02x03 - School Reunion


Mr Finch descends a flight of stairs. He rounds a corner and heads for a door labeled 'Headmaster'. There is a small girl sitting outside, waiting. At first, he walks straight past her, but then he pauses and looks back.

MR FINCH: What do you want?

NINA: The nurse sent me, sir. I was in English and I got a headache.

MR FINCH: Then don't bother me, go home.

NINA: I can't.

MR FINCH: Why? Is your mother at work?

NINA: I live in Ambrose Hall. The children's home.

MR FINCH: No parents. No one to miss you?

Nina shakes her head.

MR FINCH (CONT'D): I see why the nurse sent you. You poor child. Poor... thin, child. Come inside.

He turns to his office, and Nina stands to follow him. He opens the door for her and she enters.

MR FINCH (CONT'D): It's nearly time for lunch.

He shuts the door, and almost immediately there is a screech and flapping sounds from within, coupled with the sound of Nina screaming.


The school bell rings and the stairways are crowded with children hurrying to get to their next lesson.


A boy, Kenny, heads into a science lab and goes to a bench. The door opens and a familiar pair of scruffy white Converses step inside. The Doctor plonks his bag down on the teacher's desk and faces the class.

THE DOCTOR: Good morning, class. Are we sitting comfortably?

He grins.



The Doctor scrawls the word 'physics' in capital letters on the whiteboard and underlines it.

THE DOCTOR: So. Physics.

He replaces the cap of the board pen and chucks it back down on the desk.

THE DOCTOR (CONT'D): Physics. Eh? Physics. Phyyyyyyyysics. Physics! Physics. Physics, physics, physics, physics, physics, physics, physics.

The class look bemused. He sniffs purposefully.

THE DOCTOR (CONT'D): I hope one of you is getting all this down. Um, okay, let's see what you know. Two identical strips of nylon are charged with static electricity and hung from a string so they can swing freely. What would happen if they were brought near each other?

A boy, Milo, puts his hand up.

THE DOCTOR (CONT'D): Yes, uh, what's your name?

MILO: Milo.

THE DOCTOR: Milo! Off you go.

MILO: They'd repel each other because they have the same charge.

THE DOCTOR: Correctamundo! A word I have never used before and hopefully never will again. Question two, I coil up a thin piece of micro wire and place it in a glass of water. Then I turn on the electricity and measure to see if the water's temperature is affected. My question is this: how do I measure the electrical power going into the coil?

Milo's hand shoots up again.

THE DOCTOR (CONT'D): Someone else.

Absolutely no response from the rest of the class.

THE DOCTOR (CONT'D): Nope...? Okay, Milo, go for it.

MILO: Measure the current and PDs in an ampmeter and a voltmeter.

The other pupils look impressed.

THE DOCTOR: Two to Milo! Right then, Milo, tell me this; true or false: the greater the dampening of the system, the quicker it loses energy to its surroundings.

MILO: False.

THE DOCTOR: What is a non-coding DNA?

MILO: DNA that doesn't code for a protein.

THE DOCTOR: Sixty-five-thousand-nine-hundred-and-eighty-three times five?

MILO: Three-hundred-and-twenty-nine-thousand-nine-hundred-and-fifteen.

Some of the other pupils look very impressed, others just disturbed.

THE DOCTOR: How do you travel faster than light?

MILO: By opening a quantum tunnel with an FTL factor of 36.7 recurring.

The Doctor's mouth drops open slightly.


It is lunchtime, and the dinner ladies are spooning food onto people's plates. The Doctor moves along the line with his tray. Rose, who is undercover as a dinner lady, spoons mashed potato onto his plate and gives him a filthy look simultaneously. He just smirks at her and heads towards the tables. At his table, some time later, the Doctor spears a chip on his fork, nibbles it, and stares at it distastefully. Rose comes over with a dishcloth to wipe his table down.

ROSE: Two days.

THE DOCTOR: Sorry, could you just... there's a bit of gravy.

He points to it with his fork. Rose wipes the table.

THE DOCTOR (CONT'D): No, no, just there.

Rose wipes up the gravy.

ROSE: Two days, we've been here.

THE DOCTOR: Blame your boyfriend, he's the one who put us onto this. And he was right. Boy in class this morning, got a knowledge way beyond planet Earth.

ROSE: You eating those chips?

THE DOCTOR: Yeah, they're a bit... different.

Rose helps herself to one.

ROSE: I think they're gorgeous. Wish I had school dinners like this.

She sits down.

THE DOCTOR (squinting around the canteen): It's very well behaved, this place.

ROSE (mouth full of chips): Mm.

THE DOCTOR: I thought there'd be happy-slapping hoodies. Happy-slapping hoodies with ASBOs. Happy-slapping hoodies with ASBOs and ringtones.

He stares at Rose impressively.

THE DOCTOR (CONT'D): Yeah? Yeah? Oh, yeah! Don't tell me I don't fit in.

A dinner lady approaches their table.

