A/n: Cover art for this fic is by the lovely Annie (link to her blog is on my profile :)! This AU includes Danny Pink (a character announced to join DW in the coming series), but it's just an AU version seeing as though we don't know much about him yet! Hope you enjoy!

There was a type of white noise that emitted from an in-flight combat aircraft that could be found in the emptiness of a holding cell.

But the similarities stopped there.

Clara Oswald was exhausted and shaking with hunger when she was finally placed in her cell. She'd spent a week on the induction wing, or so they said, but she didn't remember much of it. There were films, and forms, and searches. She remembered all her belongings being stripped away and then replaced with strange items that must have passed through thousands of other hands. She remembered her barrister's face what felt like months ago as he peered through the bars of her cell in reception and informed her that there would be no appeal (there was no point). She remembered her dad making the frantic trip down from Blackpool with the few belongings she was allowed to take with her—underwear, books, pencils, paper, toiletries—but he hadn't even had time to kiss her goodbye.

She remembered all of that, but what she didn't remember was why she was here.

But then again: maybe she was lying. It certainly wouldn't be the first time.

Her cell mate spared her the briefest of glances when she returned later that night. Clara was in the process of putting her sheets on her bed, acting so much on autopilot that she hardly felt anything at all, but when she saw the woman she was to live with, she stopped mid-action. For a terrible moment, she was caught staring at her. She looked entirely green thanks to the interweaving tattoos that littered every inch of visible skin. And she didn't seem amused by Clara's lingering stare.

"I-I'm sorry," Clara said quickly, averting her eyes apologetically. She cleared her throat and tugged her sheet straight, bracing herself for some sort of threat or insult. But what came was much different than that.

"I'm Vastra. Everything you hear about me is true. If you're clever and kind, we'll get along just fine."

Clara held her breath as Vastra walked up behind her, thinking that that couldn't possibly be it. She couldn't get off that easily. But when Vastra sat atop her bed and opened one of her books, Clara decided she might've lucked out with her cell mate.

It was the first time she'd been lucky in a while.

That first night, she saw wreckage behind her eyes.

She dreamt of explosions that shook the earth, of jets bursting into hot, licking flames, of the shouted commands of a man long gone. She saw her own hand—her fingers long and reaching—stretched out in front of her eyes, reaching down towards what looked like the mouth of hell itself. And then she watched those same flames surge towards her. They burnt through her ribs and filled her until she was the mouth of hell, too. But no matter how much she burned, he never came back.

She woke up to a sharp stinging pain. It bloomed over her cheekbone and settled into the bones of her face. She realized after a moment of staring up at her new cell mate that she'd slapped her, though she didn't look particularly angry.

"I'm sorry," Clara gasped. Her shirt was soaked through with sweat and she could feel every muscle in her body quivering. She was certain she'd vomit up the little food she had if she didn't get it under control. "I'm sorry."

Vastra stared at her almost curiously. She didn't seem drowsy at all, even though Clara was certain it was the middle of the night.

"Who's John?" She wondered. She cocked her head to the side. "Who's Danny?"

The nausea peaked. Clara sat up, quivering all the while, and then shoved her blankets off her legs. She ran her fingers through her hair and bowed her head, her breathing labored. Just the sound of John's name brought back the sound of explosions. And just the sound of Danny's brought back an overwhelming feeling of homesickness.

Vastra sighed heavily in annoyance when Clara failed to answer, but she didn't rise from the bed.

"It'll get better. What's your name?"

"Clara." She answered automatically. Her breath stuttered in her chest before she got it back under control. "Clara Oswald." She sniffed.

"All right, Oz. Take a deep breath. Whatever you were dreaming of, it's not inside this prison. It can't hurt you."

If she wasn't so frightened of Vastra, she would've told her just how wrong she really was. It could hurt her, and it was inside this prison. It was inside herself.

Clara had arrived after dinner the day prior, so she wasn't given a breakfast pack like most everyone else. She woke with a growling stomach and tried not to watch Vastra prepare her tea and porridge, but the smell of it—especially the tea—affected her more than she'd expected. She sat in her bed with her knees to her chest and her forehead pressed into her kneecaps, teary over the thought of her favorite mug back home. She was feeling teary over everything, and she had to piss so badly that it was staring to become an ache in her abdomen. But the toilet and sink were situated almost in direct view; the small wooden divider didn't do much to separate the room from the lavatory.

