The End of the World 2.0

"Right then, Olivia Felton," the Doctor smirked, standing at the console of the TARDIS with a crystal-looking ball in his hand. "You tell me. Where do you want to go? Backwards or forwards in time. It's your choice. What's it gonna be?"

Olivia bit her lower lip in thought as she leaned forward on the edge of the console, flipping her raven hair over her shoulder as her jade gaze darted over its surface before landing on him again.

"Forwards!" she finally grinned and watched the Doctor set the ball down then press two buttons before he turned back to her.

"How far?" he asked her.

"Uh…a hundred years," she smiled then watched him roll a wheel, lift a lever and turn a dial, the TARDIS shuddering as it started up, making the engines whir. He turned the same dial again and stood tall.

"There you go," he grinned, holding a hand toward the door. "Step outside those doors, it's the twenty-second century."

"No way," Olivia smirked.

"That's a bit boring though," he confessed. "Do you wanna go further?"

"Go for it," she grinned and the engines made their signature whirring sound as he worked on the console again.

"Ten thousand years in the future," he announced as the TARDIS stopped. "Step outside, it's the year 12005…the new Roman Empire."

"You think you're so impressive, don't you?" Olivia teased with a smirk, crossing her arms in front of her.

"I am so impressive," he retorted, defensively.

"Yeah, you wish," she grinned.

"Right, then," he shot back. "You asked for it. I know exactly where to go."

She watched him work the console, her excitement growing with the shuddering of the TARDIS until it stopped and he looked at her.

"Where are we?" she grinned, but he only held his hand out toward the door with a smirk and not a word. She looked to the door then back at him. "What's out there?"

He only held his hand toward the door, still not saying anything until she turned to head out. Olivia cautiously stepped out into a sleek, open room with a set of stairs leading toward a huge, covered window. She frowned back at the Doctor as he stepped from the TARDIS, shutting the door behind him and heading toward the panel next to the door on the wall behind the blue box. She stepped down the stairs, still looking around in curiosity until she looked ahead at the window when the cover came up revealing a view of the Earth in the light of the sun as he strolled down the stairs to stand next to her.

"You lot," he smirked as she kept her wide eyes on the Earth. "You spend all your time thinking about dying. Like you're gonna get killed by eggs or beef or global warming or asteroids. But you never take time to imagine the impossible…that maybe you survive. This is the year 5.5/apple/26—five billion years in your future. And this is the day—hold on…" He trailed off to look at his watch, making Olivia frown in wonder at him before looking out the window to see the sun burst with brightness. "This is the day the sun expands." She frowned up at him as he looked to her, saying, "Welcome to the end of the world."

Olivia's jaw fell open before she looked to the Earth out the window again.

"Shuttles five and six now docking," the computer said over the loud speaker, making her jump and look around in wonder before looking back to his grin as he nodded toward the door and offered his hand.

"Come on, then," he grinned, making her grin back as she took his hand and let him lead her out of the room. He used the Sonic Screwdriver on the door to open it, leading her into the hall by the hand.

"Guests are reminded that Platform One forbids the use of weapons, teleportation and religion," the computer continued as Olivia stared around the ship they strolled through. "Earth death is scheduled for 15:39, followed by drinks in the Manchester Suite."

"So…when it says 'guests,' does that mean people?" Olivia wondered as they turned a corner.

"Depends what you mean by 'people'," the Doctor replied.

"I mean people…what do you mean?" she frowned in wonder.

"Aliens," he blurted, leading her around another corner.

"What are they doing on board the ship?" she wondered, watching him pull out the Sonic and step next to a panel on a column. "What's it for?"

"It's not really a spaceship," he replied, working on the panel. "More like an observation deck. The great and the good are gathering to watch the planet burn."

"For what?"

"Fun."

The Doctor strolled into the room when the door next to them opened and she hesitated before following him as he continued, "Mind you, when I say 'the great and the good,' what I mean is 'the rich'."

"Not surprising," Olivia muttered as they walked into the huge room with a tall window that ran up the wall and made up a strip of the ceiling. "But, I read about this in my textbooks in school. It takes hundreds of years for the sun to expand."

"Millions," he confirmed as they stopped at the window. "But the planet's now the property of the National Trust. They've been keeping it preserved. See down there? Gravity satellites holding back the sun."

"It looks the same as ever," Olivia said of the Earth, then frowned, "But…didn't the continents shift?"