DINNER LADY (to Rose): You are not permitted to leave your station during a sitting.

ROSE (standing): I was just talking to this teacher.


ROSE: He doesn't like the chips.

DINNER LADY (affronted): The menu has been specifically designed by the headmaster to improve concentration and performance. Now, get back to work.

She leaves. Rose walks away from the table.

ROSE (to the Doctor): See? This is me.

She gestures down at her uniform.

ROSE (CONT'D): The dinner lady.

THE DOCTOR: I'll have the crumble.

ROSE: I'm so gonna kill you.

She returns to her station, the Doctor grinning manically. A teacher, Mr Wagner, approaches a girl sitting a few tables away.

MR WAGNER: Melissa. You'll be joining my class for the next period. Milo's failed me... so it's time we moved you up to the top class.

The Doctor watches, chewing absently.

MR WAGNER (CONT'D): Kenny? Not eating the chips?

KENNY: I'm not allowed.

MR WAGNER: Luke, extra class. Now.

He leaves, and several of the children follow him. Mr Finch watches the proceedings from a balcony above the canteen. He seems to notice the Doctor watching him.


Rose is in the kitchens, drying a tray.

DINNER LADY: Careful... keep it steady... don't spill a drop.

A few of the dinner ladies are very, very carefully wheeling in a barrel of oil. They have masks, goggles and gloves on. Rose watches them.

DINNER LADY (CONT'D): I said keep it steady. Careful... that's it... easy now... steady...

Rose's mobile rings.

DINNER LADY (CONT'D): Right, second barrel, quickly now!

Rose answers her phone.

ROSE: What you got?


MICKEY: Confirmation. I just got into army records. Three months ago, massive UFO activity. They logged over forty sightings, lights in the sky, all of that. I can't get any photos, 'cause then it gets all classified and secret. Keeps locking me out.

The message: Torchwood - Access Denied, flashes in red letters on the screen.


ROSE (keeping her voice low): Tell you what, though, three months ago, turns out all the kitchen staff were replaced.

She watches them wheel another barrel of oil into the kitchen with what seems to be unnecessary caution.

ROSE (CONT'D): And this lot are weird.


MICKEY: See, there's definitely something going on. I was right to call you home.


ROSE: I thought maybe you called me home just to... well, just to call me home.


MICKEY (grinning): Do you think I'd just invent an emergency?


ROSE: Well, you could've done!


MICKEY: That's the last thing I'd do.


DINNER LADY: Watch it!


MICKEY: Because every time I see you, an emergency just gets in the way...


The barrel of oil topples over and spills onto one of the dinner ladies, who screams in agony and starts smoking.

ROSE: I've gotta go.

DINNER LADY: Get her up, get her up!

The dinner lady is hoisted to her feet.


MICKEY: What is it?


The dinner lady covered in the oil is steered into an office, still wailing with pain. Rose tries to see through the partition but the blinds are swiftly drawn.


Rose hangs up and Mickey closes his phone with a sigh as the line goes dead.


Rose dials 999 as the head dinner lady emerges from the office. She pulls her goggles down and leans against the doorframe, eyeing Rose suspiciously.

DINNER LADY: What're you doing?

ROSE: Calling an ambulance.

DINNER LADY: No need. She's quite all right.

Rose hangs up. There is the sound of something bursting into flames, followed by the sound of something smashing, and a billow of smoke from the office. The dinner lady does not flinch.

DINNER LADY (CONT'D): It's fine. She does that.

She goes back into the office, leaving Rose looking completely confused. She moves closer to the barrel of oil for a closer look.


Mr Wagner makes his way to the front of an IT Suite, the children are already at their computer terminals. He faces the class.

MR WAGNER: I'd like you all to put your headphones on now, please.

The children oblige.

MR WAGNER (CONT'D): Now, children... the things you will see...

He presses a key on his own computer at the front of the class. The children raise their hands to the keyboards and start to type unnaturally fast, eyes locked onto the screens. There is some sort of green code scrolling down the monitor. Mr Wagner watches the students, smiling slightly.


Mr Finch and Sarah Jane Smith descend a flight of stairs, talking.

MR FINCH: My improvements aren't confined to the classroom. Oh, no, no, no, no, no. We've introduced a new policy. School dinners are absolutely free. But compulsory. Do try the chips.

SARAH JANE: Oh, I'd love to, thank you! And it's got to be said, the transformation you've brought about is amazing. I mean, maybe you're working the children a little bit too hard now and then...


SARAH JANE: But I think good results, they're more important than anything.

MR FINCH: Exactly. You're a woman of vision, Miss Smith.

SARAH JANE: Oh, I can see everything, Mr Finch. Quite clearly.


The Doctor is sitting on a desk, nibbling a biscuit. There is a teacher pacing up and down in front of him.

MR PARSONS: But yesterday, I had a twelve-year-old girl give me the exact height of the Walls of Troy... in cubits.

THE DOCTOR: And, it's ever since the new headmaster arrived?