Vastra must have seen the way she was squirming uncomfortably.

"You've got to use the toilet at some point, you know," Vastra spoke up. Clara listened as she took a long sip of her tea. She pressed her forehead harder into her knees. "How old are you, Oz?"

Clara's voice was muffled.

"Twenty-seven."

"Two years younger than me and two years older than I was when I entered. You'll do just fine." Vastra reassured her. Clara heard her set her mug down. "Look. I'll put my earphones in just this once, all right? Go and have your wee."

Clara shot off the bed quicker than she'd thought possible. In the face of her near-exploding bladder, her hunger couldn't hold her back much at all. She fought with the regulation trousers and closed her eyes tightly, still partially in disbelief that this was happening to her. But it was her life now.

She perched on the edge of her bed and waited until Vastra pulled her earphones out.

"Thank you," she told her softly. She hoped she could read the genuine feeling of gratitude surging through her.

"Yes, well, I won't do it again," Vastra reminded her firmly. "You'll have to get used to it."

Clara rubbed her thighs nervously.

"I know." She assured her.

Vastra lifted her mug to her lips and took a sip, her eyes locked on Clara. She examined her for a few moments and then seemed to make up her mind about something. She turned and set her mug on the cheap chest-of-drawers beside her bed and then opened the top drawer. Clara watched her rifle around for a few moments before retrieving two things.

She held them out. Clara stared.

"Go on, take them." Vastra urged. "I ordered too many from canteen last week."

Clara's eyes burned as she leaned forward and took the throwaway coffee cup and tea bag. Her fingers shook.

"You can use my kettle. I'll start it up for you." Vastra continued. She rose from the bed and walked over to the chest-of-drawers. She picked up the electric kettle and carried it over to the sink to fill it. Clara was stuck in place, watching her, the tea bag sticking to her damp palm.

She couldn't help it.

"Why are you being so nice to me?" She asked. "I don't…I don't have anything to repay you with."

Vastra didn't even look up. She placed the kettle back on the electric ring and then turned the lever down, her back to Clara.

"Because I think you're clever. And I'm always looking for clever friends." She responded shortly.

Clara rose up on shaky legs when Vastra motioned her over. She carried her cup and tea bag over and handed them to Vastra. She watched as she dropped the tea bag in and poured the steaming water on top, her heart swelling with relief at just the sight of the steam. She took the hot paper cup and bounced the tea bag up and down impatiently, eager for it to seep.

"I'm in here. I can't be too clever." Clara said, without really thinking it through. She realized too late what Vastra could take that to mean. She looked up, stricken. "Not that I think you're not clever—I just mean…this wasn't exactly…"

She stopped, the words dissolving on her tongue. Vastra was looking coldly at her.

"I'm sorry." She whispered, horrified.

Vastra crossed her arms.

"I think you'll find out very quickly that we're the only clever ones in this country, Oz. I hope you find that out on the right side of things."

It sounded like a threat, and even though Clara knew making alliances she didn't quite understand was a mistake…the woman had given her tea. She owed her something.

"Right," she agreed quickly. She licked her lips. "I'm…whatever you need me to do. I'll do it. "

Vastra stared at her for a moment longer. And then she burst into laughter. Clara was left even more confused than before.

"I'm not bullying you into a prison gang!" She reassured her. "I'm just offering you my friendship for as long as I decide you're worthy of it."

It still sounded like a threat to Clara, but she supposed most everything would now.

She felt better after the tea, but when they were ushered out for lunch, she was lightheaded with hunger again. She seemed to glide over the concrete floors, like she was floating above them. Vastra stayed by her side long enough to explain how the next few hours would play out—lunch, an hour and thirty minutes of outdoors time, then back to the cell—but then she'd disappeared. Clara shuffled along with what felt like hundreds of faceless inmates, certain this would be the way her entire sentence would go. And then she had the shock of her life. It came to her in the form of men.

