Disclaimer: I own neither Doctor Who or the Sandman series. Maybe I do in my dreams...but the courts refuse to accept that as a valid proof of ownership.

The Doctor doesn't sleep nearly as much as his human companions do. He doesn't need to. But in truth, he doesn't want to. Because whenever he does sleep, he is haunted by faces from his waking hours: faces of people he has met, loved, and killed over the centuries. He doesn't remember most of their names, but he never forgets their faces. Sleep is not welcome, dreams are not a comfort. His escape is in the wonders of the waking world, not the darkness of his sleeping mind.

One night though, the faces of the past didn't appear.

Instead there was a figure, a man.

He was tall. That much the Doctor remembers. Tall, pale, and dressed in starlight-black. He was also vaguely familiar, like he had seen him before at the edge of his memories. It was like seeing a childhood friend; you recognize them on the street, but you do not know why because time has erased most of what you once knew.

They were standing in the TARDIS. The consul before them was mismatched and made from scraps of interiors of long ago. The Doctor was going to go somewhere, but he couldn't remember where. The man was standing next to him.

"Who are you?"

"I need your help, Time Lord, to retrieve something of mine. It will be dangerous, but that should not be an obstacle for you."

"Well, I'm certainly no stranger to danger. I do have a knack for finding it. Or it finds me, never really sure. But that's neither here nor there. I don't even know who you are."

"I do not need to tell you, Time Lord. You already know who I am."

The Doctor stared at the man. His eyes pulled him in. They were dark pools, seemingly empty as the void. But as the Doctor continued to look, he saw a light within them, glowing like a white dwarf star, faint yet at the same time glaringly bright.

"Oh…You're one the Endless. You're the Storyteller." The Doctor stepped back. It was very rare that he found himself both confused and in awe.

"That's what your people call me. Yes."

"B-but, that's impossible…You're just a children's story."

He still remembered some of those tales: The little ghost stories they would tell each other at night, legends of the dark ones that governed the forces of the living universe. When he was a young he believed in them, but like all childhood convictions, they lost their power as he grew older. It appears that he was wrong to do so. The universe does like to surprise him.

"You should know by now that there is a fine line between reality and fiction."

The Doctor nodded. His head was clearing a little; he was starting to understand. Somewhat.

"What are you doing here?"

"As I said: I need your help to retrieve something."

"What?"

"Something was stolen from my realm."

The Storyteller took his hand out of his cloak and lightly touched the consul monitor. It buzzed and hissed; an image of a stone appeared through the static.

"This is a Dreamstone, taken by an errant servant while I was imprisoned. It contains power from the Dreaming that, when used in the wrong way, could damage both the waking and the sleeping worlds. Lives could be a stake."

He pulled his hand back from the monitor. The image vanished into darkness.

"I need you to recover it for me."

"Don't get me wrong , I'm not saying no or anything, but, if what I know of you is true, you have the power and influence to retrieve it yourself. Why are you asking me to do it instead?"

"I have other, urgent business to attend to. And this task cannot wait until I am available."

The Doctor nodded again, and ran his fingers through his hair.

"Right. Lives at stake you said, well, I'd better get crackin'. Only, I need more information about who's got the stone, where they are, and what they are going to use it for if I'm going to help."

The Storyteller placed his finger tips on the monitor again, and an image of a man floated in the static. It was hard to make out, but he looked fairly normal. 51st century human, the Doctor guessed. Middle-aged. The man wore the uniform of an academic: jacket, tie, and pants, albeit wrinkled and slightly old fashioned. His hair was greying and disheveled, and he peered at the world through small, squinted eyes.

"His name is Henry Hyde. He used to be a professor until he found the stone in a dig on the moon where my servant had hidden it when I returned. The stone has amplified Hyde's dreams of power and now he wishes to use it to manipulate dreams and gain control of the entire galaxy. He is currently in an abandoned building on the moon in which he found the stone."