MR PARSONS: Finch arrived three months ago. Next day, half the staff got flu. Finch replaced them with that lot.

He nods over to where a group of smart looking teachers are standing. The Doctor looks over his shoulder at them.

MR PARSONS (CONT'D): Except for the teacher you replaced, and that was just plain weird, her winning the lottery like that.

THE DOCTOR: How's that weird?

MR PARSONS: She never played! Said the ticket was posted through her door at midnight.

THE DOCTOR (popping another biscuit into his mouth): Hmm! The world is very strange.

MR FINCH: Excuse me, colleagues, a moment of your time.

The Doctor turns. His eyes widen and he stands, just staring.

MR FINCH (CONT'D): May I introduce Miss Sarah Jane Smith. Miss Smith is a journalist, who's writing a profile about me for the Sunday Times.

Sarah Jane smiles around at them all. The Doctor's face is a picture , the corners of his mouth begin to turn upwards in a smile.

MR FINCH (CONT'D): I thought it might be useful for her to get 'a view from the trenches', so to speak. Don't spare my blushes.

He leaves. Sarah Jane catches the Doctor's eye and approaches him.


THE DOCTOR: Oh, I should think so!

SARAH JANE: And, you are...?

THE DOCTOR (he can't take his eyes off her): Hm? Uh, Smith. John Smith.

SARAH JANE: John Smith? I used to have a friend who sometimes went by that name.

THE DOCTOR: Well, it's a very common name!

SARAH JANE (reminiscing): He was a very uncommon man.

She holds out her hand.

SARAH JANE (CONT'D): Nice to meet you!

THE DOCTOR: Nice to meet you! Yes! Very nice! More than nice, brilliant!

SARAH JANE: Um... so, um, have you worked here long?

THE DOCTOR: No! Um, it's only my second day.

SARAH JANE: Oh, you're new, then? So, what do you think of the school? I mean, this new curriculum?

The Doctor can still not tear his eyes away from her, and he's smiling at her but she doesn't seem to notice.

SARAH JANE (CONT'D): So many children getting ill, doesn't that strike you as odd?

THE DOCTOR (grinning): You don't sound like someone just doing a profile.

SARAH JANE: Well, no harm in a little investigation while I'm here.

THE DOCTOR: No. Good for you.

She walks away to meet some of the other teachers.

THE DOCTOR (CONT'D) (so proud of her): Good for you. Oh, good for you, Sarah Jane Smith.

The bell rings.


The corridors are crowded with students once more. The Doctor takes slow steps with a vague smile and a faraway expression on his face, just remembering.


Kenny watches a couple of his fellow pupils go up the stairs, clearly wondering why they're so eager to get to class. He hears a flapping sound and strange noises coming from a nearby classroom. He follows the sound cautiously until he reaches the IT Suite.


Kenny crouches to peer under one of the desks and sees a horrible bat-like creature who screeches angrily at him. Kenny gasps, but the next thing he knows, Mr Wagner has just straightened up from behind the desk, his neck clicking and his eyes glowing dangerously.

MR WAGNER (deadly soft): This isn't your classroom, Kenny. Now run along.

Kenny turns on his heel and runs. Mr Wagner watches him go, eyes narrowed.


The day comes to an end and night falls over the school.


The corridors are dark and empty, the chairs up on the desks. A torch shines into a classroom, and there is Sarah Jane at the window. She undoes the latch and peers inside. When she is sure the coast is clear, she hoists herself inside.


The Doctor opens a fire door and comes through it into a dark corridor, followed by Rose and Mickey.

ROSE: Oh, it's weird seeing school at night. It just feels wrong.

They make their way cautiously down the corridor.

ROSE (CONT'D): When I was a kid, I used to think all the teachers slept in school.

THE DOCTOR: All right, team. Oh, I hate people who say "team". Um... "gang". Um... "comrades". Uh... anyway, Rose, go to the kitchen and get a sample of that oil. Mickey, the new staff are all Maths teachers, go and check out the Maths department. I'm gonna look in Finch's office. Be back here in ten minutes.

He takes off up the stairs.

ROSE (fiddling with her sleeve): You gonna be all right?

MICKEY: Me? Please. Infiltration and investigation? I'm an expert at this.

He strides away with purpose. Rose just stands there smirking, waiting for him to come back, which he does almost immediately.

MICKEY (CONT'D): Where's the Maths department?

ROSE (pointing in the opposite direction): Down there, turn left, through the fire doors, on the right.

MICKEY: Thank you.

He strides away again.


The Doctor heads down a dark corridor, brow furrowed as he hears screeches and flaps in the distance. He pauses for a moment and then strides to find the source of the noise.


Sarah Jane begins to pick the lock to Mr Finch's office. She hears a bang followed by a screech, and spins around, eyes wide. The sounds become even louder and closer and she gives a sharp intake of breath and backs away down the corridor.


Rose takes the lid off the barrel of oil and spoons some into a small jar. A shadow passes over her followed by a screech. She looks up sharply.