"They did," he nodded. "And the Trust shifted them back. That's a classic Earth. But now the money's run out, nature takes over."

"How long?"

The Doctor looked at his watch, replying, "About a half an hour. Then the planet gets roasted."

"Is that why we're here?" she wondered, looking to him and he met her gaze. "Are you gonna jump in at the last minute and save the Earth?"

"I'm not saving it," he corrected. "Time's up."

Olivia frowned in wonder before asking, "But what about the people down there?"

"It's empty," he explained. "They've all gone, all left."

"Oh…" she murmured before looking to the window again and sighing, "Just me, I guess."

"Who the hell are you?"

She jumped as they turned at the sound of the voice behind them and Olivia's eyes shot wide at the sight of the voice.

"Oh, that's nice, thanks," the Doctor grinned back as the man with blue skin marched toward them.

"But how did you get in?" he demanded. "This is a maximum hospitality zone. The guests have disembarked! They're on their way any second now!"

"No, that's me," the Doctor cut in, reaching into his leather jacket, making Olivia frown at him in wonder as he pulled out a black wallet and held it up. "I'm a guest. Look, I've got an invitation. 'The Doctor plus one.' I'm the Doctor. This is Olivia Felton. She's my 'plus one.' Is that alright?"

"Well, obviously," the blue man replied. "Apologies, et cetera. If you're on board, we'd better start. Enjoy."

He walked away, giving Olivia the chance to grab the Doctor's wrist as he still held the wallet and examine it.

"The paper's slightly psychic," he explained. "Shows them whatever I want them to see. Saves a lot of time."

"I'll bet," she replied as he tucked the wallet away before adding, "He's blue."

"Yeah," he grinned.

"Ok," she shrugged.

"We have in attendance the Doctor and Olivia Felton," the Steward announced from his podium next to the door. "Thank you. All staff to their positions."

Olivia's eyes darted around at each of the short men in black clothes and black round helmets with blue skin that ran around the room, taking their positions.

"And now might I introduce the next honored guest?" the Steward resumed. "Representing the forest of Cheem, we have Trees. Namely, Jabe, Lute, and Coffa. There will be an exchanging of gifts representing peace."

Olivia scoffed in awe when she saw a very beautiful humanoid tree stroll into the room with two humanoid trees behind her and she tried to hear the others being announced, but as she saw them her eyes darted around at each of them in awe. The Doctor looked down at her and couldn't help but grin as she didn't even notice him staring at her.

"The Gift of Peace," the lady tree, Jabe, told them as she stepped up to them. She turned to the tray being held by one of the trees with her filled with pots that held a branch in each. "I bring you a cutting of my grandfather."

"Thank you," the Doctor nodded, taking the pot reverently before handing it over to Olivia in the same way so she could hold it as he felt around at his pockets. "Yes, gifts. Um…I give you, in return, air from my lungs."

Olivia frowned at him in wonder as he gently blew into Jabe's face before looking to Jabe who seemed affected by it.

"How…intimate," Jabe replied.

"There's more where that came from," the Doctor smirked.

"I bet there is," Jabe guessed, making Olivia glance between the two in wonder before Jabe walked away.

"From the Silver Devastation," the Steward continued. "The sponsor of the main event, please welcome the Face of Boe."

Olivia stared at the huge glass cylinder that rolled in with a huge head enveloped in smoke inside it.

"That…is a huge head," she murmured, but the Doctor either didn't hear her or ignored her as he greeted the next guest to come up to them.

"The Moxx of Balhoon," he greeted, making her look ahead…and downwards at the little fat blue alien in a floating chair.

"My felicitations upon this historical happenstance," he greeted. "I bring you the gift of bodily salivas."

He spit in Olivia's direction, making her wince when it hit her face.

"Thanks very much," the Doctor snickered, making Olivia glare at him before she wiped her face, still holding the clipping in the other hand as he greeted three figures in long, black, hooded cloaks.

"Ah! The Adherents of the Repeated Meme. I bring you air from my lungs."

Olivia couldn't help but snicker as he breathed on them and one of them lifted a claw toward them with a silver ball in it.

"A gift of peace in all good faith," it said in a creepy deep voice as it offered the ball, which the Doctor took and handed to Olivia to examine.

"And last but not least, our very special guest," the Steward continued as everyone turned to hear him. "Ladies and gentlemen and trees and multiforms, consider the Earth below. In memory of this dying world, we call forth the last human. The Lady Cassandra O' 17."