Coordinates emerged from the static in the corner of the screen. Hyde's face faded and an image of grand yet dilapidated building appeared. There seemed to be lights moving within and figures shifting across the windows. But before the Doctor could take a closer look, the Storyteller's fingers moved away from the monitor and darkness reappeared on the screen.

"He needs to be stopped. If you do as I ask, you will receive a boon from me, though I suspect that you do not need further motivation."

With that the Storyteller began to fade. But before he vanished completely, when all that was left of him was a faint shadow, he stopped and spoke again.

"One more thing, Time Lord. The stone reawakens and heightens even the most suppressed dreams. Be careful."

Then he was gone, and the Doctor woke up.

)))0(((

The TARDIS landed half a mile away from the building. The only light was coming from the distant star in the middle of the system. It was a cold and faint light. Fog from the surrounding saltwater lakes drifted up from below and shrouded the building in a watery veil. Yet despite the distortion, or maybe because of it, the place looked exactly like the image the Storyteller showed him: derelict but not completely abandoned. The paint was pealing, the windows were cracked, and the empty bell tower loamed over everything, but there was still movement within.

The Doctor walked, pulling his jacket closer to him. He wasn't normally affected by the temperature around him. His tolerance was high. Yet there was something about this place that chilled him to the bone.

The front door was locked, but that was easily fixed. The floor boards creaked underneath his feet as he stepped in. The house was probably one of the first created after they had terraformed the moon, the Doctor concluded. It was abandoned when other, nicer places where terraformed and the population here dried up. While in use, it probably served as the moon's government headquarters, a city hall of sorts. In that case, the Doctor knew where Hyde was likely to be: the council chambers in the center of the building.

The hallways were dimly lit by the light drifting through the cracked window panes and the shadows in the corners swirled and shifted like the fog outside. The Doctor could hear far off voices, whispering into dark. It was colder within these walls. He buttoned up his coat, took out his torch, and hurried towards the center of the building.

Not for the first time, he wished he had a companion by his side at this moment. It would've been something to keep his mind of what was lurking in the dark. He had guessed what they were. The Storyteller had said the stone amplified and manipulated dreams, so therefore it could also affect nightmares. Now whether the voices and shadows were Hyde's nightmares, echoes from previous inhabitants, or even his own nightmares, the Doctor didn't know. But what he did know was that it wasn't right, none of it was.

A light gleamed through the crack at the bottom of the door that led to the council chambers. He could hear voices through the rotting wood, real voices not the whispers of the night that drifted in the hallways. He put his ear on the door and listened.

"No…no…no more "little guy"…Quick! What are you doing? It has to be done tonight!"

"Yes. Of course. Sorry. Please don't be mad…Please."

"Ha, the nightmares too much for you? Don't worry, you'll be spared when this is all over…if you hurry up!"

"Yes! Yes…yes…"

The Doctor unlocked the door as quietly as he could. The element of surprise was always handy. He put away his torch and sonic screwdriver and slowly pushed open the door.

"Oh, oh…oh…the things I'll do. No one will look down on me anymore."

It was Hyde. He was pacing the room, hands in front of him, holding the stone. Surrounding him was a mess of wires and cables and metals, probably salvaged from abandoned settlements. There was order to the chaos though. Everything centered around a single chair in the middle with an elaborate headpiece attached on the top. The wires then continued upward to the bell tower that hovered above the room.

The other person in the room was younger than Hyde, feasibly one of his former students. The student was tall and lanky, awkward and dirty as he fumbled with the wires for the device. His unkempt hair kept getting into his eyes. It was when he was pushing it out of the way that he saw the Doctor.

"Uh…uh…Professor? Professor?" the student mumbled as he stood up.

"What?"

"Hello! Just me," said the Doctor, waving. He always liked to put them off guard.

"What?" Hyde turned towards him. "Who are you? What are you doing here?"

"I'm the Doctor." He strolled towards the other two, hands in his pockets.

"Is that the Dreamstone?" The Doctor pointed towards the stone in Hyde's hands. "You know, I thought it'd be bigger. But then again, the camera does add ten pounds doesn't it? Or at least that's what they say. I'm not really sure that true. I think it's just another way to shift the blame. I hate when people do that."

