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in blackwater woods

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Look, the trees

are turning

their own bodies

into pillars


of light,

are giving off the rich

fragrance of cinnamon

and fulfillment,

Amy opens the door of the TARDIS and steps out, breathing deep. Behind her, inside, the Doctor and Rory are discussing medical politics of the 23rd century - a conversation that’s lasted on and off for several weeks now. She’s reasonably interested in medicine, but only when Rory’s the one doing the explaining, and that’s mostly because she gets to see him being passionate about his favorite subject.

She has no trouble, then, with tuning them out in favor of paying attention to where they’ve landed. Landing in a new place and experiencing it for the first time is her favorite part of travelling.

She looks around. Then she frowns.

“Doctor?” she calls, turning back to let her voice carry.

The two inside don’t stop arguing. It’s not surprising, she supposes, given that they’re both interested in what they’re talking about. But it makes her feel suddenly and powerfully alone. “Rory?” she calls, a little louder.

They stop. “Amy? What’s wrong, love?” asks her husband.

He and the Doctor are suddenly at her shoulders. At her right, Rory puts a hand on her shoulder. On her left, the Doctor says, “What’s wrong, Amy?”

Her loneliness vanishes, just as quickly as it had appeared, and the familiar exasperation takes its place. “The people are six hundred feet tall, he says. You have to talk to them in hot air balloons and the Tourist Information Centre is made of one of their hats, he says. I don’t see any hats, Doctor.”

Here’s the issue: they’re indoors. Amy was promised Ravan-Skala’s sky festival, an event that only happens once a year, on the planet with no buildings. But the corridor they’ve landed in is definitely in a building - not to mention carpeted, sort of dim, and rather like any cheap hotel you could find at home.

“There’s something creepy about this place,” says Rory, his hand tightening on her shoulder. She reaches up and squeezes it.

“Exactly,” says the Doctor, moving forward as he clasps his hands together. He spins around to face them, pointing at both her and Rory. “Why is that?”

Amy frowns, looking at him as she tries to figure out what feels so off about wherever they are. This is a familiar game, though she’s never been very good at it.

“Where are we?” asks Rory.

“Great question!” he says. “Not on Earth, that’s for sure. The air tastes slightly different - can you tell?”

“Yeah,” says Amy, sniffing. There it is. There’s a vague hint of... something in the air, nothing she’d ever smelled before. “And if we’re not on Earth, but this place looks exactly like a cheap hotel on Earth-”

“Exactly!” exclaims the Doctor, waving his hands in tight circles in front of him. “Who would go to all the trouble? Why?”

“Let’s figure it out, then,” says Amy, starting to grin. The Doctor smiles at her and spins around, pointing forwards. “Onwards!”

the long tapers

of cattails

are bursting and floating away over

the blue shoulders


of the ponds,

“I don’t understand,” says the Doctor, pacing back and forth. He waves a pad of paper as he passes her. Amy exchanges a skeptical glance with Rita, the practical medical student, as Rory frowns at Joe’s dead body. “Lucy Hayward saw what she used to be scared of. Joe saw the dolls - bloody creepy buggers - which he didn’t seem bothered by at all. But what do they have to-”

“I don’t-” starts the nervous guy. The Doctor stops pacing abruptly, turning and moving in one smooth movement until he’s directly in his personal space with a finger in his face. “What is it, Howie?”

“I don’t think it’s just what she used to be scared of,” he says. “I don’t- I mean- I saw my room,” he says, in a rush. The Doctor nods, moving away, as if finally grasping how unnerving it is to have a half-mad alien in your face.

“I saw my room and it’s what I’m scared of now,” Howie gets out. “My worst fear, I guess.”

“And it wasn’t the CIA covering up aliens?” asks Amy, realizing a second too late how insensitive that sounds. Rory shoots her a sharp look from his seat across the aisle, next to the man himself, and she winces.

“No,” says Howie, looking straight into her eyes. Before she can muster up the ability to apologize, he continues: “I don’t want to talk about it, and I don’t think I need to. But- Doctor, I think- we see our worst fears in there.”

“Yeah,” says Rita, suddenly. Everyone jumps. “I saw mine too.”

Amy frowns. From what she’s seen in the hour since they lost the TARDIS, Rita has struck her as incredibly competent, practical, and able to take everything in stride. If she succumbed to temptation and looked in her room, the rest of them don’t stand a chance of resisting.

She sneaks a glance at the Doctor, who seem to be doing a quick mental calculation. As she watches, he seems to add two and two and end up with something unpleasant - he pales considerably, and then turns so she can’t see his eyes any more.

“Don’t look at me like that,” says Rita, to the room at large. “It’s impossible to avoid. And it’s-”

She hesitates, which only makes Amy more nervous. She hasn’t hesitated once, even with the alien revelation, since they got here.

“It’s terrifying,” she says, finally. “I mean, obviously, but you don’t realize how bad it’s going to be. It’s like that woman said. You have no idea what it’s going to be, but when you see it-”

“-you realize it could never be anything else,” finishes Gibbis. Amy glances at him, and sees that he’s avoiding eye contact.

“You saw it too,” she realizes.

The Doctor turns back, wagging his finger at the three strangers. “All of you have. We’re the only ones that haven’t, so far.” It doesn’t sound like a question, but she knows he’s fishing for a response, making sure he has all the data.

“Right,” says Rory. Amy nods.

“But we will end up seeing it,” says the Doctor. He still looks pale. “Eventually. Right, Rita?”


“But you can’t plan for it,” says Howie. “I don’t- I don’t think anyone can predict what it will be for them.”