She didn't mean to stop in place, but the sight threw her enough to cause it. Another inmate crashed hard into her back, sending her falling forward into another inmate, and then she found herself on the dirty servery floor, tangled up with another woman. She groaned as the woman's hand pressed hard over her stomach so she could heave herself up. She found herself lying on her back, breathless, staring up into the face of a cross middle-aged woman.

"Watch where you're fuckin' going, you slag." She bit out.

Clara propped herself up on her elbows with a grimace. The inmate had already stormed off with her friends by the time Clara had worked her way back to her feet.

All in all, it was a great start.

She received her lunch—some mess that was supposed to be vegetable pasty—and then looked for the emptiest table she could find. But by some luck, she saw Vastra's green arm waving at her from across the room. Clara limped over, her stomach still sore from the pressure of the woman's body weight. She was sure she'd have a bruise.

Vastra was sitting with a pretty young woman probably around Clara's age, with light brown hair and a charming freckle above her lip. She smiled at Clara as she sat down.

"Hi," Clara greeted.

"Hello!" The woman echoed.

"Oz, this is Jenny, my wife." Vastra introduced her. Jenny waved cheerfully, like there was no place on earth she'd rather be than where she was. Clara smiled back politely.

They didn't ask much of her conversation-wise, something Clara was relieved for. She was sure she still wasn't fully present. She wasn't sure when she'd ever be. Everything felt strangely unreal—unreal enough that there was panic beginning to gnaw incessantly at Clara's heart. She had the urge to smack her head into the wall, just to see if she was really there. Perhaps it was all a terrible dream.

She realized Jenny and Vastra were asking her something after their third attempt. She looked up from her untouched tray.

"Sorry," she said tiredly. "What was that?"

Jenny looked almost concerned.

"I was asking what you're here for." Jenny repeated.

Clara licked her lips and looked down at her tray. Her spoon shook between her quivering fingers.

"Um…" she trailed off as she heard the sound of deep laughter. She looked behind her, distracted. "Why are there men here?"

When she glanced back at Jenny and Vastra, she saw the tail-end of an amused look passing between them.

"This is the premiere budget prison. Men and women, together. Saves space and funds, or so they say." Vastra shared. "You're lucky to be here when you are, actually. We used to have every meal in our cells. They only just started doing lunches here because it meant less kitchen serving staff."

If anyone had bothered telling her any information after her conviction, perhaps she would've known that. But everyone had treated her like cattle.

"Is that…safe?" She asked hesitantly.

She watched Vastra's lips curl up into a smirk.

"Oz, you're sleeping beside a woman who ate the face off a child murderer." She said. She paused just long enough for Clara's blood to run cold. "Nothing here is safe."

Clara had to force herself not to lean back from her. She stuck her spoon into the pudding-like substance on her tray just for something to do. Anything but jumping up and running away. She'd spent six years in the RAF. She'd worked in reconnaissance and she'd seen some terrible, terrible things—some of which she'd made worse. But she hadn't been herself since the fire and the loss. She hadn't been herself since she'd snapped and snatched for control that wasn't hers. She hadn't been herself since she'd stepped into this establishment and felt every ounce of control being stripped away from her. She was filed down to her bare bones, left shivering and scared. He would've been so ashamed of her.

"Some more than others, though," Jenny hissed. Clara looked up and followed Jenny's eyes. After a moment of searching, she found herself looking at an older man, tall, with dark gray hair and fierce eyebrows. He was standing in line for lunch, but he had a huge circle of space around him, like everyone was too afraid to get close to him for fear of what he might do.

Clara looked at Vastra, confused.

"Is he…very dangerous?" She asked. "What did he do?"

Vastra looked towards the man as well. Her words were contemplative when she spoke.

"I don't know. But I do know this: even the screws are terrified of him. He runs the men's wing of this prison." Vastra responded. She looked back towards Clara. "Whatever he did, he doesn't feel sorry for it."

Clara tucked her hands in her lap.

"How do you—" Clara stopped. She blinked and looked down at her tray, afraid she'd become too inquisitive.

"How do I know that?" Vastra asked. Her lips curled up into that same predatory smile. "Because he's the only person in this prison I fear."