The Doctor stared in horror down the corridor as the metal footfalls came closer. "No," he gasped between breaths. "I can't handle any more of you tin men!"

He turned back to run, but he was too late. The Cyber Leader and Cyber Lieutenant rounded the corner. One raised its weapon and fired. The Doctor ducked as the wall over his head exploded, but he tripped and fell to the floor.

"We have you at last," the Cyber Leader intoned. "You will no longer interfere in the success of the Cyber race!"

"Not to worry," the Doctor muttered as he slowly picked himself up. "Kingdoms rise and kingdoms fall. Anyway, if you're going to shoot me, I'd prefer it in the chest, although the head might be quicker." He faced the Cybermen, but he slowly began to back down the corridor.

"You will not deceive us again," said the Cyber Leader.

"Why should I?" asked the Doctor brightly. "You have all the cards." But he continued to back slowly away. The two Cybermen stepped forward, matching his pace.

"If you wish a quick execution, then why will you not stand still?" asked the Cyber Lieutenant, stepping forward with its laser cannon raised.

"Oh, no reason," the Doctor replied. He tripped over the body of the Cyberman he had destroyed and landed on his back, but he rolled away immediately, and yanked a laser cannon from the dead Cyberman's grasp.

The Cybermen aimed their weapons immediately, the Doctor brought up his cannon and fired blindly. Explosions ripped through the tunnel, and the air was filled with choking hot dust. The Doctor couldn't see his attackers, but he kept on firing. When he sensed his enemies not returning fire, he stopped, waving the dust away with his hand, and coughing loudly.

The corridor had been blocked off by fallen rubble. Nothing moved. The Doctor eyed the rock fall cautiously, then turned away and tried to catch his breath. He was in a room only slightly brighter than the service corridors outside, which had a high vaulted ceiling just like the Injector chamber, but was empty. A stained glass window towered at the end of the hallway, adding colour to the room. The Doctor frowned. The only way out had been blocked by the rockfall.

Then the pile of rubble collapsed as the Cyber Leader shoved its way in. It tossed its broken weapon aside and lunged for the Doctor, knocking aside the Doctor's laser cannon as he desperately brought it around. It grabbed the Doctor and applied a crushing bear hug. The Doctor lost all of his breath immediately, and he couldn't even gasp in pain. He felt a rib snap in his chest and puncture something and he closed his eyes in agony. The blackness of unconsciousness crept into the edge of his vision.

With energy he barely had within him, he reached into his jacket pocket and struggled to grab hold of the object inside. He pulled out the gold knife and fought to bring it around.

The Doctor gasped as the Cyberman applied still more pressure, and he tasted blood. His vision was becoming blurred, and his fingers started to feel numb. He gave up on shoving his weapon into the Cyber Leader's chest unit, and he struggled to shove it into whatever part of the Leader presented itself. With all his remaining strength, the Doctor thrust the knife blindly at his assailant. The gold blade slid home.

A high-pitched squeal erupted from the Cyber Leader. Its grip loosened and the Doctor fell to the floor. For a moment, all the Doctor could see was blackness, but this cleared. To his surprise, the pain of his injuries faded into a general ache, but he was unable to move. Images played out before him in slow motion. He saw the Cyber Leader's hands lingering at its face as sparks flew from the helmet and through its fingers. He saw the Cyber Lieutenant standing behind the Leader; it must have watched the Doctor's torture with the clinical fascination that only Cybermen could possess.

But as the Doctor peered closer at the Cyber Lieutenant, he realized it wasn't the Cyber Lieutenant. It had the same armoured metal body and the same black handled helmet, but in place of its emotionless face plate, the Doctor saw the familiar, round face of his former companion, Ace.

The Doctor had barely enough energy to breathe. He tried to blink, but his eyes wouldn't respond. Finally, he gasped, "Ace?"

A tear rolled down Ace's cheek, but she didn't say a word.