He reached the chair in the middle of the room, carefully stepping over the various wires and cables on his way. "Let me guess. You're going to place the stone in the head piece so you can control its power, and then use the bell tower to amplify the signal. Judging by the height, you'll be able to affect the dreams of the entire moon and part of the nearby planet. And after that, it's only a matter of time before you have the whole system under your reign. Clever. So does this make this chair your throne? Kind of shabby for a throne. Just forgotten old wood. So if your throne is made of forgotten old wood, what kind of king does that make you?"

He swiveled towards Hyde, looking him in the eye.

"Listen. Listen, Doctor, I don't know who you are or how you know these things, but I will not be insulted," replied Hyde straightening his shoulders in defiance. "I will rule strongly and unopposed. Unchallenged."

"Really?" The Doctor stepped towards Hyde. "From what I know of people, they don't take strongly to others trying to control their minds."

"Oh, see…See that's where you're wrong. I'm not trying to control people's minds, or even their dreams. I'm only going to bring out their nightmares. Make them appear every night. Make them appear even in the daylight. Everyone, everyone will be begging me to stop, and that's when I'll take control. That's what I did to my student here, and that's what I'm going to do to you."

Hyde opened his hands and closed his eyes. The student began to cower and back away. The Doctor stepped back and reached for his sonic screwdriver. And then the world stopped and went black.

)))0(((

Darkness. Nothing but darkness. The Doctor was alone, utterly alone, in an endless field of darkness.

He could hear the voices again. They began as shadowy whispers, but unlike those in the hallway, their volume began to rise until he could make out what they were saying.

"You left me."

"You can't!"

"NO!"

Their words ringed in his ears, making his head ache. The Doctor knew this wasn't real. This was only an effect of the stone. But his hearts were pounding in his chest and he could feel his muscles tensing.

Soon the voices began to thin. There a man walking towards him. His footsteps echoed as he moved closer. The Doctor tried to make out him out, but the darkness was nearly complete and all that appeared was the faint outline of a body. When he was a few feet away, he stopped

"Rose?" A flower appeared in the man's hand.

The Doctor remained motionless. He recognized the voice.

"No? Well it guess it's for the best. You would've killed it anyway. You kill everything…in the end."

The voices increase in volume then and became more intense, more real. They were right beside him now, shouting and crying into his ears. He could feel breath on his neck.

"'No more,'" said the man. "Remember that? Of course you do. You'll never forget. All those flames."

The Doctor wanted to say something, to shout, to scream, anything, but he couldn't. He couldn't even move.

"1…2…3…4…So many of them…," continued the man. "And you don't even remember most of their names. If you knew them at all."

That's when the faces began to appear. They emerged from the darkness, one by one, pale, hallowed, defeated. The Doctor recognized them all. He wanted to close his eyes, to look away, but he couldn't. His hearts were beating uncontrollably now.

The faces were growing in number, coming endlessly out of the dark. They were surrounding him, closing in. The voices were now unbearable.

"What kind of doctor are you?"

The face of the man before him also started to become clear. His own face glared at him.

For once the Doctor almost found himself grateful that a companion wasn't beside him. He didn't like people to see him scared. It felt wrong somehow. He was the brave one, the hero. He couldn't show fear. Not that he often felt the cold finger of terror…except at night.

"No," he said.

"What?"

"You wanted me frightened. Well…congrats." The Doctor swallowed, shifting his weight. He had to move. He couldn't let the voices drown him, the faces consume him. "But I've lived with my nightmares for centuries and I'm not going to let them defeat me now. You know what keeps me going?" He reached inside his jacket and pulled out his sonic screwdriver. "You showed me a rose earlier. You're right. Someday it may wither and die, but it's the beauty of that rose while its living, the beauty of all the roses in every corner of the universe that helps me wake up and walk away from the likes of you."

Pointing it at the image of himself, he turned on the screwdriver. The faces soundlessly screamed and were pulled back into the darkness. The voices morphed into silence, and his mirror image only glared as he faded into nothing.