Olivia stared huge eyes at the doors when they slid open to reveal rolling framework with a piece of skin stretched over it, eyes and a mouth in the center and visible blood vessels pulsing through it. Below the framework she caught sight of a brain in a cylinder filled with liquid, and she couldn't help but think that this thing reminded her of a documentary she'd seen about drying out the hide of an animal.

"Oh, now, don't stare," the skin called Cassandra scolded, gently as she rolled in with two men in white hazmat suits carrying pumps following her. "I know, I know. It's shocking, isn't it? I've had my chin completely taken away and look at the difference. Look how thin I am! Thin and dainty. I don't look a day over two thousand."

"What…the…hell?" Olivia blurted as the Doctor grinned and silently laughed as he watched Olivia's wide-eyed stare and reaction.

"Moisturize me, moisturize me," Cassandra urged the men with her and one of them sprayed water over her as she spoke, Olivia slowly stepping around the room to get a look at her from behind to make sense of it. "Truly, I am the last human. My father was a Texan. My mother was from the Artic Desert. They were born on the Earth, and they were the last to be buried in its soil. I have come to honor them and say…goodbye."

Olivia made a strange face as she watched one of the men pull out a handkerchief and dry around the eyes that she could see from behind.

"But behold," Cassandra continued, recovered from what Olivia could tell were crocodile tears. "I bring gifts from Earth itself."

Olivia watched one of the short men wearing black bring out a huge egg as Cassandra explained, "The last remaining ostrich egg. Legend says it had a wingspan of fifty feet and blew fire from its nostrils. Or was that my third husband?"

Olivia met the Doctor's gaze as he only grinned at the joke and everyone else laughed as she mouthed to the Doctor, "What…the…hell?" again.

"Oh, no, don't laugh," Cassandra chided. "I'll get laughter lines. And here, another rarity. According to the archives, this was called an iPod."

Olivia shook her head as two of the little men rolled a jukebox into the room and looked to the Doctor as Cassandra continued, "It stores classical music from humanity's greatest composers. Play on."

One of the little men started the jukebox and it started playing Tainted Love as Olivia glanced around in wonder before looking to the Doctor. She couldn't help but snicker as she watched him bob his head to the music before stepping back toward him to get a view of the entire room.

"Refreshments will now be served, "the Steward announced. "Earth death in thirty minutes."

"This is crazy," she murmured. "Is she really the last human? She doesn't even look human!"

"Now, Liv, be nice," he chided.

"What? She looks like she belongs on a sailboat…as a sail." The Doctor snickered as she chuckled, "Or like a piece of hide somebody's drying out for a rug."

The Doctor laughed out loud just as Jabe passed with something in her hand, making him instantly pull himself together. A flash came from the thing she held, making them both frown but she only thanked them and walked away.

"Did she just take a picture?" Olivia wondered at the Doctor.

"Maybe, yeah," he replied.

"Am I gonna end up in the Spaceship Times or something?" she wondered, making him snicker.

"Liv, serious, stop making me laugh so hard!" he begged.

"Fine, I want a tour," she said, heading toward the door with their gifts. "You mingle, I'll explore."

"Liv, wait—!"

She was gone, out the door and down the hall before he could catch up with her. She looked around at the high ceilings and marbled hallways before coming to a window with a view of the sun and Earth. As she stared out the window at the sun, she realized how different it looked. It was still a big ball of fire but she must have been looking at it through some sort of filter, because it looked like a big red ball of fire instead of blinding her with brightness. The sound of footsteps from behind caught her attention and she whirled around with a gasp to see a short, blue girl in green coveralls and a hat staring at her.

"Sorry," Olivia blurted. "Am I not supposed to be here?"

"You have to give us permission to talk," she replied, making Olivia frown before she shrugged.

"Ok…" she trailed off for a moment, not really knowing what the formality would be when giving someone permission to speak. "I…give you permission."

"Thank you," the blue girl smiled brightly before replying, "And, no, you're not in the way. Guests are allowed anywhere."

"Oh…ok," Olivia nodded, watching her step toward a wall to press buttons on a panel before stepping closer to ask, "What's your name?"

"Raffalo," the blue girl replied.

"Raffalo?" Olivia tried.

"Yes, Miss," Raffalo nodded. "I won't be long. I've just got to carry out some maintenance." She knelt down near a vent on the wall next to the panel, explaining, "There's a tiny little glitch in the Face of Boe's suite. There must be something blocking the system. He's not getting any hot water."