The Doctor found more energy to speak. The pain from his wounds had almost disappeared, but still he couldn't move. "Ace," he gasped. "I'm sorry for putting you through all that I did. You trusted me, and I simply put your hopes and needs aside. If there was any way I could have changed what I did to you with Fenric, I would have..." He faltered. Ace did not look at him, and she didn't speak. She stared away from him silently, accusing and not forgiving.

"It's pointless Doctor," said a voice behind him. It was filled with great knowledge and wisdom, but it was also malicious and very familiar. "Your delightful companion has only come to watch your demise."

The Doctor couldn't move his head, but the dark figure moved around and stared him in the face. The Cyber Leader was peering down at him, but its face plate had been replaced by the face of the Master, grinning down with dark eyes, delighting in the Doctor's agonies.

"So, you escaped again?" the Doctor asked, his voice weak.

"I wouldn't have missed this for the world." The Master chuckled. "Ever so famous, galaxy saving Doctor dies after being defeated by an army of pitiless, silver soldiers. Oh, Doctor, the Universe will be an empty place without you."

"What do you mean?" the Doctor gasped, struggling to remain conscious.

"It's the end, Doctor." The Master laughed. "The end of the Doctor!" He clutched his stomach as he laughed. His taunts echoed in the Doctor's ears, before beginning to fade. Then his features began to dissolve, slowly reforming to those of the Cyber Leader. Ace's face began to dissolve back into that of the Cyber Lieutenant. "Ace, please!" he gasped, "There's so much more I have to tell you-"

The world suddenly snapped back to normal time. The Cyber Leader dropped the gold knife on the floor. Sparks rushed from the thin hole in its faceplate, and high-pitched squeals marred its speech, but it still advanced upon the Doctor, hands outstretched. "Kill the... Doc-tor. Kill... the... kill... kill..." An explosion blew open the faceplate, revealing complex circuitry inside, but the creature continued its advance on the Doctor.

Before the Doctor realized what was happening, the Cyber Leader picked up his broken body and threw him over its head. The Doctor sailed through the air, smashing against the stained glass window at the end of the hallway. The glass shattered, and the Doctor felt sunlight and cool air on his face. He was unaware of how far he had fallen when he hit the moat surrounding the Panopticon with a tremendous splash.

Within the Nano-Injection chamber, the beeping from within the Cyber-2 intensified. It echoed through the hallways. The Cyber Lieutenant, several hundred meters away, heard it and ran towards the source, ignoring the Cyber Leader as it crashed into the wall and fell to the floor, still twitching.

Athena led the charge of Chancellery guards to the moat as soon as they saw the Doctor's body plummet from the window. Athena dove in immediately and yanked the Doctor's body to the surface. The guards helped her pull him out of the water, and the lay him down on the sand dune nearby. Soon, a crowd gathered, and people gasped in horror.

"Get back!" the Doctor hissed. "Find cover, now!"

The guards looked at Athena in confusion, but she waved them back. She grabbed the Doctor by the shoulders and dragged him over the sand dunes, ignoring his cries to leave him behind.

As soon as they were behind cover, a deafening roar cut through the air. An explosion ripped through the center of the Panopticon, sending burning chunks of brick, steel and concrete skyward. The gathered people ducked instinctively. More explosions followed. Cybermen charged out of the exits, but were caught in a ball of flame. The Capital began to burn.

Despite himself, the Doctor chuckled. "I wonder what old Borusa would have thought of that little prank."

"Doctor," gasped Athena. "What happened in there?"

The Doctor's voice was barely a whisper. Athena had to lean close to hear. "I set... Cyber-2 to... self-destruct... only way... I could think of... to destroy the Cyber... men."

Another explosion ripped through the Panopticon. The Doctor smiled weakly. "There... goes... the... Cyber... ship."

There were gasps from the crowd, and people pointed. Athena looked on in horror as the Cyber Leader picked itself up from the ground by the moat, where it had been blown. It was covered in a golden glow and its left arm was growing back. The dents in its helmet also began to reform, and soon the gleam of its black metal armour returned. The Cyber Leader began to approach the crowd. Chancellery guards brought up their stasers.