Sarah Jane backs into a room and slams the door behind her. She turns slowly and there, looming in front of her, is the TARDIS. Her eyes widen in shock and she backs out of the room, not believing it...


Sarah Jane stares at the closed door, and then turns slowly around. The Doctor is standing there in the darkness, watching her.

THE DOCTOR (quietly): Hello, Sarah Jane.

SARAH JANE (whispers): It's you. Oh... Doctor...

A smile starts to spread across her face as she edges towards him.

SARAH JANE (CONT'D): Oh, my God, it's you, it's... it's... you've regenerated.

THE DOCTOR: Half a dozen times since we last met.

SARAH JANE: You look... incredible.

THE DOCTOR: So do you.

SARAH JANE: I got old.

She edges around him, staring at him.

SARAH JANE (CONT'D): What're you doing here?

THE DOCTOR: Well... UFO sightings, school gets record results, I couldn't resist. What about you?


They laugh. But Sarah Jane's smile falters and she sounds close to tears when she speaks again.

SARAH JANE (CONT'D): I thought you'd died. I waited for you and you didn't come back, and I thought you must've died.

THE DOCTOR: I lived. Everyone else died.

SARAH JANE: What do you mean?

THE DOCTOR (quiet pain): Everyone died, Sarah.

Sarah Jane shakes her head.

SARAH JANE (whispering in her disbelief): I can't believe it's you.

The moment is broken by the sound of Mickey wailing.

SARAH JANE (CONT'D): Okay! Now I can!

They grin and run from the gym to find the source of the scream. They almost skid into Rose who runs from a converging corridor.

ROSE: Did you hear that?

She notices Sarah Jane.

ROSE (CONT'D): Who's she?

THE DOCTOR: Rose, Sarah Jane! Sarah Jane, Rose.

Rose looks unpleasantly surprised. They shake hands.

SARAH JANE (with a very fake smile): Hi. Nice to meet you. (To the Doctor): You can tell you're getting older, your assistants are getting younger.

ROSE (outraged): I'm not his assistant.

The Doctor scratches his ear uncomfortably.

SARAH JANE: No? I get you, tiger.

The Doctor speeds off and they follow him. They find Mickey in one of the class rooms, surrounded by a load of vacum-packed rats.

MICKEY: Sorry! Sorry, it was only me. You told me to investigate, so I, I started looking through some of these cupboards and all of these fell out of them.

The Doctor bends down and picks a few up to examine them.

ROSE: Oh, my God, they're rats. Dozens of rats. Vacuum packed rats.

THE DOCTOR: And you decided to scream.

MICKEY: It took me by surprise!

THE DOCTOR: Like a little girl?

MICKEY (indignantly): It was dark! I was covered in rats!

THE DOCTOR: Nine, maybe ten years old. I'm seeing pigtails, frilly skirt.

ROSE: Hello, can we focus? Does anyone notice anything strange about this? Rats in school?

SARAH JANE: Well, obviously they use them in Biology lessons. They dissect them. Or maybe you haven't reached that bit yet. How old are you?

The Doctor and Mickey look shiftily between them.

ROSE: Excuse me, no one dissects rats in school anymore. They haven't done that for years. Where are you from, the dark ages?

THE DOCTOR (quickly): Anyway, moving on.

Sarah Jane obviously badly wants to make a cutting retort. She and Rose give each other the dirtiest of looks.

THE DOCTOR (CONT'D): Everything started when Mr Finch arrived. We should go and check his office.

He chucks the rat he is holding back to Mickey, who drops it. They follow the Doctor out and down the corridor.

ROSE (to Sarah Jane): I don't mean to be rude or anything, but who exactly are you?

SARAH JANE: Sarah Jane Smith. I used to travel with the Doctor.

ROSE: Oh! Well, he's never mentioned you.

THE DOCTOR: Oh, I must've done! Sarah Jane! Mention her all the time.

ROSE (pretending to think about it): Hold on... sorry... never.

SARAH JANE (annoyed): What, not even once? He didn't mention me once?

Rose walks off and Sarah Jane follows her, probably to probe her further.

MICKEY (with a hand on the Doctor's shoulder): Ho ho! Mate! The missus and the ex. Welcome to every man's worst nightmare.

He grins and they follow the two of them.


The Doctor uses the sonic screwdriver to unlock the door of Mr Finch's office.

THE DOCTOR: Maybe those rats were food.

ROSE: Food for what?

The Doctor opens the door and peers inside. There are some incredibly strange noises coming from there. The Doctor's eyes are fixed on the ceiling.

THE DOCTOR: Rose... you know you used to think all the teachers slept in the school...? Well... they do.

The bat-like creatures are hanging upside down from the ceiling. The four of them stare at them.

MICKEY (turning on his heel): No way!

Sarah Jane and Rose quickly follow him. The Doctor goes last, shutting the door behind him. At the sound of the door shutting, one of the bats wakes up and screeches.