“I can’t,” agrees Amy, surprising even herself. She doesn’t usually like sharing excessively personal things - but it’s true. She’s noticed, though, that people thrust into situations like these tend to make generalizations or assume rules in order to have some semblance of control, so it probably isn’t always the case. She glances at Rory.

Sure enough, he shakes his head. “I think some can,” he says. “I can.”

The Doctor wiggles his hands, but doesn’t say anything.

No one says anything, in fact. Amy considers going across the aisle to sit with Rory, but doesn’t want to step over the dead body, so instead she watches the Doctor, who seems to be getting stiller and stiller as he considers something. Finally, he says, “Would you say-”

He swallows. “Would you say that they-”

He’s watching the wall. Amy has a bad feeling about this.

“Would you say that the fears acted as they should’ve?”

“What?” says Howie.

The Doctor turns around. “Oh, come on. You know what I mean. If your fear was a person, did the thing in the hotel room know everything that the person should have? Was their personality the same?”

Gibbis shakes his head. Howie shrugs.

“Yes,” says Rita.

The Doctor turns to look at her. “You’re sure? Think carefully. This is important.”

“I’m sure,” she says.

“Would you say,” he says, “that it acted out of your control? Knew things you don’t know? Acted in ways you couldn’t predict?”

“Yeah,” says Howie. Gibbis is still silent. “I mean, I’ve pictured that scene a thousand times. But I’m not creative like that. I couldn’t have come up with what they said.”

“Right,” says the Doctor, exhaling. “Right.”

Amy knows, suddenly, what he’s planning on doing. Not why - god knows why he does half the stupid things he does - but that’s a question for later.

“I know how to figure this out,” he says. “I mean- I don’t know how. That’s the whole point. I’m using my phone-a-friend lifeline. Rita, how long did Joe have before he started being all-” He hesitates. “Joe-like?”

“A few hours, at least,” says Rita. She seems to have calmed down a bit. Amy admires her for that, and wishes she could have some of that serenity for herself. “We have a few hours before we go crazy. What do you need us to do?”

“Right,” says the Doctor, pointing at her. “Excellent. Good thinking. Except I don’t need you, Rita, for this part. I don’t need any of you, except-”

He hesitates, turning slightly towards Amy before aborting the movement.

He’s her best friend.

She takes pity on him, or maybe she decides to make his life harder. She meets Rory’s eye, and he nods at her. Go.

“You’re not going alone,” she says. “I’m going with you.”

The Doctor stares at her. “You don’t even know what my plan is,” he says.

She stares at him. Don’t make me say it, she thinks.

“You said it yourself,” adds Rory, helping him save face. “Make sure someone else can see you at all times. Amy should go with you.”

Amy closes her eyes, briefly, and thanks whoever’s in charge of Earth that Rory exists. Then she reopens her eyes and levels a look at the Doctor.

Time stretches out between them as she cows her favorite alien into submission.

Finally, he looks away, clapping his hands. “Fine. Pond with go with me, to my- to where I’m going, while her husband and the rest of you stay here. Rory,” he says, pointing at the husband in question, “you’re in charge, since you’ll be the only one who hasn’t seen their room. Don’t be cruel, don’t be irrational, but whatever you do, don’t let them leave. Got it?”

Rory gives him a thumb’s up, shooting a small, private smile at Amy. “Got it. Same to you, love.”

“Yeah,” says Amy.

“We can talk shop,” says Rita, giving them a smile of her own. Amy’s got to hand it to her - she’s holding up remarkably well, at least compared to Howie, who’s looking slightly green at the prospect of the Doctor leaving, and Gibbis, who is on his knees and seems to be praying.

“Awesome,” says Amy. She turns to the Doctor and offers him her arm. “Lead the way,” she says, because she’s not sure he’ll ever start moving if she doesn’t.

He slips his arm through hers. “Thank you, Pond,” he says, quietly enough that no one else can hear.

He starts to walk, seemingly without any doubt as to the direction. He seems confident, like this is just another normal day, but Amy knows better. His hand is shaking.

and every pond,

no matter what its

name is, is


nameless now.

It seems like they’ve been walking for hours. Logically, it’s been more like ten minutes, but Amy’s well aware that they’re on the clock, and the Doctor seems to be, too. He keeps getting slower as they get closer to where they’re going, though, which only makes it feel like they’ve been walking for longer.

His hand is still trembling, more violently than ever. She hates seeing him like this - when he’s scared, the stakes are bad, and she doesn’t want to think about that right now - so she casts about for a question to ask him. When he goes into lecture mode, he detaches himself from the situation, and it always calms him down.

After a few minutes, one hits her.


He startles violently, having been lost in his own thoughts. “Wh- Yes, Pond?”

“How do they determine the room numbers?”

“What?” he says.

She gestures around with the arm that he’s not holding. “I mean. No one knew we were coming, but you still have a room. That means everyone in the universe has a room, right?”

The Doctor makes a doubtful noise, but he at least seems to be considering her question. She continues: “Then what basis do the numbers have? Do the numerals have a significance or something? But then you’d need a number unique to every being.”

“Yes,” says the Doctor. “Good question. I don’t know.”

She frowns. The chase is the best part for him - he loves considering and discarding possible explanations, usually out loud where she has to hear them. For him to give up so easily...

It’s concerning, but she doesn’t say anything. If a good question like that one won’t bring him out of it, nothing will.

They make another left, and then another right, go straight through a four-way intersection, make another right, and suddenly the Doctor stops in front of a door.

Neither of them say anything. Amy’s usually the one to push the Doctor to do something difficult, but she can’t bring herself to make him go inside. Instead, she watches his face as he considers what’s in front of them.

Sure, it’s the room housing his worst fear. But what is he thinking? Why are they here?

Finally, he says, “Birth order.”

