The room tensed as the screen began to glow. The River's removal of the room by the TARDIS was enough to set everyone on edge. The Doctor reached over and grabbed Donna's hand, the redhead looked at the blonde alien and smiled slightly before turning her eyes back to the screen.

A voice spoke as a the video began to play.

"Close your eyes, tell me what you see."

A road lined with walls of books appeared on screen.

"Oh no." The Doctor and Donna gasped at the same time.

The blonde turned to her in-laws and spoke softly.

"Amy, Rory. This video is going to be painful, and you may hate me after you watch it, but please, just watch. I promise you, everything is okay. The events of this video have already passed for everyone involved."

"What do you mean raggedy man? Tell me." Amy spoke with a shuddery voice. Rory grabbed his wife's hand and held it tightly as he watched the alien gulp.

"River is in this video. Something happens, but she's fine. She's here, or she was, but she's fine. I promise."

"We'll watch, but we will have questions." Rory cautioned as he and his wife turned their eyes to the screen. Once more the room became tense as the Doctor's words sunk in. Everyone, including the Master turned weary eyes to the screen, hoping that the story would have a happy ending. Though, knowing it may not.

A young girl appears on screen, she flies through the sky as she speaks.

"The Library."

"Open your eyes again."

In a living room, the young girl opens her eyes and tells Doctor Moon that she's in her living room. He tells her to go back to the library and she closes her eyes again. This time she's in a circular room, she tells Doctor Moon that she moves through the library by wishing. Behind her, there is two large, wooden doors.

The doors start to rattle and shake, the little girl starts to panic and says that someone has gotten into the library, no one is supposed to get in. Her father says that she's never mentioned anyone else, she's always been alone inside the library.

Doctor Moon tells the little girl that they library is in her mind. She tells him that she knows but someone has managed to get inside.

The doors fly open and Donna and the Doctor run in before closing the doors behind them. The Doctor turns and looks at the little girl before apologizing for barging in. The little girl opens her eyes with a gasp and the scene changes.

"Who is that little girl, Doctor?" Bill turned and looked at the redhead and alien sitting next to her.

Donna turned to look at the blonde.

"That is… well… just watch."

The room sighed at the dreaded words but turned their eyes back to the screen.

The Doctor lands the TARDIS while telling Donna that people never stop loving books. They run out of the TARDIS and into a room filled with books and a statue. They're in the fifty first century, he comments that by now people have holovids, direct-to-brain downloads and fiction mist. They walk into another room and look out into the library from an alcove.

"The Library. So big it doesn't need a name, just a great big 'The'."

"It's like a city!"

"It's a world. Literally, a world. The whole core of the planet is the index computer, biggest hard drive ever. And up here, every book ever written. Whole continents of Jeffrey Archer, Bridget Jones, Monty Python's Big Red Book. Brand new editions, specially printed."

They look down into the city and he speaks once more,

"We're near the equator, so… this must be biographies! I love biographies."

Donna jumps as he yells, she has an annoyed expression on her face as she picks up a book. The Doctor takes the book out of her hands, citing spoilers. She asks if traveling with him isn't one great big spoiler. He tells her that he tries to keep her out of the major plot developments.

Donna snorted and turned to the woman sitting next to her, "As if, you put me into so many major plot developments!"

The blonde stuttered and tried to come up with an excuse but gave up when she couldn't think of any. It was true, she did put Donna in the middle of so many plot developments, hell, Donna was a plot development!

"This is the biggest library in the universe. So where is everyone?"

He pulls out his sonic and runs to an information screen. Donna says maybe it's a Sunday but, he tells her that Sundays are boring so he never lands on them.

"Doctor, why are we here? Really, why?"

"Oh, you know, just passing."

"No, seriously. It was all, 'Let's hit the beach', then suddenly we're in a library. Why?"

The machine dings and the Doctor mentions that that's interesting, Donna asks what and he says, that when he does a scan for basic humanoid life forms, they pop up. But when he does a scan for any kind of life, a million million. The machine gives up and shows an error code.

"A million million."

"But there's nothing here. There's no one."

"And not a sound. A million million life forms and silence in the library."