Mickey, Rose, Sarah Jane and the Doctor hurry out of the front doors of the school.

MICKEY (out of breath from running): I am not going back in there. No way.

ROSE: Those were teachers!

THE DOCTOR: When Finch arrived, he brought with him seven new teachers, four dinner ladies and a nurse. Thirteen. Thirteen big bat people. Come on.

He begins to walk back inside.

MICKEY: Come on, you've got to be kidding!

THE DOCTOR: I need the TARDIS. I've got to analyze that oil from the kitchen.

SARAH JANE: I might be able to help you, there. I've got something to show you!

She grabs the Doctor's arm and pulls him excitedly in the direction of the car park.


Sarah Jane opens the boot of her car. Inside is something covered with a green blanket. The Doctor pulls the blanket off to reveal K9.

THE DOCTOR (delighted): K9! Rose Tyler, Mickey Smith, allow me to introduce K9... Well, K9 Mark III to be precise.

Mickey and Rose glance at each other with an 'it's a tin dog' sort of expression.

ROSE: Why does he look so... disco?

THE DOCTOR: Oi! Listen, in the year five thousand, this was cutting edge! What's happened to him?

SARAH JANE: Oh, one day, he just... nothing!

THE DOCTOR: Well, didn't you try and get him repaired??

Mickey shakes his head. Rose stares at him. They really don't get it.

SARAH JANE: Well, it's not like getting parts for a mini-metro! Beside, the technology inside him could rewrite human science. I couldn't show him to anyone!

THE DOCTOR (cooing at K9): Ooh, what's the nasty lady done to you? Eh?

Mickey stares at him and Rose rolls her eyes. The Doctor strokes K9 making coo-ing noises. Sarah Jane throws Rose what could be described as a triumphant glance. They are being observed, we see the car from the alien POV.

ROSE: Look, no offense but could you two just stop petting for a minute? Never mind the tin dog, we're busy!

The Doctor closes the boot, grinning. The bat-like creature flies past the moon, screeching.


The Doctor, Sarah Jane, Rose and Mickey are in a chip shop. The Doctor and Sarah Jane are sitting at a table by the window, chatting and laughing whilst the Doctor tries to fix K9, who has been placed on the table-top. Mickey and Rose are by the counter.

MICKEY: You see, what's impressive is that it's been nearly an hour since we met her and I still haven't said 'I told you so'.

ROSE (wrenching her eyes away from the pair): I'm not listening to this.

MICKEY: Although, I have prepared a little "I was right" dance that I can show you later.

He sniggers. The shopkeeper holds her hand out to Rose.

SHOPKEEPER: Two quid, love.

Rose gives her the money, takes the chips and tucks in immediately.

MICKEY: All this time you've been giving it, "he's different! ", when the truth is, he's just like any other bloke!

They sit down at a table away from the Doctor and Sarah Jane.

ROSE: You don't know what you're talking about.

MICKEY: Maybe not. But if I were you... I'd go easy on the chips.

For Rose is shovelling them into her mouth like there's no tomorrow. We see the distorted, alien vision once more.


Mr Finch is standing on top of a building on the other side of the road.

MR FINCH: Come to me... come to me...

And one of the bat-like creatures swoops down towards him. It lands on the building beside him, and together they watch the Doctor through the window of the chip shop.


SARAH JANE: I thought of you on Christmas Day. This Christmas just gone? Great big spaceship overhead, I thought, "Oh, yeah. Bet he's up there".

THE DOCTOR: Right on top of it, yeah.

SARAH JANE (cautiously): And Rose?

THE DOCTOR: She was there too.

There is a pause whilst Sarah Jane looks at him and the Doctor fiddles with K9's wires.

SARAH JANE: Did I do something wrong? Because you never came back for me. You just... dumped me.

THE DOCTOR: I told you. I was called back home and in those days humans weren't allowed.

SARAH JANE: I waited for you. I missed you.

THE DOCTOR (brushing this off): Oh, you didn't need me! You were getting on with your life.

SARAH JANE: You were my life.

The Doctor looks up at her.

SARAH JANE (CONT'D): You know what the most difficult thing was? Coping with what happens next, and with what doesn't happen next. You took me to the furthest reaches of the galaxy, you showed me supernovas, intergalactic battles and then you just dropped me back on Earth. How could anything compare to that?

THE DOCTOR (brow furrowed): All those things you saw, do you want me to apologize for that?

SARAH JANE: No, but we get a taste of that splendour... and then we have to go back.

THE DOCTOR (smiling): But look at you, you're investigating. You found that school, you're doing what we always did.

SARAH JANE: You could've come back.

THE DOCTOR (quietly): I couldn't.

SARAH JANE (whispers): Why not?

The Doctor does not answer. Sarah Jane shakes her head and the Doctor switches his sonic screwdriver back on and returns to repairing K9. But she's still not done.

SARAH JANE (CONT'D): It wasn't Croydon, where you dropped me off, it wasn't Croydon!