“What?” she says. He disentangles his arm from hers.

“The room numbers. They’re based on birth order, must be.”

“How do you know?” He doesn’t answer, but she barely notices, too busy examining the numbers of the doors in front of them.

They’ve arrived at number 436535.11. To the left, there’s 436535.10.2, 436535.10, 436535.9, and so on. She frowns.

“How can people have decimal places?” she asks. “If it’s birth order?”

“Different fears,” he says. “Different stages of life, so to speak.” He gestures at 10.2. “In there, I think there’s probably a dead body. Either that, or rejection.”

“How can there be a room filled with rejection?”

The Doctor shakes his head. She’s surprised to see that he’s smiling, a little. “Never mind.” He shrugs. “Chances are just as good that it’s Jackie in there, anyway.”

She decides not to ask as he turns back to his door, number whatever point 11. The discussion of the other doors seems to have calmed him down enough that he’s ready to go inside, and she doesn’t want to cause more delay.

He takes a deep breath and reaches out, turning the handle and opening the door just enough for him to see inside without letting her see anything. His smile grows into something almost... almost...


“Of course,” he says, quietly enough that she can barely hear him. “Did you really think it would be anything else?”

“Doctor?” she asks. He ignores her, pulling the door open fully and walking inside.

Amy knows the Doctor is brave. Things that still make her wake in cold sweats barely make him pause when they’re right in front of him. Whatever his worst fear is, then, is probably going to instantly turn up in her own room, wherever it is in this cursed hotel.

She doesn’t want to go inside. But he’s her best friend, and he’s already taken the plunge, so she takes a deep breath and follows him into the unknown.

Every year


I have ever learned


in my lifetime

leads back to this: the fires

and the black river of loss

whose other side


is salvation,

whose meaning

none of us will ever know.

There’s a blonde woman in a blue leather jacket standing at the window, facing away from them.

She seems mostly harmless - doesn’t even turn around, making Amy think that she didn’t hear the door open at all. But the Doctor stops as soon as he catches a glimpse of her.

Amy sneaks a glance at him. His hands are shaking, worse than before, and he’s paled again.

She looks back at the woman, but doesn’t see anything particularly fear-worthy. She turns back at the Doctor.

He takes a deep, shuddering breath, and runs his hands over his face. When he exhales and pulls them away, he seems reasonably collected, but Amy stops herself from relaxing too much.

This is his worst fear, Amy reminds herself. Whatever she is, it’s worse than anything else he’s ever come up against.

“Doctor,” she whispers. He doesn’t respond, so she looks over at him. He doesn’t seem to have heard her - all of his attention is focused on the woman in front of them. He barely looks like he’s breathing.

“Doctor!” she whispers, again. “Snap out of it!”

Thankfully, this time he hears her, blinking rapidly as he’s pulled out of his trance. “What is it?”

“What are we dealing with here?”

She doesn’t mean to rush him, but she’s only now realizing that they should have planned some kind of course of action for confronting this apparition, and it’s making her panicky. She’d spent the entire walk so worried about him that she’d forgotten they were about to confront a monster, and she needs to make up for lost time. Fast.

He blinks, again, and finally tears his eyes away from the woman. “What?”

“What kind of alien is she?” asks Amy, urgently. “What did she do? How many people has she killed? Is she going to sprout a plunger and start saying exterminate? Wh-”

She’d only said that last part because she tends to get wittier when lives are on the line - it’s not out of any real expectation that he’ll actually appreciate her joke. He’s facing his worst fear and all.

To her surprise, though, the Doctor interrupts her by chuckling. “Amy,” he says, fondly. “What are you talking about?”

Amy shoots another nervous glance at the woman, who still doesn’t seem to have heard them.

“This is your worst fear,” says Amy. “It’s for a reason. I would have guessed the Daleks, or maybe my daughter - your goddaughter - getting into the stash of booze, so she has to be worse.”

“Amy,” says the Doctor. He looks at her, then back at the woman, then back at her. His mouth is moving, but he isn’t making any noise. His hands start to move - seemingly of their own accord - but he still doesn’t make a sound. Her suggestion was apparently insane enough as to render him speechless.

She considers hitting him to snap him out of it, but is distracted by movement on the other side of the room. The woman’s shoulders are tenser than they were when they walked in, and her head is slightly cocked - she’s listening to them. Amy resolves her initial impression of her. Clearly she pays attention, and is restrained enough to not attack them outright.

She turns back to the Doctor, who is still waving his arms about like a madman. Amy understands the urge to laugh hysterically when faced with terrifying situations, but this is really too much. She pokes him in the shoulder.

“Doctor,” she says, and nods at the woman.

The Doctor straightens, the smile slipping off his face. “Of course,” he says, suddenly deadly serious. Amy feels butterflies in her stomach and quashes them determinedly.

“Amy,” he says, formally, gesturing to the other woman like they’re at a ball of some kind. “Let me introduce you to Rose Tyler.”

On cue, the woman turns around. Everything about her posture screams military, or at least, well trained by a serious organization. Her arms are crossed, her hair is pulled out of her face, and she’s wearing a no-nonsense expression. Amy can see how she would be a threat.

She strides towards them and stops in front of the Doctor. He closes his eyes and allows her into his personal space, closer than anyone’s ever tried to get before. Amy’s hand makes an abortive movement to stop her - but the Doctor would say something, if he didn’t want her so close.


Or is he that scared?

“Doctor,” greets Rose Tyler. She’s significantly shorter than him, but it still feels like she’s in his face. “Nice to see you.”

She turns towards Amy. It’s not particularly sudden, but she jumps anyway.

“You’re the one travelling with him these days, I take it?”

