Angel stepped foot onto the pavement of London. Her body tingled. The freedom to interact with the world made real. Well, maybe some of that was nerves. The smell of industry, dust and an unknowable many other things assaulted her. The sky was dark. Her familiar glittering landscape view of the cosmos was reduced to nothing but a handful of the closest twinkling stars.

The Doctor watched Angel step out. She reminded him of a child at the zoo, quietly taking it all in. She was like a living Weeping Angel, with her big red-gold curls tumbling down, the circlet disappearing into them. Her dress, however, was more appropriate for 2007. The waist of the deep green number was gathered in a silken sash and the strapless bodice was detailed with gold embroidery.

She ambled alongside them in her heels, trying to keep pace while getting the hang of them. He and Martha chatted. Just before they approached Lazarus Laboratories, Martha asked Angel once again if she was alright with being around so many people.

"Don't worry about me, I've got this to keep my mind inside." She affirmed with a tap to her circlet.

"What I'm worried about," her voice lowered, "is social anxiety."

"Well don't. I've spent plenty of time inside human minds. I was stuck as a stone angel, remember?"

The Doctor took this as his moment to cut in. "Angel, you can't say anything about the TARDIS or aliens. We're trying tokeep a low profile and collect information."

Angel rolled her eyes at the two worrying so much about her. "My Lord, you guys are worse than my father." She harrumphed and sped up to the entrance. Martha and the Doctor gave each other a glance before catching up.

The Doctor's normal retort I'm worse than everyone's father came to mind. Unfortunately, it wasn't applicable in this situation. It seemed the news of the Master's lack of biological paternity did not remove her claim.

The main level of the building was center stage for a mechanical chamber. The white chamber stood in the center of large tubes with blue light. People were milling about, drinking wine and eating hors d'oeuvres.

"Oh, look, they've got nibbles!" The Doctor leaned into a tray and chose his bite. Angel smiled and followed suit. Martha was amused by their antics.

"Hello!"

They heard the greeting before the woman herself slinked into Martha's side, big grin on her face. She wore lots of makeup. Her hair was in a bun with feathers peeking out from behind her head.

"Tish!" Martha said.

Angel was happy to finally get a chance to observe Martha with her sister. The sisters spent some time catching up. Eventually, Martha noticed Tish eyeing her guests.

"This is the Doctor and this is Angel." She pointed to each of them. They had both been quietly observing Martha's behavior.

"Hello!" The Doctor said with his endless mouthful of nibbles and shook her hand.

"Are they with you?" Tish looked confused.

"Yeah," Martha said casually, trying to play it off.

"But they're not on the list. How did they get in?" Tish seemed put off. Angel decided to distract her. She launched at Tish, arms wide, coming in for a hug. Tish just stood while receiving Angel's embrace, looking at Martha confused.

"SO nice to meet you! Martha and I are besties. We practically live together with all the work." She may have been a tad over-dramatic.

"So, you study together?"

"Oh, Yeah. Then the Doctor takes us around to give us some real world experience." She painted a picture that, while not lying, was indeed ingenuine.

"So, Professor Lazarus. He's your boss?" The Doctor cut in before questions could poke holes in Angel's words.

"Professor Lazarus, yes. I'm a part of his executive staff."

"She's in the P.R. department," Martha downplayed.

"I'm head of the PR department, actually."

"You're joking!"

"I put this whole thing together." Tish stated with pride.

"So do you know what the professor's going to be doing tonight? That looks like it might be a sonic micro-field manipulator." The Doctor asked nodding his head at the giant machine in the center of the room.

"He's a science geek. I should've known. Got to get back to work now. I'll catch up with you later." The geek speak reminded Tish of her duties.

"Science geek? What's that mean?"

"That you're obsessively enthusiastic about it," Martha explained.

"Oh. Nice." The Doctor took it as a complement, even if it wasn't exactly meant to be.

A few moments later, Martha's mother and brother were walking in when they spotted Martha. "Martha." She called.

Martha swiftly turned, and grabbed her into a hug. "Mum."

"All right, what's the occasion?" Mrs. Jones was put off by her daughter's sudden affection.

"What do you mean? I'm just pleased to see you, that's all."

"But you saw me last night." Mrs. Jones voiced the inconsistency in her daughter's behavior.

"I know, I just missed you." Martha tried to play it off. "You're looking good Leo."

"Yeah, if anyone asks me to fetch them a drink, I'll swing for them." Angel furrowed her brows, utterly confused by this.