"We have succeeded," the Cyber Leader bellowed. "I have regenerat-" It stopped suddenly and the high pitched squeal from within returned. The golden glow darkened to brown.

Before the crowd's eyes, the skin of the Cyber Leader began to decay and crumble. Limbs and large patches of its metal skin fell from its body as the Cyber Leader collapsed to the ground. The disintegration quickened and, within seconds, only its rusted internal components remained, which in turn decayed into dust. Sensing victory, people within the crowd cheered.

"I... managed to.. reconfigure the Nanodevice Liquid Drug... to its original form...before the Injection process was fully... completed," the Doctor gasped to Athena. "Incompatible with Cyber anatomy..." He patted her shoulder reassuringly. "It's... over..." and then he went limp.

"Your excellency?" asked Athena, worried. Then she motioned the Lord President over. "Your excellency! The Doctor's dead!"

The Lord President rushed forward. "He mustn't! After what's happened? We need his help to rebuild-" She stopped short at the sight of the Doctor, and her shoulders sagged. "We can't help him now," she muttered. "The only thing we can do is watch and wait."

The Doctor's skin began to glow a blinding white. His features melted, and began to reform. Athena, the Lord President, and the other Time Lords looked on, concerned.

Matt Grady, 1994

With a flash, the white glow ceased. Athena had seen regeneration before, but she still couldn't get used to the extent of the change. It might as well have been a stranger who lay before her, wearing the Doctor's old clothes, which were now several sizes too small for him. The hems of the check trousers stopped at the Doctor's shins; the shoes had torn open at the front and the stranger's bare toes were pointing through. The blood stained shirt was tight, and through the holes, the stranger's skin was smooth. Young, strong hands reached towards the tie and loosened it.

The new Doctor had green eyes with a friendly sparkle, but were lined with deep intelligence. He smiled at Athena as he looked at her, and the woman couldn't help smiling back. He brushed back a strand of light blonde hair from his youthful, handsome face, and then fell back unconscious.

"I thought changes of appearance weren't that drastic during regeneration," asked one guard to the Lord President.

"Not in the Doctor's case. His regenerations are erratic in every sense of the word," the Lord President replied.

"Erratic?" the guard asked nervously. "Shouldn't he be put under observation until things stabilize?" Then he realized: "All of those facilities are in the Panopticon!" He stared in horror at the burning ruins of the Capital.

"Did you think to bring with you equipment to remotely control TARDISes?" asked the Lord President.

"Yes, to evacuate them from the Panopticon," the guard replied. "Call up the Doctor's TARDIS. He should have adequate stabilizing facilities in there." The Lord President laid a hand on Athena's shoulder. She looked up curiously. "I'm giving you a job. The Doctor needs to stabilize his regeneration. He'll have to do that in his TARDIS. He can't have mobs of people around him, but he has to be watched closely."

"You want me to accompany him?" asked Athena.

"Until he recovers," the Lord President replied. "Then bring him right back here so he can take the job we've been offering him for so long."

"But-"

The Lord President eyed Athena authoritatively. Athena's hesitant expression faded and she nodded vigorously. "I'll do it, your Excellency."

"Good," the Lord President said, turning away to face the guards. The two would be right for each other, she thought. The Doctor needed someone who could help keep him out of danger. And his place was in the stars, not here, meddling in the affairs of others for the good of the Universe. Athena, who was capable of a lot more than what her uneventful duties demanded of her, could surely test her abilities to the limit, by traveling with the Doctor.

There was a groaning, wheezing sound, and the familiar blue shape of the Doctor's TARDIS appeared on the sand dune. At the sound, the Doctor regained consciousness immediately and stumbled towards the doors like a drunken man. Athena had to run to keep up. The Doctor shoved the key in the lock and opened the door. Athena had barely enough time to scramble through before the door shut behind her. Moments later, the groaning and wheezing sound returned, and the TARDIS disappeared.

The Lord President stared at the space where the TARDIS had stood, and smiled. "Have fun," she muttered, and she turned back to the guards.