"So you're the plumber?" Olivia smiled.

"That's right, Miss," Raffalo smiled, working on the vent panel.

"There's still plumbers," Olivia grinned.

"I hope so," Raffalo scoffed. "Else I'm out of a job."

"Where are you from?"

"Crespallion."

"And that's a planet?"

"No. Crespallion's part of the Jaggit Brocade. Affiliated to the Scarlet Junction, Convex 56. And where are you from, Miss? If…you don't mind me asking."

"Oh, of course not," Olivia grinned to help her feel at ease, but her smile fell when she realized she had no idea what she should say. "Um…I'm from…a long way from here. I kind of hitched a ride with this guy. I didn't even really think about it. I don't…even know who he is, really. Like a complete stranger." Olivia shook her thoughts away before smiling, "Anyway, I won't keep you. Sure you've got lots of work to do."

"Thank you, Miss," Raffalo nodded. "And thank you for the permission. Not many people are that considerate."

"Of course," Olivia nodded. "See you later."

Olivia turned and headed down the hall, aimlessly. She soon found her way back to the room where they'd parked the TARDIS and she sat at the top of the stairs, staring at the huge sun and the Earth below.

"Would the owner of the blue box in gallery 15 please report to the Steward's office immediately?" the Steward's voice came over the PA system, making her frown in wonder. "Guests are reminded that use of teleportation devices is strictly forbidden under peace treaty 5.4/cup/16. Thank you."

Olivia gasped when she spotted the men dressed in black hurry into the room and start milling around the TARDIS.

"Hey—!"

"Don't worry," the Doctor called, suddenly in the doorway. "Everything's fine. They're just taking it to another spot, out of the way. Oi! Be careful with it!"

She chuckled as she watched the Doctor follow them out with the TARDIS and turned back to the window, playing with the ball the Adherents of the Repeated Meme had given them, the potted plant sitting next to her.

"Earth death in twenty-five minutes," the computer announced.

"Good to know," Olivia sighed before setting the ball down and lifting the clipping. "Hello. I'm Olivia. Not a plant, but considering you're granddaughter's a humanoid tree we might be related." She stared blankly at it before setting it down, muttering, "And now I'm talking to a twig."

"Olivia, are you still in there?" the Doctor called from the other side of the door before entering and sitting opposite her on the stairs. "What do you think, then?"

"Great!" she grinned. "When you get past the slightly psychic paper. They're just so…alien. I mean…it's awesome, but…you look at them and they're alien."

"Good thing I didn't take you to the Deep South," he blurted.

"Shut up!" she laughed, waving him off and making him chuckle before she turned in her spot to face him, asking, "What about you? Where are you from?"

"All over the place," he replied vaguely, making her roll her eyes at his response, realizing she wasn't gonna get the answer she wanted right away.

"Ok, but…they all speak English," she tried. "I thought they'd be speaking crazy weird languages."

"No, you just hear English," the Doctor explained, reclining back on the floor. "It's a gift of the TARDIS. Telepathic field gets inside your brain, translates."

"It's inside my head?" Olivia frowned in wonder.

"Well in a good way," he confirmed.

"That's…kinda creepy," she replied, calmly then grinned, "But kinda cool."

The Doctor grinned back at her before she tried to ask her earlier question.

"Doctor…who are you?" she wondered, making his grin fall as he sat up again. "What's your name? What kind of alien are you?"

"I'm just the Doctor," he replied, firmly.

"Ok, but from what planet?"

"Well, it's not as if you'll know where it is."

"Come on, where are you from?"

"What does it matter?"

"I'm curious! Just tell me who you are!"

"This is who I am, right here, right now, alright?! All that counts is here and now, and this is me!"

"I'm here too, 'cause you brought me, so just tell me!"

Olivia watched him march down the stairs and shove his hands in his jeans, his back to her, making her give a silent sigh at herself before she stood and slowly stepped down the stairs toward him.

"Earth death in twenty minutes," the computer announced.

"Ok, that was stupid," she sighed. "As my friend Aaron would say, 'Don't piss off the driver.' It's not like I can call for a cab or anything." She shoved a hand into her pocket to pull out her cell phone and examine it. "No signal. Guess we're kind of out of range."

"Tell you what," the Doctor said, reaching over to take her phone. "With a little Jiggery Pokery…"

"Is that a technical term, 'Jiggery Pokery'?" Olivia smirked, stepping up next to him to watch him work on her phone.