"You disappeared last night." Her mother wasn't giving up on Martha's guilty behavior.

"I… just went home."

"On your own?" Mrs. Jones glanced at the Doctor.

"These are friends of mine. Angel and the Doctor."

"Doctor what?" Mrs. Jones looked down at the man as a threat to Martha's future.

"No, it's just the Doctor. We've been doing some work together."

"All right."

"Happy to meet you Mrs. Jo—" A nudge from Angel cut him off.

"Francine." Angel whispered to the Doctor.

"—Francine. Heard a lot about you." The Doctor said while shaking hands.

"Have you? What've you heard, then?"

Angel stepped in to take over his failing conversation. "That you're a strong woman. So strong, in fact, that you're ex is emasculated by it in his older age." Angel provided her opinion of the tidbits of information Martha has been dropping her throughout their nightly conversations. Francine looked puzzled, not sure if she should be flattered or offended.

A tink tink tink cut through the chatter.

"Ladies and gentlemen, I am Professor Richard Lazarus, and tonight I'm going to perform a miracle. It is, I believe the most important advance since Rutherford split the atom. The biggest leap since Armstrong stood on the moon. Tonight you will watch and wonder. But tomorrow, you will wake to a world which will be changed forever."

The old man turned after his speech and steped into the chamber of the sonic micro-field manipulator. After a moment an intense blue beam emitted and continued in an accelerating rhythm. Alarms started blaring.

"Something's wrong. It's overloading."

Sparks bursted from a box full of wires. Burnt metal and plastic fumes filled the air. The Doctor lept over the control station with his sonic to find SOMETHING to save the situation from catastrophe.

"Somebody stop him! Get him away from those controls!" Yelped the old Lady in the crowd.

"If this thing goes up, it'll take the whole building with it! Is that what you want?" He lept again, yanking out a cable. The machine stopped. Martha rushed forward to open the door and check on the man.

"Get it open." Martha grunted as she tugged the door open. A cloud of smoke billowed from the chamber. The Doctor rushed to see a new man emerge, age reversed. Camera flashes went off all around them.

"Ladies and Gentlemen. I am Richard Lazarus. I am 76 years old and I am reborn!" His hair was bleach-blonde, wrinkles gone and body a bit slimmer.

The trio stood off to the side. "That can't be the same guy. It's impossible. It must be a trick." Martha said in disbelief.

"Oh, it's not a trick. I wish it were." The Doctor said, brows tense.

"What just happened, then?"

"He just changed what it means to be human."

Angel looked at them both, wondering about the funny looks on their faces. The Doctor kept his eagle eyes on the professor, who began scarfing down an entire tray of hors d'oeuvres. Martha followed him as he headed towards the professor.

Angel decided to go her own way. She wanted to chat some more with Martha's family. "I'm going to stay here. Come find me later?" The Doctor and Martha left to confront the professor.

Angel found Martha's family for some more conversation. Mrs. Jones attempted to interrogate her, but Angel's story always gave her satisfying answers about being in medical school with Martha. Angel's knowledge in biology was certainly beyond her own. Her story checked out. Angel roused a few bouts of laughter from them after they shared funny stories of Martha as a child.

In return for the stories, Angel shared one of her own with them. She thought they might find Martha's geeky side amusing. She told them about Martha's constant critiquing of the medical inaccuracies that Hollywood has come up with. Leo was in the midst of laughter when an alarm went off repeatedly blaring the code Security One.

The Doctor got up on a table and started yelling. Martha and Tish stood behind him. "Listen to me! You people are in serious danger. You need to get out of here right now!"

"Don't be ridiculous. The biggest danger here is choking on an olive." A blonde woman argued back. Suddenly, a loud smash of glass and a giant scorpion-like monster roared from the upper level. It jumped to the main level. Everyone started running. Tables went flying. Leo took a hit for his mum. Tish and Martha were helping people out of the building.

The mouthy blonde woman stood there immobile from fright. The monster-man approached her for an attack. With no time to waste, Angel ripped the circlet off her head and unleashed her mind. She squinted at the monster to focus her psychic energy in his direction, then quickly released it, shoving him to the back wall. She used the chance to dash to Ms. Olive and half-dragged her to flee with the Joneses to safety.

"Martha! Can I used the sonic for a moment?"

"Sure, here." Martha passed the sonic over. "Use it quick, the Doctor probably needs it back."