Amy glances at the Doctor, who opens his eyes and nods at her. She takes a deep breath. “Yeah. Me and my husband, and sometimes our daughter.”

“Wow,” says Rose. Strangely, it doesn’t sound sarcastic, the way Amy would expect someone evil to say it. It just sounds... normal.

She turns back to the Doctor, dropping her arms to her sides. “You’ve gone completely domestic, haven’t you?”

Scratch that. She sounds teasing.

The Doctor takes a deep breath and then- he-

wraps his arms around Rose, lifting her up with the force of his hug. Amy can’t catch much of what he says, except that there’s a missed you in there as he gently swings her from side to side.

Rose laughs, bright and sunny, and says, “Put me down!”

“Never,” says the Doctor, swaying her back and forth before he does in fact put her down. He’s grinning, wide, and Amy has never seen him this excited. It still seems off, somehow - but there’s no way he would hug an enemy.

As Rose straightens her jacket, Amy tries to get the Doctor’s attention without it being too obvious, but he’s too caught up in staring at Rose to notice anything she tries. She abandons her frantic hand waving and considers. This information changes everything. When the Doctor had been so nervous- when he hadn’t been able to tear his eyes away from Rose- it wasn’t fear.

The Doctor is enamoured with this woman.

Amy almost laughs. Of course his worst fear is an ex girlfriend. Facing the consequences of his actions, and all.

Rose finishes rearranging herself and looks back up at the Doctor, grinning wide. The Doctor smiles at her, although his face has lost all the joy of their reunion. It seems like he’s remembered where they are, suddenly, and it’s hit him like a bucket of cold water to the face.

He reaches down to cup the side of her head.

“Rose Tyler,” he says, his voice quiet. “What do you remember?”

Rose narrows her eyes at him. “What?”

“You are a projection of this hotel created for me,” says the Doctor, his voice turning cold, more or less. It’s still wavering. Amy can see how he’s struggling, but she’s not sure Rose can. “And I need your help.”

Her suspicions are confirmed when Rose steps back, out of his grasp. “Really?” she asks, the smile leaving her face. “Okay, we can do that.” Suddenly her expression is as frosty as his. “I don’t know how long I’ve been here. I was created from your memories, so the last thing I remember is watching the TARDIS leave me- leave us on that bloody beach.” She laughs, bitter. “That’s because that’s the last thing you remember about me.”

“Rose-” he says. “I didn’t-”

“No,” she says. “You’re right.” She sighs. “I shouldn’t- I’m not-”

She opens her mouth as if to ask a question, but he interrupts her. “I need you to focus.”

He’s looking over Rose’s head. Amy shifts, slightly, and sees the expression on his face. He’s torn, the way he gets sometimes when he’s looking at someone who’s going to die and there’s nothing he can do to stop it. “We need your help to figure out what’s going on here.”

Rose can’t see his face, though. She flinches. “That’s what you think of us, isn’t it?” she says. “I’d forgotten. But we’re nothing but apes to you, right? Apes with creativity. It’s what I am to you. A good problem solver.”

There it is, thinks Amy. Worst fear - a fight with an ex. Granted, it’s a pretty ugly fight already. Both of them are trying to hurt each other, now, and when you love someone that feeling is more painful than anything else in the world.

And she knows his treatment of his friends is a sore spot for him.

“We’re not doing this,” he says, his voice hard. Obviously Rose is rehashing an old argument. “We’re not- you’re not real. Rose Tyler doesn’t exist in this universe. All I need from you is her brain. So use it to help us.”

Rose adjusts her stance, crossing her arms again. “I don’t know what’s going on,” she says, in the same tone. “You need to give me some information before I can.”

The Doctor summarizes their findings in a few sentences, getting less cold and more animated as the story goes on. “And so we have four humans, one Tivolian, and one Time Lord, none of whom know what is going on and four of whom are going to go absolutely bonkers in worship to some Him in the next few hours-”

“How does this place know their worst fears?” asks Rose. “How am I here? Was it planning on you?”

“I don’t know,” says the Doctor. “Ditto. And no. We were planning on going to Ravan-Skala. Do you remember? I told you about it, once. We were going to...”

Rose ignores him, her posture shifting into something more tense, even as his voice trails away. “You say one person’s already died?”

“Yes,” says the Doctor, looking away from her. He seems hurt, and Amy’s hackles go up, even though it’s probably understandable for Rose to shy away from more friendly conversation, since their last one devolved so quickly. “Rory - that’s Amy’s husband, he’s a nurse - and Rita - she’s a new one, a medical student - are probably looking at the body now.”

“Ah,” says Rose. Amy realizes what seems so familiar about her posture: it’s military, again. She’s slipped back into the mission mode she was in when they first walked in.

It hits her that she should probably wonder what kind of organization Rose was in. Because it seems like the argument’s already over, and all of his fear - because it was fear, at least when he was standing outside the door - can’t have been for something that short. Anyway, the Doctor’s worst fear wouldn’t be- it wouldn’t be a three-minute argument, right? It has to be deeper.

What can it be?

“How did they die?” asks Rose. The Doctor frowns. Amy thinks back and realizes they hadn’t bothered to figure it out.

“I mean,” says Rose. “Knowing how they died has to give us some clue of what happened.”

“That’s... right,” says the Doctor. His face drops and suddenly he looks terrified.

Amy blinks. What the hell happened?

She’s not sure, but he looks like he’s on the urge of hyperventilating. He looks, somehow, like all of his worst fears were just fulfilled, and she realizes he hasn’t looked like this since they came into the room.

This, then, is why Rose is here. Whatever this is.

She makes a quick decision. She needs to get him out of here, if anything to give him some breathing room and ask him a few questions. If he’s this worked up from a single sentence... And they have a lead to follow up on, besides.