THE DOCTOR: Where was it?

SARAH JANE (irritably): Aberdeen.

THE DOCTOR (realisation dawning): Right.


THE DOCTOR: That's next to Croydon, isn't it?

Sarah Jane smiles and shakes her head. At that moment, K9 springs to life.

THE DOCTOR (CONT'D): Oh, hey! Now we're in business!

He leaps to his feet and stands in front of K9.

K9: Master!

THE DOCTOR (ecstatic): He recognizes me!

K9: Affirmative.

THE DOCTOR: Rose, give us the oil.


Mr Finch and the creature still watch. Finch crouches and the bat-like creature follows suit.


The Doctor takes off the lid of the jar with the oil inside and is just about to dip his finger in it.

ROSE (quickly): I wouldn't touch it, though, that dinner lady got all scalged.

THE DOCTOR: I'm no dinner lady. And I don't often say that.

He dips his finger into the oil and K9 puts out a sensor for the Doctor to smear it onto, which he does.

THE DOCTOR (CONT'D): Here we go. Come on, boy. Here we go.

K9: Oil. Ex, ex, ex, extract ana, an... analysing...

MICKEY (grinning, delighted): Listen to it, man! That's a voice!

SARAH JANE: Careful! That's my dog!

Mickey looks sheepish.

K9: Confirmation of analysis: substance is Krillitane Oil.

THE DOCTOR (shocked): They're Krillitanes.

ROSE: Is that bad?

THE DOCTOR: Very. Think of how bad things could possibly be, and add another suitcase full of bad.

SARAH JANE: And what are... Krillitanes?

THE DOCTOR: They're a composite race. Just like your culture is a mixture of traditions from all sorts of countries, people you've invaded or have been invaded by, you've got bits, bits of Viking, bits of France, bits of whatever... the Krillitanes are the same. An amalgam of the races they've conquered. But they take physical aspects as well. They cherry-pick the best bits from the people they destroy. That's why I didn't recognize them. The last time I saw Krillitanes, they looked just like us except they had really long necks.

ROSE: What're they doing here?

THE DOCTOR (horrible realization): It's the children. They're doing something to the children.


Mr Finch and the other Krillitane glance at one another. The Krillitane screeches.


Mickey and Sarah Jane hoist K9 into the boot of the car.

MICKEY: So, what's the deal with the tin dog?

SARAH JANE: The Doctor likes travelling with an entourage. Sometimes they're humans, sometimes they're aliens, and sometimes... they're tin dogs.

Mickey smiles and gives a small laugh.

SARAH JANE (CONT'D): What about you? Where do you fit in the picture?

MICKEY (enthusiastically): Me? I'm their Man in Havana. I'm the technical support, I'm...

And it hits him.

MICKEY (CONT'D): Oh, my God. I'm the tin dog.

He sits down in shock. Sarah Jane grins and pats him on the shoulder.


The Krillitane on the rooftop screeches, but Finch puts his finger to his lips to silence it.

MR FINCH: On my command.


The Doctor leaves the chip shop followed by Rose.

ROSE: How many of us have there been, travelling with you?

THE DOCTOR: Does it matter?

ROSE (voice trembling): Yeah, it does, if I'm just the latest in a long line.

THE DOCTOR (stopping, hurt): As opposed to what?

He is staring at her, looking angry and hurt.

ROSE: I thought you and me were... but I obviously got it wrong. I've been to the year five billion, right, but this... now this is really seeing the future. You just leave us behind. Is that what you're going to do to me?

THE DOCTOR (abruptly): No. Not to you.

ROSE: But Sarah Jane... you were that close to her once, and now... you never even mention her. Why not?

THE DOCTOR: I don't age. I regenerate. But humans decay. You wither and you die. Imagine watching that happen to someone who you...

He stops when he realizes what he was about to say.

ROSE: What, Doctor?

The Doctor stares at her intensely, as if willing her to understand.

THE DOCTOR: You can spend the rest of your life with me.

Rose looks up at him, eyes shining with unshed tears.

THE DOCTOR (CONT'D): But I can't spend the rest of mine with you. I have to live on. Alone. That's the curse of the Time Lords.

MR FINCH: Time Lord.

The Doctor and Rose notice Mr Finch and the other Krillitane on the roof. It screeches and swoops down towards them. They duck, but then it just flies away.

SARAH JANE: Was that a Krillitane?

ROSE: But it didn't even touch her, it just flew off! What did it do that for?

The Krillitane flies off into the night, screeching.


The next morning, the school bell rings and the children flock towards the building. The Doctor, Mickey, Rose and Sarah Jane get out of Sarah Jane's car and stride towards the school. The Doctor pauses for a moment to give instructions.

THE DOCTOR: Rose and Sarah, you go to the Maths room. Crack open those computers, I need to see the hardware inside. Here, you might need this.

Rose holds her hand out, but he hands his sonic screwdriver to Sarah Jane. Rose looks peeved.

THE DOCTOR (CONT'D): Mickey, surveillance. I want you outside.