Angel remembered learning about sonic devices from the Master and the TARDIS library. She pointed the sonic at her circlet, still in hand, and psychically reversed the psychic damper back to a perception filter. She tossed the sonic screwdriver pack to Martha before placing the circlet back on her head. Martha ran back inside.

No one looked in her direction. She sat off to the side on the steps and waited for her companions to return. She clutched her head trying hard to keep her focus on reigning in her psyche.

"She'll be all right. The Doctor and her, they'll look out for each other." Tish seemed to have learned more about the Doctor while she was away.

"She turned her back on us, went in there with that thing. For him." Francine's feelings of betrayal were heavy in the air.

"He must be some guy." Leo seemed to give the Doctor a break.

"Maybe she loves him." What Tish said struck her as odd. They didn't act like lovers, or friends either. Not exactly, maybe an awkward in between. Were Martha's feelings one sided? How long would she be willing to stick around if nothing panned out?

"She just met him."

"Is your daughter still in there with the Doctor?" She lifted her mass of curls to see who spoke. A random man who knows about the Doctor, odd.

"Do you know him? He's dangerous. There are things you should know."

"What things?" The man whispered something into Francine's ear. Angel didn't think she had enough control to read their minds unnoticed.

When Martha came out of the building with the Doctor, she had a confrontation with her mother, who implored Martha to stop going off with the Doctor into danger. They were cut off by a loud bang from the ambulance. The Doctor ran off in the direction of the commotion. Martha followed. Tish joined in.

Angel followed the group from a distance. She wanted to protect them, but feared for her life at the same time. She decided going unnoticed was the safest option.

The group slowly entered Southwark Cathedral. The sanctuary was mostly dark, just a few lights lit.

"I came here before. A lifetime ago. I thought I was going to die then. In fact, I was sure of it. I sat here, just a child. The sound of planes and bombs outside." The voice came from the naked professor curled up on the floor.

"The blitz," the Doctor engaged him in conversation. He needed more information about how this alien technology got into his hands.

"You've read about it."

"I was there."

"You're too young." The professor clearly didn't believe him.

"So are you."

The professor's body arched, loud pops and cracks echoed through the santuary.

"In the morning, the fires had died, but I was still alive. I swore I'd never face death like that again. So defenseless. I would arm myself. Fight back. Defeat it."

"That's what you were trying to do today?"

"That's what I did today."

"What about the other people who died?"

"They were nothing. I changed the course of history."

"Any of them might've done, too. You think history's only made with equations? Facing death is part of being human. You can't change that."

"No, Doctor. Avoiding death, that's being human. It's our strongest impulse, to cling to life with every fibre of being. I'm only doing what everyone before me has tried to do. I've simply been more successful."

"Look at yourself. You're mutating. You've no control over it. You call that a success?"

"I call it progress." The crunching and crackling from his body echoed louder. "I'm more now than I was. More than just an ordinary human."

"There's no such thing as an ordinary human."

"He's going to change again any minute," Martha warned.

"I know. If I could get him up into the bell tower somehow, I've an idea that might work."

"Up there?" Martha looked up figuring out the route to get there.

"You're so sentimental, Doctor. Maybe you are older than you look."

"I'm old enough to know that a longer life isn't always a better one. In the end, you just get tired. Tired of the struggle. Tired of losing everyone that matters to you. Tired of watching everything turn to dust. If you live long enough, Lazarus, the only certainty left is that you'll end up alone. "

"That's a price worth paying."

"Is it?"

"I will feed soon."

"I'm not going to let that happen."

"You've not been able to stop me so far." With that, Martha decided she needed to do something to aid the situation. The Doctor had a plan already, she could buy him some time.

"Leave him, Lazarus. He's old an bitter. I thought you had a taste for fresher meat."

"Martha, no." The Doctor warned. Martha dashed off to the bell tower.

"What are you doing?" Tish yelled, running after Martha.

"Keeping him out of trouble. Doctor, the tower!" Lazarus changed back into the scorpion-monster and followed after the sisters. Angel followed after him, hoping to remain undetected until necessary. Growls echoed throughout the cathedral.

The Doctor looked around him and up in the windows of the triforium. "Where are they?" He turned, not finding them. He gave into yelling, possibly compromising their position. "Martha!?"

"Doctor!" She called down through a triforium window.

"Take him to the top, the very top of the bell tower, do you hear me?"

"Up to the top? And then what?"

Tish saw the beast coming their way. "Martha, come on!" She grabbed her sister and they ran to more stairs. Meanwhile, the Doctor was devising a way to use his sonic and the pipe organ to resonate with the creature's body.