“We need to go and ask Rory and Rita, then,” she says. Both the Doctor and Rose jump, as if they’d forgotten she was in the room with them. As they turn to face her, Amy shrugs, feeling see-through. She compensates with extra bravado. “We’re running low on time, aren’t we?”

“Yes,” says the Doctor, his expression changing from fear into confidence. Amy hates it when that happens - it means he’s figured something out, gotten ahead of her. “But we need to figure out what’s going on, too, or at least come up with a viable theory. Amy, you need to stay here.”

“What?” asks Amy. There’s no way she’s letting him go out there on his own, not as his time runs out. Plus, she doesn’t want to be left alone with-

“We need to keep working on this problem,” says the Doctor, becoming more animated as the idea becomes more viable. “We have a lead, but that doesn’t mean we know anything. You and Rose can figure it out together, I know it, and she can’t- you can’t leave the room, right, Rose? So you have to stay here with her, Amy. It’s going to be- it’ll-”

He pauses.

“Why are you making that face at me, Amelia Pond?”

Amy wrinkles her nose at the sound of her full name.

Rose glances at her, then looks away. “She doesn’t want to be alone with me,” she says. “I turned up here, after all.”

“Ah,” says the Doctor. He turns to Amy, takes a deep breath, and looks her straight in the eyes. “It’s going to be fine,” he says, running his knuckles across her cheek - almost paternally. “I trust Rose. She’s not going to hurt you.”

Then why is she your worst fear?, Amy wants to ask, but now that he’s closer she can see the look in his eyes. He’s only a few feet from the breaking point, and she doesn’t want to push him further.

“Anyways,” he says, quietly. “I’m the only one who can find my way back. Otherwise I’d send you.”

“Yeah,” she whispers, trying not to worry too much. He’s a pseudo-immortal Time Lord - he’ll be fine. “Okay. Go ahead. We’ll be here.”

The Doctor pulls back, a manic look slipping onto his face. “Excellent!” he says, clapping his hands together. “I’ll be back! No one wander off!”

“Right,” says Amy, glancing at Rose.

Rose looks around. “Couldn’t even if I wanted to.”

“Precisely!” say the Doctor, giving them both finger guns as he backs out the door. Then he closes it, and Amy is left alone with Rose Tyler.

“Right,” she repeats.

To live in this world


you must be able

to do three things:

Amy turns to Rose.

She’s not sure what she’s expecting. Rose doesn’t seem to be evil, or particularly harmful, even inadvertently. She seems to be important to the Doctor, yes, but that doesn’t mean anything. Daleks are important to the Doctor. So are bananas, for that matter.

“So,” she says, trying (and probably failing) to sound casual. “Any ideas?”

If anything, Rose has good problem solving skills. She’d said it herself, earlier. Of course, the one time she’d demonstrated them, the Doctor had nearly had a panic attack, but Amy’s sure it’s fine. And Amy’s own reasoning skills aren’t half bad, either. They just need to use them.

By working together.

Amy’s not particularly known for her cooperative nature. Bloody hell, are they screwed.

Rose frowns. “Did you notice anything odd about the other people in the hotel? The Doctor doesn’t usually think to check this, or at least the him I knew didn’t, but if someone’s faking it- or planning on-”

“Sorry,” interrupts Amy. “You knew a different regeneration of him?”

Sue her. It was practically an invitation to ask about Rose’s past with the Doctor. Amy knows they’re low on time, but she has a feeling that the key to this is getting more information.

“Two, actually,” says Rose, absently. She still looks thoughtful. “Or possibly there’s a clue in how they talk when they go crazy? Are they being controlled? Are they acting out of character? Or are they speaking of their own volition? Do they want it?”

“I dunno,” says Amy. “I mean, I haven’t really seen any of them being controlled. By the time we got here, Joe was already crazy-”

“No video footage?”

“No,” says Amy. “Listen- I need you to pay attention to me.”

Rose instantly turns to Amy, her gaze sharpening. “Yes?” Amy half expects her to finish with soldier?, but apparently Rose can still talk to civilians.

“I don’t have enough information,” says Amy. “You have to tell me: why are you in the Doctor’s room?”

Rose stares at her for a second. Then she frowns. “I don’t see why that matters.”

“It does,” insists Amy. “Look, I know you still have questions, but take my word for it: I don’t have any other information about the victims. The only other lead we have is the hotel itself, and you’re a primary source. So-”

She sits down on the bed and pats the coverlet next to her.

“What’s your story?”

Rose sits down next to her, slowly. She’s still staring at her.

“Well?” prompts Amy.

Rose sighs and looks up at the ceiling.

“I used to travel with him,” she says, slowly. “I- I got lost. I was trapped in a parallel universe for a few years. I got back in time to help him save the multiverse, and then he dumped me right back at-”

She sighs. Her voice had gotten louder, but she takes a deep breath and gets it back under control. Her posture stays relaxed, though - fallen from the military posture she’s had since her confrontation with the Doctor.

She’s Amy’s age. It’s an odd thing to realize, because she seemed so much older, like she’s on the Doctor’s level. But she looks about 21 or 22, maybe 25 at a stretch.

“I don’t think I’m his worst fear,” says Rose, eventually. “I mean- I don’t- I love him, you know, and he loves me, or at least he used to, enough to break all of his rules. And I think he might still-”

Her hands close over the coverlet.