"But there's no one here. There's just books. I mean, it's not the books, is it? I mean, it can't be the books can it? I mean, books can't be alive."

The Doctor and Donna take a cautious step towards the railing and reach out their hands to touch a book. Before their fingers can connect with the cover, a voice startled them and they turn away. The Doctor mentions that the voice came from the other room and they walk back towards it.

In the previous room, the information node turns its face towards them as they walk up.

"I am curtesy node 710/Aqua. Please enjoy the library and respect the personal access codes of all your fellow readers, regardless of species or hygiene taboo."

Donna points to the statue with a confused look.

"That face, it looks real."

"Yeah, don't worry about it."

"Now you've got us worried, what is it Doctor?" Clara asked.

Jack winced as he figured out what it was but waited to see what the Doctor would say. The blonde just waved her hand and pointed at the screen.

"A statue with a real face, though? It's a hologram or something, innit?"

"No, but really, it's fine."

The node begins to speak again, interrupting the duo before they can continue.

"Additional. There follows a brief message from the head librarian for your urgent attention. It has been edited for tone and content by Felman Lux Automated Decency Filter. Message follows. Run. For God's sake, run. Nowhere is safe. The Library has sealed itself. We can't…. Oh, they're here. Argh. Slargh. Snick. Message ends. Please switch off your mobile comm-units for the comfort of other readers."

The Doctor and Donna listen with confused, scared and curious looks on their faces.

"So that's why we're here. Any other messages, same date stamp?"

"One additional message. This Carrie's a Felman Lux Coherency Warning of…"

The doctor interrupts and asks it to just play the message.

"Message follows. Count the shadows. For God's sake remember, if you want to live, count the shadows. Message ends."

The Doctor and Donna look around at the room, the Doctor tells Donna to stay out of the shadows as he walks through another set of doors and further into the library.

Mickey scrunched his face before asking, "What is in the shadows?"

Donna shuddered before answering, "Nothing good. Seriously, nothing good."

The rest of the group looked towards the shadows in the room, scared to know what the villain of this story would be and worried that it was in the room with them.

The Doctor and Donna walk into a hall filled with books. Donna turns to the Doctor and mentions that they weren't just in the neighborhood.

The Doctor pulls out his psychic paper and tells her that he received a message, perhaps a distress call.

"A cry for help, with a kiss?"

He tells her that he has no idea who sent it and she asks why they came. The lights start to go out and he tells her to run. As they run the lights start to go out even faster.

They run up to a pair of closed wooden doors and the Doctor tries to open it, Donna yells for him to sonic it but he says he can't.

"What, it doesn't do wood?"

She pushes the Doctor out of the way and kicks the door open. The pair runs inside and the Doctor jams the door shut with a large book. They turn and he apologizes for barging in before asking if it's okay if they stop there for a bit. The little girl gasps and opens her eyes, while in the room a camera shuts it lens and falls to the ground.

"So the little girl isn't real, yeah? She's just like a weird camera thingy?" Bill asked as she waved towards the screen.

"She's real, and she's a camera thingy. You'll see."

The Doctor walks up to the camera and picks it up. The little girl sits in her living room asking Doctor Moon how they can be in her library. She hears the high pitched sound of the sonic and covers her ears as she asks what the noise is.

The Doctor is scanning the camera with his sonic and he compliments Donna's door skills, she mentions that sometimes she has to take boyfriends by surprise before asking what was after them.

"Are we safe here?"

"Of course we're safe. There's a little shop."

The camera lens opens and the little girl falls to the floor while begging. In the library, the Doctor places the camera on the ground and apologizes to it as her pleas filter across a little screen.

"Oh, I'm sorry. I really am. I'm sorry, I'm so sorry. It's alive."

"You said it was a security camera."

"It is. It's an alive one."

Doctor Moon and the girl's father are sitting with the little girl on the floor. Doctor Moon asks her if she can hear him and she starts to say,

"Others are coming."

Doctor Moon asks what she means.

"The Library is breached. Others are coming."

Donna asks what it means by others as the little girl's words filter across the tiny screen. She walks up to a curtesy node and asks what the message means.

"That's barely more than a speak your weight machine. It can't help you."

