The TARDIS was lonely and The Doctor was bored. He'd spent the past three hours compiling a list of all the activities he wanted to do. He sat looking at his scratchy handwriting trying to decide what to do first. Though all those fun things really didn't seem like much fun with no one do to them with. Being alone was much harder than he'd remembered. "Pinwheels" he said aloud, the only thing that really seemed like a lot of fun to him. "I've got to have pinwheels around here somewhere." But he knew he didn't. Before he'd compiled the list he'd spent the entire day before organizing his closet and trying on all his favorite outfits. He spent at least three hours in a sequin suit he'd picked up in the 1970s. He would've remembered had he had a pinwheel because it would have left him with hours of amusement. "Pinwheels… where would I find a pinwheel?"

Deciding to leave his lonely TARDIS, The Doctor stepped outside without first even checking to see where he was parked. Luckily, he'd landed in London a few days prior. "I really haven't moved?" he said aloud. He examined his TARDIS noticing a multitude of fliers and posters plastered to the sides. "Humans. They never really stop destroying the beauty around them do they?"

"Who ya talking to, sir?" asked a small boy sitting on the curb a few feet away from the TARDIS. The Doctor looked around for a quick second, momentarily stunned. There was no one else around; he'd apparently landed in a very low traffic area in the middle of the night.

"No one - just thinking aloud," he gave the TARDIS a quick tap and then stepped towards the little boy.

"You're funny looking," the boy laughed slightly.

"Oi!" exclaimed The Doctor.

"It's your clothes," corrected the little boy.

The Doctor clutched his bow tie, "Fair enough." He was just getting used to the fact that not many people were a fan of his bow ties. "Hey," the Doctor walked closer to the little boy and crouched down to get a look at his face, "You're a child." He said it as if he'd made some huge revelation.

"I am not!" shouted the boy. "I'm ten years old!"

"Hey, when you get to be as old as me you'll think ten years old seems pretty small. Though you probably won't live as long as me. But you never know - you humans and your science."

"You are weird mister," the little boy laughed some more without even really understanding what The Doctor had said.

"Not as weird as you. Answer me this: if you're a ten year old boy, why are you here on a street corner in the middle of the night by yourself?"

The boy's face sunk. He looked at his old shoes and the pavement beneath them. He fiddled with his thumbs and decided to ignore The Doctor.

"Did you hear me, yeah?" The Doctor rested his hand on the boy's shoulder. "Where's your mum?" The boy shook his head. "Your dad?" The boy shook his head again. "So you've got no family," The Doctor concluded, "and you live alone on the street?"

"Not alone, sir. I've got friends."

"Of course, but you really ought to have a proper home. A school or something. Have you anything at all?"

The boy silently shook his head in response.

"Well, tell you what. I'll help you if you help me first."

The boy looked up, his face seeming both intrigued but slightly frightened.

"I'm looking," The Doctor paused and leaned in closer, "for a pinwheel."

"A pinwheel?" the boy seemed very confused.

"Yes. A pinwheel. Little things that go," The Doctor moved his finger in a circular motion and whistled along, "when you blow on them."

"What do you want a pinwheel for?"

"Stocking up. My stash is dangerously low. Now, where do you lovely humans keep those precious inventions?"

The boy looked confused but laughed again, "You really are very weird."

"I'll take that as a compliment. Well c'mon then, little one, time to hunt down that pinwheel." The Doctor sprung up from the curb and began walking, the little boy followed quickly after.

"But I don't get it. You're a grown man and you want a pinwheel but you don't know where to find one?"

"Essentially, yes." The Doctor stopped walking and bent over to talk closer to the little boy. "So tell me, where can I find a pinwheel?"

"At a shop," the little boy said as if the man were mad (which he most certainly was.)

"If you're not going to be helpful then I can just leave you back on the curb, you know," The Doctor threatened, but both him and the boy new that he wouldn't.

"No, no!" the boy quickly said. "Come on, I know a good shop!" The boy ran off ahead of The Doctor so as to ensure he would not be left behind.