“It isn’t me,” she says, after a pause, sounding sure of it. “It’s- I think he’s terrified of losing me, the way he already did. And not- I mean- he’s done it on purpose. He’s chosen to lose me three times, now, at least, and he does the same to everyone else. So it’s not just that. It’s-”

She hesitates. Amy finds herself feeling curious about what the answer is, and not just because it will help her understand something about her famously private best friend. There’s something intriguing about this woman who claims the Doctor likes her best, made sadder by the fact that he refuses to acknowledge who she is. She’s obviously unique in some sense, if she’s in his room, and she seems as real as any other-

She isn’t the real Rose, though, argues part of her brain, and Amy flushes in remembered shame. She’d listened to that voice when encountered by the Flesh clone of the Doctor, and then it turned out that Amy herself was a clone, too. She’s spent enough sleepless nights feeling guilty over her treatment of him - and her hypocrisy - to know better now.

Speaking of which, though: it’s odd that the Doctor didn’t make the connection, too. He’d been so insistent that the Flesh Doctor was real and everything. He’d make the same argument for this Rose, right?

Unless it isn’t about his principles. Which, okay, yeah, probably pretty obvious, but it’s still important. He’s denying that Rose is real for another reason.

What is it? It should have to do with his fear... right?

“How long did it take him to come here?” asks Rose, suddenly. “I mean, once he realized-”

Amy thinks back. “About four minutes.”

Rose nods. “There is is. It’s- he- he’s always going to do that, I think, and that’s what scares him. Once he knows he can see me, he’s going to, and damn the consequences.” She stops, and frowns. “Huh. I don’t think I understood him this well before.”

“But now you do?”

Why would the room’s creation have extra knowledge? Is it to somehow make them scarier?

“Yeah,” says Rose, frowning again. “I think- it’s because of his expectations. He imagines that I must know him pretty well by now, because of my husband.”

Amy decides they’ve gone far enough down the rabbit hole and doesn’t ask. “So you think his worst fear is you? But not you, specifically, but his dependence on you?”

“Yes,” says Rose.

“Because he has faith in you,” she says. “He always thinks you’re going to help him save the day.” It reminds Amy of Gibbis. When they’d left, he had been on his knees, praying to the god of benevolent conquerors or whatever.

And now that she’s thinking about it, the others had been doing similar things. Howie had been talking about the X-Files, or something, to reassure himself that problems like this are solvable. Rita had kept anxiously putting her hands next to each other, palms up, as if her subconscious had already started praying. The Doctor’s immediate running to Rose isn’t so unexpected, in retrospect.

“Yes,” says Rose.

Of course it makes sense. Religion exists to reassure people when they don’t know what’s going on (basically all the time, for everyone, but oh well). But if everyone copes in approximately the same way, and the victims all end up praising Him-

Could it be connected? Does the hotel want them to pray, or at least fall back on faith?

Why would something want that?, thinks Amy, and wanders back into her mental archive of Doctor-related conversations for an answer. He’d mentioned, once, something about something like-

Oh, yeah. He was telling her all of the times that the Earth was saved with no one the wiser - initially a ploy to show her the necessity of waking up early, somehow - but after about ten minutes he’d gotten quiet and said, “And then there was the Year That Never Was.”

Amy hadn’t had any idea of what he was talking about (which was expected, considering the conversation topic), but even she had heard the capital letters. “What?”

“The Earth was saved by a singular, spectacular woman,” the Doctor had said. “And the power of belief.”

Belief is powerful.

Amy blinks. Joe had just- he’d just dropped dead, like a string was cut. But if the power of his belief, all that kept him alive and kicking, had been seized, somehow...

“Rose,” she says. “I’m not very good at medicine, but I am very good at figuring out mysteries.”

“The Doctor only takes the best,” agrees Rose.

“Of course,” says Amy, even too distracted to make a joke, or possibly take a bow. “What if the hotel is harvesting their belief?”

Rose frowns. “What?”

Amy stands and turns to face her. “Think about it. The Doctor came straight to you because he has faith in you, right? The others who are still alive also turned to whatever they believe in. The hotel has to have planned on that. And before the victims died, they kept saying ‘Praise him’, like they were worshipping something.”

“So faith is involved. Obviously, if people are seeing what they fear the most.”

“Yes,” says Amy. “Obviously.” She uses air quotes. “Not everyone’s para-military, or whatever organization you come from, you know.”

She grins at Rose, to show there’s no hard feelings, and keeps talking. “But why show people their worst fears and cause that belief?”

“This could be a prison of some kind,” says Rose. “The Doctor’s no saint. I mean, you and your husband haven’t even been drawn to your rooms - if you were brought here by accident, just because they wanted him, it would make sense.”

Amy shakes her head. “I don’t think it is. Why would the people die, then?”

“Torture and then execution?”

“Stop poking holes in my theory!”

Rose smiles, holding her hands up in surrender. “I’m only playing devil’s advocate!”

“Sure,” says Amy, looking at her mock-doubtfully, before moving on. “Anyway, why would they keep saying ‘Praise him’?”

“That’s true.”

“And you’re right,” says Amy. “It’s just a theory. But the Doctor mentioned something about the power of belief, once, and how it saved the world. If it’s that powerful, can’t it be used as a- a power source, or something?”

Rose’s smile melts away. She’s left with an expression of regret and pain. She looks like she’s remembering something - that, and she just realized something about their current situation. “Yes,” she says, quietly. “That’s true.”

Amy’s curious, and anyway, they can’t do much else without getting the Doctor’s information. “Were you there? What happened?”

Rose takes a deep breath and looks away from her. “Someone took over the world with a paradox,” she says, quickly, “and trapped the Doctor, powerless, on an aircraft carrier, forcing him to watch as he wiped out the human race. His companion at the time - a medical student named Martha, smarter than he was, usually - walked the Earth, trying to stay alive and pass on his story, so that when the time came the concentrated power of our belief would free him and then paradox could be undone, destroying that timeline.”