"So why's it got a face?"

The curtesy node opens its eyes and begins to speak.

"This flesh aspect was donated by Mark Chambers on the occasion of his death."

Donna turns to the Doctor with a terrified look.

"It's a real face?"

"It has been actualized individually for you. From the many facial aspects saved to our extensive flesh banks. Please enjoy."

"That's creepy, I mean, like, seriously creepy." Rose shuddered.

"Tell me about it!"

The Doctor walks up to Donna as she starts to freak out.

"It chose me a dead face it thought I'd like? That statue's got a real dead person's face on it!"

He tells her it's the fifty first century, that it's basically like donating a park bench. She continues to panic as she walks away from the curtesy node. He stops her before she can step into a shadow.

"Count the shadows."

"One. There, I've counted it. One shadow."

"Yeah, but what's casting it?"

The Doctor shouts and scares Donna as he realizes what's in the shadows. He runs over to an opening and sees that a light is flickering, Donna mentions that the power must be going out and he tells her that the planet runs on fission cells, they'll outburn the sun.

Donna turns and looks behind her before getting the Doctor's attention.

"That shadow, it's gone."

"We need to get back to the TARDIS."

"Why?"

"Because that shadow hasn't gone, it's moved."

The curtesy node starts to speak once more and the duo turn to lol at it.

"Reminder. The Library has been breached. Others are coming. Reminder. The Library has been breached. Others are coming."

A light appears in the room and the duo jump away from it. A person in a space suit walks in and it's followed by more. The person walks up to the Doctor and pulls up their visor, it's River.

"Hello, sweetie."

"Get out."

Donna starts to speak but gets interrupted by the Doctor. He tells the group to get back in their rocket and fly away. River tells them to take their helmets off, they've got breathers. A woman asks how she knows they aren't androids and River tells her she's dated androids, they're rubbish.

A man walks up to River and asks who the doctor and Donna are, he tells her he paid for exclusives. She tells him she lied, she's always lying. He walks up to another girl, Miss Evangelista, and asks for the contracts.

River asks if they came through the north door before asking if there was much damage. The Doctor places his hands on his hips and asks River to leave before asking if the man said expedition.

"Oh, you're not, are you? Tell me you're not archaeologists."

"Got a problem with archaeologists?"

"I'm a time traveler, I point and laugh at archaeologists."

"Ah, Professor River Song, archaeologist."

She holds her hand out for him to shake, he does and starts to speak again.

"Doctor, what's in the shadows? Is River going to be alright." Amy and Rory asked simultaneously.

"I'm sorry, Amy, Rory. I'm so sorry."

"Doctor…"

"Just watch, please. Just watch."

"River Song. Lovely name. As you're leaving, and you're leaving now, you need to set up a quarantine beacon, code wall the planet. The whole planet! No body comes here, not ever again! Not one living thing, not here, not ever!"

The girl that spoke starts to wonder around the room as he speaks and he stops her.

"Stop right there! What's your name?"

The girl speaks as the Doctor drags her back into the light,

"Anita."

"Anita, stay out of the shadows. Not a foot, not a finger in the shadows till you're safely back in your ship. Goes for all of you, stay in the light! Find a nice bright spot and just stand. If you understand me, look very, very scared. No, a bit more scared than that. Okay, do for now. You, who are you?"

A man with dark hair speaks,

"Dave."

"Okay Dave…"

"Oh, we'll, other Dave. Because that's Proper Dave, the pilot. He was the first Dave. So when…"

The doctor interrupts him and points him into the hall before asking if it looks the same as when they walked in. Other Dave says no, it's a bit darker. He tells Other Dave to seal up the door and they'll find another way out.

The man from before tells them that they aren't looking for another way out. He points Miss Evangelista to the Doctor and Donna and she introduces herself as Mr. lux's personal everythin, before telling them to sign a contract that binds their knowledge to the Felman Lux corporation.

Donna and the Doctor each take a contract before tearing it in half and throwing the pieces away. Mr. Lux walks up to River and tells her that his family built the library, he has rights.

"You have a mouth that won't stop."

She turns to the Doctor and asks if he thinks there's danger in the library. He tells her that something came to the library and killed everything in it. Killed a whole world.