The sisters reached the topmost balcony of the bell tower. "There's nowhere else to go. We're trapped!"

"This is where he said to bring him!" Martha panicked.

"Right, so we're not trapped, we're bait." Tish began thinking her mother was right.

"He knows what he's doing. We have to trust him." Martha pleaded with Tish. She knew they just needed to hold on a little longer.

"Ladies," the scorpion-man called with an inhuman voice. He stomped his way towards them with his large arachnid legs from the opposite side of the tower.

"Stay behind me. If he takes me, make a run for it. Head back down the stairs. You should have enough time. Just do it, Tish!" A loud organ sounds throughout. The Scorpion-man's tail slashed across their way until Martha fell, hanging from the edge of the balcony. The Doctor turned his sonic up to eleven. Angel could no longer watch idly. Her eyes narrowed as she focused all her effort on willing the monster over the edge. She held in her psychic energy until enough compressed behind her browbones, then released quickly to force him over the edge. Martha's body dangled as she held on for dear life. With the monster gone, Tish and Angel lunged to lift Martha back to the landing.

"Martha!" the Doctor said, desperate to validate the safety of his companion.

It took Martha a moment to respond. "I'm ok. We're ok!" She yelled out to him. Then she looked to her sister. "Thanks." For a moment, Angel was offended for being ignored. Then she remembered the circlet was still on her head. She left it on, waiting until she could talk to the Doctor.

"It's the Doctor you should be thanking. I told you he'd think of something," Tish retorted. "He cut it a bit fine though, didn't he?"

"He always does. It's more fun that way." Martha chuckled lightly, feeling the adrenaline rush.

"Who is he?" Tish was out of her depth.

"He's… He's the Doctor." Martha said the only thing that came to mind. They headed back down the steps. Angel trailed behind.

The Doctor and Martha rushed in to embrace one another. A small celebration for not dying. Angel thought as she reached the main level. The Doctor felt the familiar avoidance sensation in his vision, and looked directly into it. He saw Angel there. She had a faraway look on her face. He approached her slowly, not wanting to overwhelm her even more. She managed to get through the evening without invading any minds. It made sense if she was feeling drained and overwhelmed. When he reached her he placed a hand on her shoulder to calm her.

Angel was able to resist jumping at the sound of the sonic screwdriver pointing at her head. The feeling of walls going up around her mind was more of a comfort this time. In her relief, she slumped into the Doctor's shoulder. He supported her with his arm as they walked back to the TARDIS. Her TARDIS. Angel smiled at her familiar home in her mind once again.

The ship was ruffled at the danger she had been in, but she was proud too. Proud of her human for acting as protector, something her sisters encouraged in each other.

Angel went off to her room, body stiff as a board. Her mind lingered on the scorpion-man tearing through the room, and the feeling of adrenaline surged through her again.

The sound of water splashing in her shower began. Taking the TARDIS' hint, she marched to her bathroom. She glanced at herself in the mirror. Her red-gold curls were a frizzy tangled mess. She took a deep breath and got busy removing her circlet from the knots and the pretty green dress that Martha chose for her.

The Doctor felt like he should check on Angel. He worried about her emotional state after her first foray with him out of the TARDIS. He didn't know her very well yet, and her reactions to things were still unpredictable to him. Additionally, her psychic prowess posed a potential problem in a distressed state.

Taking a shower did Angel wonders. She dried off and sprawled out across her bed. She swiftly fell asleep while staring out at the numerous tree branches.

Now this was interesting. The Doctor had never seen a companion's room as a forest before. Even more peculiar was the enormous house-in-a-tree. It certainly wasn't the size of a regular treehouse. He let himself in. The TARDIS blue walls brought a smile to his face as he climbed stairs in search of her. He poked his head in a few doors before he found her lying in bed. Her rosey curls tumbled wildly around her head. Her skin was pale. Her curves were soft. She was naked. And, oh God! Her eyes were open. She stared at him while he stared at her. He quickly raised his hands up to block his view of her.

"Angel! Why are you naked? Put some clothes on!"

"It's my room, I do what I like." She made no moves to obey. Without her circlet, she could feel his mind appreciating her form.

"I don't want to see anymore of that!" He implored.

"Oh, Doctor, I think you do," she said with her upper lip lifted in amusement.

The Doctor spun around and moved with purpose away from the torment.

Upon entering the control room, the Doctor retrieved a calamity lamp. Good. Something to forget his embarrassment with. He began preparations to take Martha with him to the planet of origin, Loam.