MICKEY: Just stand outside?

SARAH JANE (chucking him her car keys): Here, take these, you can keep K9 company.

THE DOCTOR: Don't forget to leave the window open a crack.

MICKEY: But he's metal!

THE DOCTOR: I didn't mean for him.

ROSE: What're you gonna do?

THE DOCTOR: It's time I had a word with Mr Finch.


A pair of shiny black shoes walk down a crowded corridor. They pause a moment. Mr Finch looks up and sees the Doctor leaning over the stairwell, looking down at him and making no attempt to disguise the fact. After giving him a hard stare, Mr Finch goes on his way and the Doctor continues on up the stairs.


The Doctor opens the door to the swimming pool room, where Mr Finch is waiting for him on the opposite side of the water.

THE DOCTOR: Who are you?

MR FINCH: My name is Brother Lassa. And you?

THE DOCTOR: The Doctor. Since when did Krillitanes have wings?

MR FINCH: It's been our form for nearly ten generations, now. Our ancestors invaded Bessan. The people there had some rather lovely wings. They made a million widows in one day, just imagine.

THE DOCTOR: And now you're shaped human.

MR FINCH: A personal favourite, that's all.

THE DOCTOR: And the others?

MR FINCH: My brothers remain bat form. What you see is a simple morphic illusion. Scratch the surface and the true Krillitane lies beneath.

They begin to walk slowly towards the same side of the pool.

MR FINCH (CONT'D): And what of the Time Lords? I always thought of you as such a pompous race. Ancient, dusty senators, so frightened of change and... chaos. And of course, they're all but extinct. Only you. The last.

THE DOCTOR: This plan of yours, what is it?

MR FINCH: You don't know.

THE DOCTOR: That's why I'm asking.

They are facing each other now, rivals. The tension is rising.

MR FINCH: Well, show me how clever you are. Work it out.

THE DOCTOR: If I don't like it... then it will stop.

MR FINCH (considering him): Fascinating. Your people were peaceful to the point of indolence. You seem to be something new. Would you declare war on us, Doctor?

THE DOCTOR (quietly): I'm so old, now. I used to have so much mercy.

He stares him out.

THE DOCTOR (CONT'D): You get one warning. That was it.

And he turns his back on Finch and begins to walk away.

MR FINCH: But we're not even enemies. Soon... you will embrace us.

The Doctor turns back.

MR FINCH (CONT'D): The next time we meet, you will join with me. I promise you.

Mr Finch walks past him with a knowing smile on his face and leaves. The Doctor watches him go suspiciously, brow furrowed.


Mickey winds the car window down. He folds his arms, looking extremely grumpy.

MICKEY: "Surveillance". If you ask me, it's just another way of saying "Go sit at the back of the class with the safety scissors and glitter".

He glances at K9 who is not switched on but has his head poked through the gap between the two front seats. He sighs.

MICKEY (CONT'D): That'd be me talking to a metal dog, then.


Sarah Jane is crouched beneath one of the computer desks and trying to switch on the sonic screwdriver. She comes out, hits the keyboard and stares at the sonic screwdriver. Rose is with her legs crossed on one of the chairs.

SARAH JANE: It's not working!

ROSE: Give it to me.

Rose takes the sonic screwdriver off Sarah Jane, rolling her eyes, and ducks underneath the desk.

SARAH JANE: Used to work first time in my day.

ROSE: Well, things were a lot simpler back then.

She turns the sonic screwdriver on and it whirrs and buzzes as she holds it to the back of the computer.

SARAH JANE: Rose, can I give you a bit of advice?

ROSE (straightening up): I've got a feeling you're about to.

SARAH JANE: I know how intense a relationship with the Doctor can be, and I don't want you to feel I'm intruding...

ROSE: I don't feel threatened by you if that's what you mean.

SARAH JANE: Right. Good. Because, I'm not interested in picking up where we left off.

ROSE: No? With the big sad eyes and the robot dog? What else were you doing last night?

SARAH JANE: I was just saying how hard it was adjusting to life back on Earth...

ROSE (standing and walking away a few paces): The thing is... when you two met... they'd only just got rid of rationing. No wonder all that space stuff was a bit too much for ya.

SARAH JANE (walking up to her, indignant): I had no problem with space stuff. I saw things you wouldn't believe.

ROSE (coldly): Try me.

SARAH JANE: Mummies.

ROSE: I've met ghosts.

SARAH JANE: Robots. Lots of robots.

ROSE: Slitheen. In Downing Street.


ROSE (snorts): Met the Emperor.

SARAH JANE: Anti-Matter monsters.

ROSE: Gas masked zombies.

SARAH JANE: Real living dinosaurs!

ROSE: Real living werewolf!

SARAH JANE: The Loch Ness Monster!

ROSE: ... Seriously?

Sarah Jane puts her hands over her mouth and shakes her head. Rose smiles and laughs slightly.