She tells him that that was a hundred years ago and that the library has been silent for a hundred years, that whatever came here is long dead.

"Bet your life?"

"Always."

Mr. Lux asks Other Dave what he's doing and Other Dave says that the doctor told him to seal the door. The Doctor walks up to Mr. Lux and takes his torch before walking around the room. Donna walks up to him as he flashes the light down a dark hallway and he begins to speak.

"Almost every species in the universe has an irrational fear of the dark. But they're wrong, because it's not irrational. It's Vashta Nerada."

"What's Vashta Nerada?"

"It's what's in the dark. It's what's always in the dark."

He turns back to the group and yells that they need lights, he asks if they have any and River asks why. He tells her they need to form a safe area, to make a circle as big as they can with the lights facing outward. Mr. Lux asks if they're really listening to him and River tells him that they are, apparently.

She turns to the group and tells them to set up the lights and block the doors. River then turns to Mr. Lux and tells him to put his helmet back on and block the visor, he does as she says. She turns to Proper Dave and tells him to access the library database through a terminal.

Donna watches as River gives orders before walking towards the Doctor as River calls for him.

"Pretty boy, you're with me. Step into my office"

Mr. Lux asks why he's the only one wearing his helmet and she tells him that she doesn't fancy him.

The Doctor moves to stand behind Proper Dave as he tries to access the terminal.

"Pretty boy, with me I said."

The Doctor turns to Donna with a shocked expression

"Oh, I'm pretty boy?"

"Yes! Oh, that came out a bit quick."

"Pretty?"

Donna shrugs

The Doctor walks towards River and he tells the group not to let their shadows cross, not to even let them touch.

Miss Evangelista asks if she can help and the group laughs her off, Donna walks up to them and asks if she really can't help. They tell her that Miss Evangelista couldn't tell the difference between the escape pod and a bathroom.

Across the room, River starts to dig through her bag as she thanks him for coming when she calls. He asks if that was her. She mentions that he's doing a very good job of acting like he doesn't know her, that he must have a good reason.

"You didn't know her did you?" Rory whispered brokenly, he knew this day was coming, so did River. But to watch it. He knew right then and there, something bad was going to happen to his daughter.

The Doctor let out a quiet sob that had everyone in the room looking at her, "I wish I had. Maybe I could've done something different."

"Doctor what happened to River? What happened to my daughter!"

Amy had had enough of the secrets, she needed to know what happened to her child.

"Amy, let's just watch." Rory placed a hand on her shoulder to stop her protests and turned back to the screen.

"Okay shall we do diaries, then? Where are we this time? Ah, going by your face, I'd say it's early days for you. Yeah, so, crash of the Byzantium, have we done that yet?"

The Doctor gives her a blank stare.

"Obviously ringing no bells. All right, Picnic at Asgard. Have we done Asgard yet?"

Again she gets a blank stare before she flips through the pages.

"Obviously not. Blimey! Very early days, then. Oh! Life with a time traveler, never knew it could be such hard work. Um…."

She looks up once more and looks into his eyes, she sees that he doesn't recognize her.

"Look at you. You're young."

"I'm really not, you know."

"Oh but you are. Your eyes. You're younger than I've ever seen you."

She reaches out to touch his hair but he pulls away before speaking. I'm the background, Donna watches the couple's interaction.

"You've seen me before, then?"

River pulls her hand away and sits back on her heels.

"Doctor… please tell me you know who I am?"

"Who are you?"

They get interrupted before River can continue, an alarm bleeps, it sounds like a phone ringing.

In the little girl's house, a phone is ringing, she tells her dad that the phone needs to be answered but he doesn't hear it. She walks up to the phone and it stops ringing before she can pick it up.

The Doctor presses a few more buttons and ends up on her television screen. The group gathers around him as she asks how he got on the screen, the library has never been on the screen before.

The screen cuts out before the Doctor can tell her what he's done, he tries to get back to the screen but can't. The little girl picks up the remote and flicks through the channels but can't find him.

The Doctor runs to another terminal and yells out that the group needs to work on getting the lights set up, River rushes around and spots the Doctor about to grab her journal and stops him. She tells him that he can't read ahead, that he made the rules.

