent a fiery rivet of pain through me. I held my arm close and took in a shuddering breath before getting up slowly, teetering on my feet a bit, and grabbing his sonic. I tossed it toward him, letting it slide across the floor within his reach, and spared him one last look.

"I'll be waiting at the Tardis… I'll leave it up to you on what you want to do."