"Yeah," he retorted as he worked. "I came first in Jiggery Pokery. What about you?"

"Sadly, I failed Hullabaloo," she pouted before handed her phone back to her.

"There you go," he smirked, making her frown up at him in wonder but he only nodded at her phone.

She pressed the speed dial and held her phone to her ear, her eyes widening when she heard it ring.

"Hello?" she heard her mom, Joyce, on the other end of the phone.

"Mom?" she smiled in a breath.

"Sweetie! Are you ok?! You sound upset! What's wrong?"

"Nothing," Olivia grinned. "Nothing. Not a thing. Just…wanted to let you know I'm with a friend. What day is it?"

"Wednesday. Are you sure you're alright? Who are you with?"

"Oh, just a guy I met. He's cool. I just might be home late."

"Be careful. And you're sure there's nothing wrong?"

"Yup. I'm fine. Top of the world. See you later I promise. Love you."

"Love you, too, sweetie."

Olivia hung up the phone and grinned to the Doctor.

"Think that's amazing? You wanna see the bill."

"That was…five billion years ago. I just called the past from the future!"

"That you did, Olivia Felton," he smirked, making her give a giggle before the ship shook and she stumbled into him as she frowned around then looked to him as he caught her, smirking in thought, "That's not supposed to happen."

"I'm sure," Olivia chuckled.

"Honored guests may be reassured that gravity pockets may cause slight turbulence. Thanking you," the Steward announced over the PA system.

"Oh, I don't think so," the Doctor chuckled, taking Olivia's hand to lead her toward the door. "Come on!"

He pulled her through the ship and back to the main gathering area, turning to the panel next to the door to tap at it.

"That wasn't a gravity pocket," he explained. "I know gravity pockets, and they don't feel like that. What do you think, Jabe?"

Olivia jumped when Jabe came up next to her, looking to the Doctor.

Where did she come from? Olivia wondered, but said nothing.

"Listen to the engines," the Doctor urged. "They've pitched up about thirty hertz. Is that dodgy, or what?"

"It's the sound of metal," Jabe replied. "It doesn't make any sense to me."

"Where's the engine room?" the Doctor asked her.

"I don't know," she answered before adding, "But the maintenance duct is just behind our guest's suite. I could show you. And…your wife."

"Oh, she's not my wife," the Doctor said of Olivia as she frowned between them.

"Partner?"

"No."

"Concubine?"

"Nope."

"Prostitute?"

"Ok, whatever I am…it's invisible," Olivia snapped. "So, here's the deal. You guys go pollinate, I'm gonna catch up with Michael Jackson over there."

"Don't start a fight," the Doctor warned as Olivia turned to march head Cassandra.

"Home by midnight, you!" she called as the Doctor and Jabe went through the doors and into the hall.

"Earth death in fifteen minutes," the computer announced.

Olivia bit her lip as she made her way through the crowd to get to Cassandra and waited for her to finish speaking to…whatever alien she'd been talking to.

"Hi, Lady Cassandra?" she smiled, politely.

"Oh, hello, and who are you, dear child?" Cassandra replied.

"I'm Olivia Felton, I came with a Doctor. I was just wondering if we could talk."

"Of course, dear," Cassandra smiled, tightly. Olivia smiled again as she stepped toward the window, Cassandra rolling next to her. "Soon the sun will blossom into a red giant, and my home will die. That's where I used to live, when I was a little boy, down there."

"Little boy?" Olivia whispered to herself.

"Mummy and daddy had a house built into the side of the Los Angeles Crevasse," Cassandra explained before sighing, "I'd have such fun."

"What happened to everybody else?" Olivia wondered. "I mean…where did the human race go?"

"They say mankind has touched every star in the sky," Cassandra replied.

"So…you're not really the last human."

"I am the last pure human. The other's…mingled. Oh, they call themselves 'New humans' and 'Proto-humans' and 'Digi-humans' even 'Human-ish,' but do you know what I call them? Mongrels."

"Right," Olivia drawled with a huge nod. "So you stayed behind."

"I kept myself pure," Cassandra replied, proudly.

"And how many operations have you had?" Olivia frowned in wonder.

"Seven hundred and eight," Cassandra replied, excitedly. "Next week it's seven hundred and nine. I'm having my blood bleached. Is that why you wanted a word? You could be flatter. You've got a little bit of a…chin poking out."