The little girl flicks through the channels but can't find the group, she pulls sown on a part of the remote and finds hidden buttons. She pressses random buttons to see what they do.

In the library books start flying off the shelves p, the Doctor looks back at the screen and asks what CAL is. Donna walks up to Miss Evangelista and asks her if she's alright. Miss Evangelista tells Donna that the people she came with think she's stupid, Donna denies it but she tells her that even her own father thinks she's stupid.

River looks around as the books start flying off the shelves again and asks if the little girl is doing it. The doctor asks who the little girl is and what she has to do with the library.

The little girl keeps pressing buttons but, nothing seems to be happening on her end.

The doctor asks how the datecore works, and what CAL is. River tells him to ask mr. Lux, the Doctor turns to the man but mr. Lux just says that he didn't sign the contract.

"Mr. Lux, right now, you're in more danger than you've ever been in your whole life. And you're protecting a patent?"

"I'm protecting my family's pride."

"Oh, right. Because pride is more important right now?" Martha huffed and rolled her eyes at the man on screen.

Donna shook her head, "To him, it was."

The doctor tells him that he doesn't want to see anyone in the room dead because mr. Lux thinks his pride is more important. River asks why she doesn't sign the contract and after a moment of silence she says that she didn't sign it either. The doctor asks them to start at the beginning before asking what happened in the library a hundred years ago.

The little girl presses a button and a section of wall gets raised in the library. River starts to tell the docto that a message was sent out from the library, and Miss Evangelista sees the doorway that's been created. She tries to get everyone's attention but she is ignored.

River mentions that there was one other thing in the message and bends down to grab her communicator. Mr. Lux tells her it's confidential and she tells him that she trusts the doctor with her life, with everything, he tells her that she only just met the Doctor.

"No. He's only just met me."

Miss Evangelista walks through the doorway and River shows the Doctor what the final part of the was.

"4,022 saved. No survivors."

"How can that be? How can you save that many people but not have survivors?" Mickey ran a hand down his face as he spoke.

River tells him that that's the exact number of people that were in the library when it was sealed. Donna asks how they could've been saved if there were no survivors. River tells her that that's what the expedition is there to find out, mr. Lux says that so far they haven't found any bodies.

Miss Evangelista walks into a different part of the library, it seems like a lecture hall. She walks towards a chair in the middle of the room and screams.

The rest of the group run towards the scream and find a skeleton, in a space suit, sitting on the chair. The doctor tells them to be careful and stay in the light, Proper Dave asks why. River speaks into her comm unit and asks Miss Evangelista where she is, her words are echoed back at her from the skeleton in the seat. She tries once more and again, her words are echoed back at her.

River finds the comm unit on the space suit, Anita asks what could do this to a person in a few seconds. The doctor tells her it took a lot less than a few seconds, Miss Evangelista's voice comes through from the comm unit.

"Hello?"

River apologizes and tells everyone that this isn't going to be pleasant, she's ghosting. Donna asks what that means.

"Hello, excuse me? I'm sorry, hello, excuse me?"

"That's… Thats her. That's Miss Evangelista."

Proper Dave asks if they can just turn the unit off and River tells him that they will give Miss Evangelista some respect in her last moments.

"Sorry, where am I? Excuse me?"

Donna turned away from the screen with tears in her eyes. She had seen many wonderful and horrible things during her travels with the Doctor. This though, this was the worst.

"But that's Miss Evangelista."

"It's a data ghost. She'll be gone in a moment."

River speaks into her comm unit and tells Miss Evangelista that she's fine, she should just relax. Donna asks what a data ghost is and the Doctor tells her that there's a neural relay in the communicator, it lets you send thought-mail. That the green lights on the communicator are all that's left of Miss Evangelista.

Anita tells Donna that her grandfather lasted a day after he died, he kept talking about his shoelaces.

"She's in there."

"I can't see. I can't… Where am I?"

"She's just brainwaves now. The pattern won't hold for long."

"She's conscious. She's thinking."

"I can't see. I can't… I don't know what I'm thinking."