)))0(((

He was back in the abandoned council chambers. Hyde was on the floor before him, staring blankly at the ceiling, muttering "no, no, not you, please, not you" over and over again. The stone lay beside him where he dropped it.

"W-what did you do?" asked the student, alarmed and still cowering at the far end of the room.

"Reversed the power of the stone back on him," the Doctor replied grimly, putting away his sonic. "Easy enough. It may be from another realm, but the way it transmits its power is fairly straightforward. Just a simple physic transfer and amplification. Dreams and nightmares are just part of the subconscious after all. It wasn't creating anything. It was just going in and pulling them out."

He rubbed his eyes and sighed. He was tired. His muscles ached and his hearts were still pounding. He reached inside his pocket and pulled out a box, metal with a physic dampener. He leaned down and carefully put the stone inside. Hyde stopped staring and muttering and fell unconscious as the Doctor did so.

"You. What's your name?" the Doctor asked as he straightened and put the box back into his pocket.

"Uh…Mark. Mark Samson." The student relaxed a little now that the stone was safely stored away.

"Right, Mark. Can I trust you to clean this up? Dismantle that contraption, make sure Hyde is taken care of, etc.?"

"If I don't, are you going to use the stone on me?"

"No, 'course not…So, will you?"

"Yeah…Is Hyde going to wake up?"

"I'm sure he will eventually. But don't worry. He'll be powerless. He's just another man with nightmares now."

And with that, the Doctor walked out.

)))0(((

The Doctor knew the Storyteller would find him and retrieve the stone when he was ready. So he returned to the TARDIS and continued on. His fingered moved along the consul unconsciously. He knew where he wanted to go; he didn't have to think about it.

A few seconds later, the TARDIS settled. Leaving the stone on the consul, the Doctor walked to the door and opened it. Billions of stars shone unabashedly into the darkness, coming together to form galaxies that spun and danced around each other. Arp 723. The humans liked to refer to it as the Rose of Galaxies because these systems resemble a rose and its stem.

After what happened, the Doctor needed to see a rose.

"I see you have succeeded. Thank you."

The Doctor wasn't surprised to see the Storyteller standing next to him. He looked just as before and was holding the box with the Dreamstone.

"Well, it wasn't too difficult, in the end. It was a nice little side trip." The Doctor put his hands in his pockets and straightened up, still facing the galaxies. "It's been a long time since I've seen that system. It was nice to go back there."

"I trust the nightmares weren't too much."

"Nah. 'Course not." The Doctor swallowed. "Nothing I couldn't handle."

"Then I thank you again. Do you wish to claim your boon now?"

The Doctor turned towards the Storyteller. The glow from the stars seemed to reflect in his hair and cloak: soft blues and reds. Inside the void of his eyes, an even more otherworldly light twinkled.

The Doctor thought. It was not every day that he was owed a favor by someone like the Storyteller. There were so many things he could ask for: home, love, peace…He could make the nightmares go away. The Doctor looked back at the Rose of Galaxies.

"No."

"As you wish."

The Storyteller didn't seem surprised. The Doctor had a feeling he knew as much as him that every light required a dark.

"Take this." The Storyteller handed the Doctor a seemingly normal crystal. "When you wish to claim your boon, simply summon me with it."

The Doctor nodded and took the crystal. He clutched it as he turned back to the galaxies.

"Until next time, Time Lord." The Storyteller started to fade.

"Wait." The Doctor reached out. There was something about this whole thing that was bugging him. The Storyteller stayed. "There is one thing I'd like to ask. Why me? I mean out of all the beings in the universe, why trust me to retrieve this Dreamstone? I've seen what it can do. In the wrong hands it could topple empires."

"I chose you because I have seen the memory of you echo in the dreams and nightmares of billions upon billions of beings. You have watched planets burn and stars rise. You have killed whole armadas and saved entire civilizations. You have flaws but you also have morals and rules. And that is why I trust you."

With those words the Storyteller finally disappeared, leaving the Doctor alone in the light of the Rose of Galaxies.