"I'd rather die," Olivia blurted.

"Honestly, it doesn't hurt," Cassandra urged.

"Nah…I mean it," Olivia insisted. "I would rather die than do what you've done to yourself. And what are you? A bitchy trampoline."

"Well, what do you know?" Cassandra muttered.

"I was born on that planet," Olivia shot back. "My mom and dad were too, so that, officially, makes me the last human being in this room, 'cause you aren't human. You've been nipped, tucked and flattened till now you're a rug. Anything human got flushed down the drain. You're just skin. Lipstick, mascara and skin. Excuse me."

She marched away to head out of the room and down the hall. That whole conversation made her furious, and she needed to walk it off. She thought of going after the Doctor and Jabe, but she figured she'd just be in the way. She was heading around a corner when she ran into the Adherents of the Repeated Meme, but when she attempted to head around them, one of them lifted its huge claw and hit her across the head, sending her to the ground as her world went dark.

Later...

Olivia awoke to Britney Spears' Toxic playing over the PA system, lying on her back on the cold floor and she frowned up at the ceiling. She lifted a hand to rub her eyes, trying to wake herself fully.

"Sun filter descending," the computer announced in the room, making Olivia sit up, instantly awake. She stared up at the window in the gallery she found herself in as intensely bright light was revealed slowly from top to bottom.

"Let me outta here!" she shouted, scrambling to her feet to run toward the door and pound on it. "Get me out! Help me!"

She pounded at the door then looked up at the unfiltered sunlight that burned the wall before her pounding became even more panicked.

"Anyone in there?!" she heard the Doctor call from the other side of the door.

"Doctor! Help! Let me out!" she called, still pounding her fists on the door.

"Oh, well it would be you," the Doctor replied.

"Open the door!" she shouted.

"Hold on," the Doctor called too calmly for Olivia. "Give us two ticks."

"I don't have two ticks!" she called. "I'm gonna be cooked in two ticks!"

"Sun filter rising," the computer announced, making Olivia sigh in relief as she leaned against the door, her eyes widening at the charred wall as the sun filter rose.

"Sunfilter descending."

Olivia gave a scream of frustration and hit the door again in panic.

"This is just what we need," the Doctor snapped. "The computer's getting clever."

"Stop messing around!" Olivia shouted.

"I'm not messing around! It's fighting back!"

"Open the door!"

"I know!"

Olivia couldn't duck under the lowering filter any more and hurried down the stairs to avoid it.

"The lock's melted!" she called, staring at the window in growing panic before lowering her head and covering it with her arms, not wanting to see her fate.

"Sun filter rising."

She looked up cautiously as the filter rose again and she shot to her feet when it was high enough to let her run to the door. She didn't dare touch it as the entire wall smoked, but when see stepped near it, expecting it to open, but nothing happened.

"The whole thing's jammed," the Doctor explained. "I can't open the doors. Stay there! Don't move!"

"Oh, where the hell am I gonna go?!" she shot back.

"Earth death in five minutes."

Meanwhile...

"The metal machine confirms," Jabe announced to the room full of guests, holding her machine in one hand, a metal spider in the other. "The spider devices have infiltrated the whole of Platform 1."

"How's that possible?" Cassandra questioned as the Doctor marched into the room through the main entrance. "Our private rooms are protected by a code wall. Moisturize me, moisturize me."

"Summon the Steward," the Moxx of Balhoon demanded as the Doctor took the spider from Jabe.

"I'm afraid the Steward is dead," Jabe replied.

"Who killed him?" the Moxx questioned.

"This whole event was sponsored by the Face of Boe!" Cassandra instantly began. "He invited us! Talk to the face, talk to the face!"

"Easy way of finding out," the Doctor assured everyone, working on the spider. "Someone brought their little pet on board. Let's send him back to master."

He set the thing down on its feet and everyone watched it crawl around the floor before it paused in front of Cassandra, then turned and crawled toward someone else.

"The Adherents of the Repeated Meme," Cassandra announced. "J'accuse!"

"That's all very well, and, really kind of obvious," the Doctor began, strolling toward the Adherents. "But if you stop and think about it…" One of the Memes lifted its claw and went to strike him, but he swiftly grabbed it and yanked its robot arm from it, continuing, "…a Repeated Meme is just an idea. And that's all they are, an idea."

He yanked one of the dangling wires from the claw in his hand and the Memes collapsed to the floor where he tossed the claw on top of them.