"She's a footprint on the beach. And the tide's coming in."

"Where is that woman? The nice woman, is she there?"

"What woman?"

"She means… I think she means me."

"Is she there? The nice woman?"

River touches her communicator and tells Miss Evangelista that she is there, to hang on a moment. She turns to Donna and tells her she can speak but Donna can't do it.

"Hello, are you there?"

The doctor asks Donna to help her.

"Hello, is that the nice woman?"

"Yeah. Hello. Yeah, I'm… Im here. You okay?"

"What I said before, about being stupid, don't tell the others, they'll only laugh."

"Of course not, of course I won't tell them."

"Don't tell the others, they'll only laugh."

"I won't tell them. I said I wouldn't."

"Don't tell the others, they'll only laugh."

"I'm not going to tell them."

"Don't tell the other, they'll only laugh."

River tells them that she's looping and the pattern is degrading.

"I can't think… I don't know… I… I… I… Ice cream. Ice cream. Ice cream. Ice cream. Ice cream…"

River asks if anyone minds if she turns the comm unit off and get no response. Donna says that that was the most horrible thing she's ever seen. The Doctor places a comforting hand on her shoulder as River speaks, she tells Donna that it's just a freak of technology.

"Whatever did this to her, whatever killed her, I'd like a word with that."

"I'll introduce you."

The group runs into the previous room and the Doctor asks for a packed lunch. He asks her what's in the book and she tells him it's spoilers. He asks who she is and she reintroduces herself but he cuts her off and asks who she is to him. Again, spoilers. She hands him her lunch box and tells him it's chicken and a bit of salad.

"Right you lot. Let's all meet the Vashta Nerada."

The little girl throws her remote against the wall, frustrated. He dad and Doctor Moon walk back into the living room and her dad tells her that Doctor Moon needs to have a word with her. After her dad steps out Doctor Moon begins to speak.

"Now. Listen. This is important. There's the real world, and there's the world of nightmares. That's right isn't it? You understand that?"

"Yes, I know, Doctor Moon."

"What I want you to remember is this, and I know it's hard. The real world is a lie, and your nightmares are real. The library is real. There are people trapped in there. People, who need to be saved. The shadows are moving again, those people are depending on you. Only you can save them. Only you."

Bill watched the screen and squeaked out a, "No pressure!"

The room gave quick grins but quickly looked back to the screen while also keeping a weary eye on the shadows in the room.

The Doctor is checking under a table with his sonic, Donna is standing next to River, River asks Donna if she travels with him.

"What of it?"

She turns to Donna and the doctor asks Proper Dave if he can move over a bit, he asks him to move over by the water cooler.

"You know him, don't you?"

"Oh, god, do I know that man. We go way back, that man and me. Just not this far back."

"I'm sorry, what?"

"He hasn't met me yet. I sent him a message, but it went wrong. It arrived too early. This is the doctor in the days before he knew me. And he looks at me… He looks right trough me, and it shouldn't kill me but it does."

"What are you talking about? Are you just talking rubbish? Do you know him, or don't you?"

"Donna! Quiet, I'm working!"

"Sorry."

"Donna, you're Donna? Donna Noble?"

"Yeah, why?"

"I do know the Doctor. But in the future. His personal future."

"So why don't you know me? Where am I in the future?"

River gives Donna a pained look, she knows she can't give out spoilers, she can't warn Donna of what's to come.

"I'm so sorry Donna."

"Shut up spaceman, you helping me keep my memories will more than make up for it."

The doctor tells the group that he has a live one and everyone turns to look at him. He stands and begins to tell them what's in the library.

"That's not darkness down those tunnels. This is not a shadow."

He reaches down and grabs the lunchbox

"It's a swarm. A man eating swarm."

The group gathers behind him as he throws a chicken leg into the shadow. There's a grinding sound and a bone lands on the floor.

"The piranhas of the air, 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."

"What do you mean most planets? Not Earth?"

"Mhm, Earth, and a billion other worlds. Where there's meat there's Vashta Nerada. You can see them sometimes, if you look. The dust in sunbeams."