She’s gone back to mission mode. Amy realizes she does it to take a mental step back from what she’s describing.

“Are you... are you from that timeline?” she asks. It would make sense for a tough military person like Rose to be from an apocalyptic Earth.

Rose shakes her head, grinning a little. “Nah. I’m from London, same as any other regular person. I was- I was travelling around on my own at the time, trying to find the Doctor, and I ran into Martha. I helped her out for a few weeks, kept watch while she slept so she would be alert enough for her stories. I slept while she told them. I didn’t think it was Earth - didn’t think something so horrible could happen to my planet - and the details she’d mentioned just made me miss the Doctor even more. If I’d stayed awake, I might have-”

She inhales sharply, then closes her eyes and exhales.

“It’s past that time now. But her stories must have worked. Which means- yes, your theory is definitely possible.”

“It depends on how the people died,” says Amy. “There must be some way to tell if their belief was somehow harvested. We’ll just have to wait for the Doctor to-”

On cue, the door bursts open.

to love what is mortal;

“Amy!” says the Doctor, striding inside. He closes the door behind him, smiling wide. “Rose Tyler!”

There’s something off about his eyes. Amy realizes she’s not sure how long it’s been since he went back to the others. How much time does he have left?

“Hi,” she says.

“Hello, Doctor,” says Rose. She smiles at the Doctor, but it’s muted. “Did you get back to the others?”

“Yes!” says the Doctor, looking thrilled. “We found out how they died! Well, I didn’t really, it was mostly Rory and Rita-”

Here we go, thinks Amy. She’s worried to death about this man, but can he please shut up for even five minutes at a time?

“-have I mentioned how incredible she is? Of course, Rory is great, but Rita’s only a few involuntary statements away from going crazy, and she’s never been off-planet or in a life-threatening situation before, and she’s solving mysteries about alien causes of death-”

Amy shoots him a look, crossing her arms. He clears his throat. “Anyways. Joe died of... Get this, Amy! Nothing was wrong with him.”

She frowns. She’s not a medical expert, but it seems-

She looks over at Rose, who shrugs.


The Doctor flaps his hands excitedly. “Exactly! He just stopped functioning, like he ran out of energy, or something.”

Amy has to resist the ridiculous urge to smile. It’s a terrible situation, but she may just be right about what’s causing it, and she’s proud of her ability to figure these things out. “You mean if he’d had a protein shake, he’d still be alive?”

The Doctor shrugs. “Probably not. Rita said he’d mentioned eating about an hour before getting here, so he probably wasn’t hungry. Rory says - he’s got more experience with this sort of thing, Rose - it’s likely his energy was sucked out of him on purpose. Since Joe was acting so weird, he thinks whatever made him Joe was taken, somehow. If we truly have souls, taking them would kill us, pretty quickly. Rita’s seen heart attack victims at her hospital, and she says the symptoms are similar, and that it seems like defibrillation would’ve had a positive reaction, and it’s fascinating, really, I could-”

Amy turns to Rose, arms crossed. Without looking at him, she says to the Doctor, “So what you’re saying is that something sucked out their energy and possibly their soul for their own uses-”

Rose throws up her hands. She’s grinning, slightly, and Amy knows it’s only out of worry for the Doctor that she’s not full-out laughing. “Fine, Amy!”

The Doctor frowns at both of them, half upset at being interrupted and half at missing the joke. “What?”

“We’ve figured it out,” says Amy. “The last thing we needed was the medical evidence. The hotel is harvesting people’s energy, somehow.”

“Ah,” says the Doctor, the smile dropping off his face. “That- that would make sense.”

“Yeah,” says Amy, inclining her head at Rose. “Pretty obvious, in retrospect.”

“How- how would it do that?” asks the Doctor. He’s starting to look nervous, and it scares Amy. His real superpower is hiding his emotions: when he gets too anxious to do that, they’re really in trouble. “I can feel it coming. I’m not sure how, but it is. Keeping busy seems to help the others, but for me - the more frantic I get, the faster it comes.”

He shrugs, trying and failing to seem nonchalant as he looks away from them. “I suppose I’ll provide a lot of energy.”

Rose walks up to him, slowly, and puts her hand on his shoulder, facing away from Amy. It’s the first time she’s touched him this whole time, and Amy doesn’t miss the small tremor that runs through him.

She’s figured it out, Amy realizes. If they’re being killed by their faith, the Doctor-

“You will,” says Rose, quietly. Amy feels like she should turn around or something. He’s never like this with her - even when he’s sure they’re going to die, he’s manic and hopeful until the end. It’s Rose’s presence that’s made him this delicate, and it feels wrong that she’s watching.

She doesn’t turn away, though.

“You will provide a lot of energy. But not for the reason you’re thinking.”

The Doctor furrows his brow and looks at her.

“It’s belief, Doctor.”

He swallows, his Adam’s apple working. “What?”

“Showing people their worst fears makes them think of what they believe in,” says Rose. “When they focus on their belief, they have more energy, and that energy is easier to harness. You’ve done it before, although to a much smaller extent. Remember-”

“-Martha?” finishes the Doctor. He looks up, away from Rose’s face. “Of course I do. I could never for- I will always remember.”

“Good,” says Rose. “She deserves it. But- Doctor, you’re a prime candidate. Do you see why?”

The Doctor looks back to her face. Something must click, because the confused lines on his forehead clear. “Oh.”

“Yes,” says Rose. “You came- love, I’m sorry, but you came running straight to me. The source of your fear was your faith and the hotel only made you believe in me more and-”

“But I've seen a lot of this universe,” says the Doctor, quietly. It sounds like he’s quoting something. “I've seen fake gods and bad gods and demi-gods and would-be gods, and out of all that, out of that whole pantheon, if I believe in one thing, just one thing, I believe in-”

“Stop it,” says Rose, her voice shaking. “Don’t do that.”