"Remote-control droids," the Doctor explained. "Nice little cover for the real troublemaker." He looked down at the spider at his feet and nudged it with one foot saying, "Go on, Jimbo. Go home."

The spider crawled toward Cassandra again, and there it stayed.

"I bet you were the school swot and never got kissed," Cassandra retorted to him, then ordered her men, "At arms."

"What are you gonna do? Moisturize me?" the Doctor mocked as they lifted their pumps and he placed his hands over his chest.

"With acid," Cassandra corrected. "Oh, you're too late anyway. My spiders have control of the mainframe. Oh, you all carried them as gifts, tax-free, past every code wall. I'm not just a pretty face."

"Sabotaging a ship while you're still inside it. How stupid's that?" the Doctor mocked.

"I'd hoped to manufacture a hostage situation, with myself as one of the victims," Cassandra explained. "The compensation would have been enormous."

"Five billion years and it still comes down to money," the Doctor retorted.

"Do you think it's cheap, looking like this?" Cassandra wondered, irritably. "Flatness costs a fortune. I am the last human, Doctor. Me. Not that freaky little kid of yours."

"Arrest her! The infidel!" the Moxx demanded.

"Oh, shut it, Pixie!" Cassandra snapped. "I've still got my final option."

"Earth death in three minutes."

"And here it comes!" Cassandra cheered. "You're just as useful dead, all of you. I have shares in your rival companies, and they'll triple in price as soon as you're dead. My spiders are primed and ready to destroy the safety systems. How did that old Earth song go? Burn, baby, burn."

"Then you'll burn with us!" Jabe snapped.

"Oh, I'm so sorry," Cassandra replied in false innocence. "I know the use of teleportation is strictly forbidden, but…I'm such a naughty thing. Spiders, activate."

Explosions were heard as the platform shook, a red light flashing with an alarm blaring to match it.

"Force fields gone with a planet about to explode," Cassandra explained. "At least it'll be quick. Just like my fifth husband." She chuckled. "Oh, shame on me. Bye, bye, darlings."

With that, she was teleported away.

Meanwhile...

Olivia gasped as the room shook then looked out the window of the charred door to see if she could catch a glimpse of what was going on, but all she could see was a red flashing light and all she could hear was a warning alarm.

"Safety systems failing."

"Oh, that can't be good."

"Heat level rising."

"Definitely not good!"

She searched the door, looking for the crease.

"Earth death in two minutes."

"I know, I know!"

Once she found the crease she tried prying the door open, bracing herself on the frame with a foot, but it wouldn't budge.

"Heat levels critical."

She froze when she heard cracking behind her and slowly turned to the window.

"Heat levels rising."

She swallowed when she saw cracks starting to form in the glass…bright, white light peeking through them.

"External temperature five thousand degrees."

"Let me out!" she shouted, turning to the door and pounding on it. "Somebody get me out of here! Doctor!"

"Heat levels rising. Heat levels hazardous."

Olivia panted from pounding on the door and turned to the window to see the cracks getting bigger until intense sunlight hit the wall, charring it further.

"Shields malfunction."

The room shook and she screamed when some light burst onto the wall next to her, making her jump away from it, only to duck another piece of sunlight near her head.

"Heat levels critical."

She glanced around to see where she could find a hiding spot before it got worse and ran toward a corner she noticed might protect her for a time.

"Heat levels rising."

Olivia placed her hands over her ears when the computer started the countdown for Earth's destruction from ten, shuddering.

"Doctor," she whispered to herself. "Save us."

The entire Platform shook, sending her to the floor, but she was able to look out the window and see chunks of the Earth floating past it.

"Exoglass repaired."

She grinned with a sigh as she rested on her back on the floor, watching the glass repair itself so that she could stare at the huge sun. She jumped and gasped when the door opened and she was met with little black feet before she looked up to see one of the workers standing next to her in the threshold of the door.

"You fixed it!" she grinned before scrambling to her feet to run out the door, shouting, "Thank you!"

She ran down the hall toward the main room, slowing when she entered to see little spots smoking on the floor and the seat where the Moxx of Balhoon had been sitting was smoking as well. But where was the Doctor? She looked to the doors she'd just entered to see him march through them, making her grin and head toward him, but she stopped short when she saw the look on his face. She watched him head for the tree men that Jabe had come with and her smile faded when he spoke to them. She couldn't see her in the room. Something must have happened.