The shop the boy lead The Doctor to was only a block away from where he had landed the TARDIS. It a small twenty-four hour convenience shop which happened to have a few odd items in the back.

"I think I've seen one here before!" said the boy, a few feet ahead of The Doctor, still walking quickly into the store. When the pair made it into the shop, The Doctor got his first real look at the boy. He looked very familiar; he thought to ask his name but he seemed too preoccupied with helping The Doctor.

"Hey!" shouted the shop keeper as he spotted the boy sprinting in the store. "Is this kid yours?" he asked The Doctor.

"He's under my care right now, yes, thank you," The Doctor didn't like the attitude the large shopkeeper had towards the boy.

"Keep an eye on him. I've had all sorts of trouble from his lot recently." The Doctor only nodded in response. He pursued the boy as he diligently searched the aisles for The Doctor's much sought after pinwheel.

"What kind of father brings his son to a shop at one in the morning?" shouted the shopkeeper.

"He's not my son." The Doctor corrected, very annoyed with the man. At the same time, however, the young boy hollered to the shop keeper: "I'm helping him look for a pinwheel!"

The shopkeeper made a few disgruntled remarks of confusion but ultimately dismissed the odd pair.

"Come this way! I think they're in the back!" the boy, growing more ecstatic as the journey grew on, ran to the back of the shop. The Doctor followed, briskly walking. "You see… I think there was a big box of them last time I was here."

In the back of the store was a dilapidated shelf with various items thrown about it. There were several poorly packaged toys for kids, a few toys for pets, pen and pencils, various cheap clothing items, contemporary poetry books, coloring books and months old candy.

"Oh neat, a fez!" exclaimed The Doctor as he immediately noticed another long sought after inanimate object. "Here, you have one too," The Doctor plopped another fez on the little boy's head. They met each other's eyes but The Doctor quickly looked away. The boy looked so familiar it was almost unsettling.

"Look, look! I found the pinwheels," the boy spotted the pinwheels in the very back corner of the shelf. He quickly pulled the box out without noticing that the box of pinwheels was supporting the entire shelf. "Uh oh…" muttered the boy quietly as the whole shelf began to wobble and slowly started to topple down.

"Run!" yelled the Doctor. He pulled the box from the boy and grabbed his hand, running out of the store.

"Hey get back here!" hollered the shopkeeper, but the two ignored him and ran down the block and around the corner back towards the TARDIS.

"We stole the fezzes! That man's never going to let me back into his shop," the boy seemed genuinely concerned.

"Oh, there're plenty of other shops. And look at the bright side," The Doctor revealed the box of pinwheels to the boy. He plucked one out of the box and handed it to him. "For helping me find them."

The boy giggled, "Thanks mister." The Doctor began to walk towards his TARDIS. "You're not from here are you?" The Doctor turned around and faced the boy. "Who are you?"

"I'm The Doctor. I'm from outer space."

"Wow, really? Can you take me to outer space?"

The Doctor was hesitant; he'd recently learned the effect he had on impressionable young children. "What's your name?"

"Rory," the boy responded. The Doctor's heart skipped a beat. "Rory Williams."

"Rory!" The Doctor sported a huge grin across his face. "Little Rory Pond the Roman!"

"What?"

"Oh, all in due time. Little Rory look at you, much cuter than little Amelia!"

"What are you talking about?"

The Doctor stood grinning at the younger version of his friend until a sudden realization occurred to him. "I should go."

"No wait!" Rory ran after The Doctor. "Can't you take me to outer space? So I'm not alone anymore?" The look is Rory's eyes were so sad and desperate that The Doctor had a hard time attempting to turn him down.

"I'll mess up your time stream, something you won't understand for at least another fourteen years."

"You're going to leave me?" Rory now looked like he was on the verge of tears.

"We'll meet again one day Rory, in the future." Rory's sad gaze didn't change. "How about this – I help you find a new home? And then we'll meet again, I promise"

A smile returned to Rory's face. "Can I keep the fez and the pinwheel?"

"Of course," The Doctor took Rory's hand and led him to the TARDIS. "So, tell me this Rory, have you ever heard of a town called Leadworth?"