“I will always do this,” says the Doctor, his voice going faint with horror. His worst fear, thinks Amy. “I will always-”

“You need to stop it!” says Rose, her voice getting louder. She still sounds shaken. “It puts you in danger! You’re about to die, Doctor! You can’t keep running towards me when you spot the barest hint of a chance-”

The Doctor raises his voice to match her volume. “Tough luck, Rose Tyler!” he shouts. He steps backwards, away from her. “Because I will always need you! I need you enough that I saw you when I had to make the hardest choice of my lives! The only reason I was able to make that decision was because you were there. I hadn’t even met you yet, but the worst weapon my people had ever made knew that your face was its best chance to convince me not to commit geno-”

Rose takes her own step back. She shakes her head, like she understands what he’s saying but doesn’t want to believe him. “What?”

“Yes,” he says. “You were there.”

She turns around to look at Amy as if she can’t handle what he’s saying. Amy has no idea what he’s talking about, but she nods at her. Keep going. It’s a good, important thing she’s telling him - he seems unable to find closure for anyone he loses, just locks it up inside. If Rose can convince him to let go of her-

Rose turns back to the Doctor. “You didn’t need me,” she says. “You could have done it.”

“You don’t know that,” says the Doctor.

“Yes, I do,” she says. “I believe in you. You would have done it because it was the right thing to do, no matter how much it hurt you.”

The Doctor stays silent. Rose sighs. “Doctor, I mean it. You don’t need me. You need to let me go.”

“No,” he says. “My worst fear is the fact that I’ll always come running, and that I will never be able to do anything without you. But- Rose, I can’t just kick you out of my life. Ten tried. It didn’t go well for him, emotionally.”

“I’m not telling you to,” she says. “Lord knows, I never want you to forget about me, and I definitely don’t want you to repeat what he did. But you didn’t need me for this. Amy figured it all out on her own. All she asked me for was our history, and you could have given her that. Doctor-”

She sighs.

“You need closure. You’ve been doing just fine without me for so long, and this- this open wound, it can hurt you when you least expect it.”

It reminds Amy of times he’s frozen at the wrong moment, reminded of someone he’d lost centuries ago. Rose is right.

“Or someone could manipulate it,” says Rose. The Doctor looks hurt, like what she’s saying is a betrayal of everything he’s known about her. Amy isn’t sure if it’s the general betrayal of you’re making me deal with my emotions or if it’s a deeper issue. “You need to heal.”

The Doctor frowns at her, opening his mouth to argue before hesitating.

Oh, thinks Amy, realizing what’s happening. Rose is breaking his faith in her - and at the same time, his fear of her - in the most loving way she can manage, both by making him realize he needs to move on and making it easy for him to do so.

She’s probably been planning it since they figured out what was going on in this hotel. It’s why she’s looked so nervous - nervous and sad - this entire time.

It makes Amy want to cry. It’s a good thing, and the right thing to do, but it feels like the end of something that has defined him.

“Of course Amy figured it out,” says the Doctor, eventually. “Amy’s spectacular.” Warmth blooms in Amy’s chest, the way it always does when he compliments her.

Rose sighs.

He shrugs. “And that’s why I take companions. I can’t do this alone, Rose.”

“Of course,” she says. “But you don’t need me.”

“No. Not like I did. I got so used to needing you that when I stopped-”

He brushes a strand of Rose’s hair out of her eyes. She laughs a little. The sound is wet.

“You have a point,” he says. “About the letting-go thing. I suppose. I guess- I only need-”

With his hand still in her hair, he leans down and whispers something into her ear. When he pulls back, Rose is crying, fully and openly, loud enough that even Amy can hear it.

“Do you think that’ll do it?” she says, eventually. “Is that- is that all you needed to tell me?”

The Doctor looks down, taking Rose’s hands in his own. “Just this more,” he says. “I will always miss you. I will never forget.”

“Good,” she says. “I’m sure the real me knows that too.”

Then she reaches up and flattens his hair. “Go on, then,” she says. “Go fix this. Save the others and get out of here.”

“Will do,” says the Doctor, smiling at her one last time. He grabs Amy’s hand on the way out.

Just before they leave the room, Amy glances back. Rose is smiling at them, still crying. As Amy watches, she wipes her eyes, winks at them, and then closes the door behind them.

to hold it


against your bones knowing

your own life depends on it;

Later, in the TARDIS, after they’ve set the Minotaur free (via death) and taken everyone home (all alive), Amy walks into the library holding a steaming cup of tea. She’s in her pajamas and looking forward to a book - a common late-night custom of hers, when Rory has already gone to sleep and she’s waiting for her internal clock to realize the hour - and is surprised to find the Doctor sitting on the couch. He almost never goes into the library.

“Hey,” she says, sitting on the loveseat, adjacent to him. “I never see you here.”

“Yes, well,” he says, closing his book. It’s an old, dog-eared copy of Pride and Prejudice. “Rose and I used to spend almost every evening in here. I thought- I thought it would be fitting to come back. Make some new memories, and all.”

“Yeah,” she says, reaching out to grab his book. He doesn’t stop her, so she flips open to the cover page.

Rose Tyler is written in the top left corner. Amy traces the loops of the letters and looks back up at the Doctor, who’s watching her with a fond smile.

“Tell me about her,” she says. Now that they’re finally out of danger, she can finally ask all the questions she wants without having to relate them back to the mystery. “She wasn’t always military, was she? What was she like?”

“Oh, Amy,” says the Doctor. He grins at her. “She was wonderful.”

and, when the time comes to let it


to let it go.