The group started to rub their skin as the Doctor spoke, feeling an uncomfortable itchy sensation as the alien's words sunk in. Most of them pulled their legs up into their seats and ducked away from the shadows.

"If they were on Earth we'd know."

"Nah, normally they live on road kill. But sometimes people go missing. Not everyone comes back out of the dark."

River asks if it's every shadow and he tells her no, but any shadow.

"So what do we do?"

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

River asks him where they can run to. Donna points out the shop and the Doctor tells her she's right.

Proper Dave starts to rush around to gather his things but the doctor stops him.

"I'm sorry. I'm so, so sorry. But you've got two shadows. It's how they hunt. They latch onto a food source and keep it fresh."

"What do I do?"

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

"We're not leaving you, Dave."

"Of course we're not leaving you. Where's your helmet? Don't point just tell me."

"On the floor, by my bag."

Anita rus over to get his helmet and the Doctor shouts for her to not cross his shadow. She hands him the helmet and he thanks her before instructing everyone else to also put their helmets on. Donna pipes up that the two of them, don't have helmets. He tells her they're safe anyway and when she asks how he admits they aren't.

"Professor, anything I can do with the suit?"

"What good are the damn suits? Miss Evangelista was wearing a suit, there was nothing left!"

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

River reaches into her pocket and pulls out her own sonic screwdriver. The Doctor goes to pass his over to her and have her dial up all the suits' mesh density to eight hundred percent. He's shocked by her sonic for a few moments before grabbing Donna's hand and pulling her to the little shop.

"What are we doing? We're shopping? Is it a good time to shop?"

The Doctor pulls her away and makes her stand on the teleportation pad.

"No talking, just moving. Try it. Right, stand out in the middle. It's a teleport, stand in the middle. Can't send the others, TARDIS won't recognize them."

"What are you doing?"

"You don't have a suit, you're not safe."

"You don't have a suit, so you're in as much danger as I am. I'm not leaving!"

"Donna, let me explain!"

He presses the button and she's teleported away, River calls for the Doctor and he runs out of the shop.

On the TARDIS, Donna begins to scream as she starts to disappear once more.

"Oh my god! Donna!" Martha cried out as she watched her friend scream.

"It's alright, Martha. You'll see, I'll be fine." Donna sent the woman a reassuring grin.

The Doctor is inspecting Proper Dave, he no longer has two shadows. Mr. Lux asks if they can just leave Proper Dave behind, River tells him to shut up.

"Ugh, I really don't like him." Yaz and Ryan spoke at the same time before turning to each other with grins, "Snap!"

"Did you feel anything? Like an energy transfer, anything at all?"

"No. No, but look. It's gone."

"Stop there! Stop. Stop. Stop there. Stop moving. They're never just gone and they never give up."

He drops down and starts scanning the shadows around Proper Dave. Dave begins to speak.

"Hey! Who turned out the lights?"

"No one, they're fine."

"No, seriously, turn them back on."

Bill pulled her bowl of popcorn up under her chin as she pulled her legs further up into her chair. Donna noticed how scared the girl was and placed an arm over her shoulder and pulled her into her side. Bill looked up gratefully before offering some popcorn as a thanks, which Donna took happily.

"They are on."

"I can't see a ruddy thing!"

The Doctor stands with a worried expression and asks Dave to turn around.

"What's going on? Why can't I see? Is the power gone? Are we safe here?!"

The doctor tells Dave to stay still, absolutely still. Dave fliches and stiffens up. The doctor asks him if he can hear him.

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

"I want you to stay perfectly still. Absolutely still."

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

The rest of the group watch as Proper Dave begins to repeat himself.

"I can't… Why can't I? I… I can't… Why can't I? I… I can't… Why can't I? I…"

The Doctor looks down at his comm unit and River tells everyone he's ghosting, Dave continues to speak. Mr. Lux asks why he's still standing. The doctor slowly begins to walk towards the suit and Dave speaks once more.

"Hey! Who turned out the lights? Hey! Who turned out the lights?"

River warns the Doctor to not get close, he asks if Dave can hear him but Dave just keeps asking who turned the lights out. Suddenly, the suit reaches out and starts to choke the Doctor. River runs up and uses her sonic to electrocute the suit so it will let the Doctor go. The Doctor stands and urges everyone to get away from the suit.