"Are you alright?" she asked when he made his way to the center of the room a few paces away from her.

"Yeah, I'm fine," he replied. "I'm full of ideas, I'm bristling with them. Idea number one: Teleportation through five thousand degrees needs some kind of feed."

Olivia frowned as she watched him walk to one side of the main doors.

"Idea number two: This feed must be hidden nearby."

She jumped when he grabbed the ostrich egg Cassandra had brought on board and smashed it on its stand to reveal a small machine inside it.

"Idea number three:" he continued, stepping back to his spot at the center of the room and working on the thing. "If you're as clever as me, then a teleportation feed can be reversed."

Olivia stared wide eyes ahead as she watched Cassandra appear on her stand, and it seemed like she'd been in the middle of a conversation with someone else.

"Oh," she blurted in wide-eyed surprise.

"The last human," the Doctor nearly ground out.

"So, you passed my little test. Bravo," Cassandra sputtered. "This makes you eligible to join the…the Human Club."

"People have died, Cassandra," the Doctor snapped as Olivia slowly stepped up next to him. "You murdered them."

"That depends on your definition of 'people'," she shot back. "And that's enough of a technicality to keep your lawyers dizzy for centuries. Take me to court, then, Doctor! And watch me smile and cry and flutter."

"And creak?" the Doctor questioned, mockingly as Olivia frowned in wonder at Cassandra as she paled and in fact, creaked.

"And what?" Cassandra questioned.

"Creak," the Doctor chirped. "You're creaking."

Olivia's eyes widened as she watched Cassandra dry out and beg to be moisturized.

"It's too hot!" she groaned.

"You raised the temperature," the Doctor reminded her, bitterly.

"Have pity!" Cassandra begged. "Moisturize me!"

"Are you…gonna help her?" Olivia wondered, cautiously as she looked up at him, but he only stared at Cassandra, still drying out.

"Everything has its time and everything dies," he replied.

"I'm…too…young!" Cassandra growled just before she burst into pieces of skin.

Olivia gasped and turned into the Doctor's arm, grabbing his jacket to avoid the sight of her skin hanging from the frame. Without a word the Doctor stepped toward the door, Olivia still holding onto his jacket as he marched into the hall. She looked up just as they were passing a window with a view of the sun and pieces of Earth floating by.

"Wait," she pleaded gently, tugging on his arm as she stopped next to it, staring out the window as she brought the Doctor to a stop. He watched her for a moment as she didn't let go of his arm and only stared out the window before murmuring, "That's it. The end of the Earth. We were too busy saving ourselves that nobody saw it. All that history and no one was even watching."

"Liv," he called, gently, making her look up at him with a tear in her eye. "Come with me."

He shifted his hand to take one of hers still attached to his sleeve and turned to lead her back to the TARDIS. She sat herself in the jump seat as he piloted before bringing the ship to a stop and stepping toward her to hold his hand out to her. She looked up at him, still pouting but she took his hand without a word and let him pull her up and toward the door where they stepped into the streets of Los Angeles in her time. He still held her hand as she stepped into the bustle of people and stared around at them, recalling seeing the Earth beneath her feet floating in chunks outside a window from space.

"You think it'll last forever," the Doctor began. "People and cars and concrete. But it won't. One day, it's all gone. Even the sky."

Olivia looked to him in wonder.

"My planet's gone," he explained, meeting her gaze. "It's dead. It burned like the Earth. It's just rocks and dust. Before its time."

"What happened?" Olivia breathed, more tears coming to her eyes at the sorrow she could see behind the mask of firmness he held over his face.

"There was a war, and we lost," he replied.

"With who?" she wondered, but when he didn't answer that question she asked, "And your people? Where are they?"

"I'm a Time Lord. I'm the last of the Time Lords. They're all gone. I'm the only survivor. I'm left traveling on my own 'cause there's no one else."

"Well…what about me?" Olivia wondered, meeting his gaze.

"You've seen how dangerous it is. Do you wanna go home?"

"Nope," she smiled, sweetly. "I want McDonald's. You want McDonald's?"

"Yeah," he grinned.

"Alright, before we head off again, you're buying me McDonald's."

"No money," he shrugged.

"Well, you're a lousy date," she smirked, wrapping her arm around his. "McDonald's on me then. We've only got five billion years till they close down."

The Doctor laughed as Olivia pulled him down the street toward the golden arches in sight.

A/N: reviews?