"Doesn't move very fast does it?"

"It's a swarm in a suit! But it's learning."

Shadows begin to grow out of the suit, reaching for the remaining members of the group.

Mr. Lux asks what they do, where do they go. River points out the wall behind him and tells him to duck before firing at it with a squareness gun.

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

The group runs out and into a dimly lit hallway.

"You said not every shadow?"

"But any shadow!"

River grabs the Doctor's hand as she yells for everyone to run.

In the living room, the little girl's father tells her that dinner is ready, she turns and looks at him before saying,

"Donna Noble has been saved."

The group are sitting in a hallway, catching their breaths as the Doctor works on the light above them. He tells them he's trying to boost the signal, light doesn't stop them but it slows them down.

"So, what's the plan? Do we have a plan?"

River points her sonic at the light and it turns on. The doctor asks her where she got it and she tells him that he gave it to her and that she's not anyone.

"I teleported Donna back to the TARDIS. If we don't get back there in under five hours, Emergency Program One will activate."

He looks to his sonic in confusion as River speaks.

"Take her home, yeah. We need to get a shift on."

"She's not there. I should've received a signal. The console signals me if there's a teleport breach."

"Maybe the coordinates have slipped. The equipment here is ancient."

He runs up to a curtesy node.

"Donna Noble! There's a Donna Noble somewhere in this library, do you have the software to locate her position?"

The node turns it's head and shows that it's wearing Donna's face.

"Donna Noble has left the library. Donna Noble has been saved."

"MY FACE WAS ON ONE OF THOSE THINGS?!" Donna screeched as she watched the screen. Everyone jumped at the volume and amount of anger in her voice. The Doctor timidly replied, "I'm sorry, Donna."

Donna turned to the alien and saw the look on her face before sitting back in her seat and speaking in a faux calm voice,

"It's okay. I just don't like that one of those things was wearing my face."

"If it makes you feel better, it didn't wear your face for long. And it only took about an hour to get you out."

"It does, thank you, Doctor."

Martha leaned over to Mickey and whispered, "Fake calm Donna, is the scariest Donna." Her husband nodded slightly before they turned back to the screen.

"How can it be Donna? How is that possible?"

From behind the group they hear Proper Dave,

"Hey! Who turned out the lights?"

Once more, River pulls the Doctor away and they begin to run.

"Donna Noble has left the library. Donna Noble has been saved."

"Hey! Who turned out the lights?"

"Donna Noble has left the library. Donna Noble has been saved."

The group gets cornered and River asks the Doctor what they're going to do. He looks around in panic…

"Hey! Who turned out the lights?"

"Donna Noble has left the library. Donna Noble has been saved…."

The screen went black leaving the video on a cliffhanger, Amy looked up at the ceiling and spoke.

"TARDIS! I need to know what happens to River! Play the next one."

The lights dimmed as the ship tried to comfort the redhead. Suddenly, a flash of light appeared and River stepped out of it. The woman was now dressed in a black fur coat and wearing a Vortex Manipulator.

"Oh! Well, I wondered how I'd get back. Hello everyone. Sweetie, we're going to talk about the Pandorica soon."

The woman waved to the rest of the room before shedding her coat and placing it on the back of her seat, she sat next to her wife and took her hand.

"Right, so where are we?"

"We've just watched the first part of The Library."

The curly haired woman nodded before turning to the screen, her eyes misted as she sent the ship a thought.

"You couldn't let me miss that part too?"

"Sorry, dear."

The screen lit up once more as everyone settled back into their seats. Everyone was ready to see how the story ended.


In the library, the suit took another step forward and spoke as Lilith levied a cool glare in its direction.

"Who are you?"

"I have lived many lives. I've had many names…"


Oh goodness, I severely overestimated how much time I'd have to post this. I really wanted to get this and the next two chapters up before Christmas Eve. Well I guess we will see if I'm successful.

We are officially one chapter closer to figuring out who our girls are. Are you ready? I have their chapter written but, these original "episodes" are kicking my butt.

Well I'm off to write Forest of the Dead.

See you soon! ( hint hint)