ROSE (CONT'D): Listen to us. It's like me and my mate Shireen. The only time we fell out was over a man, and... we're arguing over the Doctor.

Sarah Jane relaxes against a desk, and Rose looks at her for a moment.

ROSE (CONT'D): With you, did he do that thing where he'd explain something at like, ninety-miles-per-hour, and you'd go, "what?" and he'd look at you like you'd just dribbled on your shirt?

SARAH JANE: All the time!

They laugh.

SARAH JANE (CONT'D): Does he still stroke bits of the TARDIS?

ROSE: Yeah! Yeah! He does! I'm like, "do you two wanna be alone?"

They laugh madly, and then the Doctor walks in.

THE DOCTOR: How's it going?

The sight of him makes them laugh even harder.

THE DOCTOR (CONT'D) (oblivious): What? Listen, I need to find out what's programmed inside these.

They take no notice of him and fall about laughing hysterically, Rose pointing the sonic screwdriver at him.

THE DOCTOR (CONT'D) (genuinely confused): What? Stop it!


Mr Finch enters his office, where the rest of the Krillitanes disguised as school staff are sat around at table.

MR FINCH: Brothers, we must initiate the final phase. Get the children inside and seal the school. Our time has come, my brothers. Today we shall become Gods.


The children are in the playground, playing football, laughing, etc. The buzzer goes off and they stop.

LOUDSPEAKER: All pupils to class immediately. And would all members of staff congregate in the staff room.

The pupils begin to move indoors without hesitation, with the exception of Kenny. Melissa pauses for a moment as she passes him.

MELISSA: Breaktime's finished early. Isn't that fantastic?!

And she moves off again. Kenny waits until the last possible moment before he relucantly follows the crowd.


The children clambour to get inside the IT Suite occupied by the Doctor, Rose and Sarah Jane. Rose shoos them away.

ROSE: No, no, this classroom's out of bounds. You've all gotta go to the South Hall. Off you go, South Hall!

The children move away and Rose shuts the door.


Mr Finch and his brothers enter the staffroom. Mr Parsons stands.

MR PARSONS: What is it now, Mr Finch?

MR FINCH: Slight change in the timetable. We're having an early lunch.

Mr Wagner closes the door to the staff room, and we hear the screeches and screams as the teachers inside are devoured.


The Doctor, sonic screwdriver clenched between his teeth, rips a handful of wires out of a computer and hangs them around his neck as runs the sonic screwdriver along the back of the computer. Sarah Jane watches him, looking slightly anxious.

THE DOCTOR: I can't shift it.

SARAH JANE: I thought the sonic screwdriver could open anything!

THE DOCTOR: Anything except a deadlock seal. There's gotta be something inside here. What're they teaching those kids?


Mr Wagner holds a door open for the children, who bundle inside the classroom. Kenny is left outside, as he has lagged behind. He hesitates, taking a few steps backwards, not trusting the eagerness of the other children.


Mr Finch walks into his office and sits behind the desk.

MR FINCH: Close the school.

He taps a few keys on the keyboard, and the screen flashes with the text: SECURITY OVERRIDE. Mr Finch sits back in his chair and burps quietly into his hand.


Every exit to the school slams shut.


Mr Wagner once again brings the code up onto the computer screens. The children's heads snap forwards and they type furiously as the code scrolls down the screen.


SARAH JANE: You wanted the program, there it is.

For every computer in their IT Suite is also displaying the code, including the large screen at the front of the room.

THE DOCTOR (staring at it): Some sort of code...


Kenny runs down the corridors, looking through every window and seeing the same thing, hordes of children engrossed in the computers. Terrified, he runs back in the direction he came from and down the stairs. He tries the main doors at the front of the school, but they are sealed shut. He rattles them. Mickey notices him and immediately gets out of the car.


THE DOCTOR (still staring at the code, eyes wide and mouth slightly open): No... no, they can't be...


KENNY (through closed doors, to Mickey): They've taken them all!


KENNY: They've taken all the children!

Mickey runs back to the car and rips the blanket off K9. He presses random buttons frantically.

MICKEY: Come on, I need some help!

He whacks K9 on the head, then looks away helplessly, but...

K9: System restarting. All primary drives functioning.

MICKEY: You're working! Okay, no time to explain, we need to get inside the school. Do you have like, I dunno, a lock picking device?

K9: We are in a car.

MICKEY: ... . Maybe a drill attachment?

K9: We are in a car.

MICKEY (annoyed): Fat lot of good, you are.

K9: We are in a car.

MICKEY: Wait a second... we're in a car. (Shouts to Kenny): Get back!

Kenny squints through the window.


THE DOCTOR: The Skasis Paradigm. They're trying to crack the Skasis Paradigm.

SARAH JANE: The Skasis what?

THE DOCTOR: The... God-maker. The universal theory. Crack that equation and you've got control of the building blocks of the universe. Time and space and matter, yours to control.

ROSE: What, and the kids are like a giant computer?


He paces around, working it out.

THE DOCTOR (CONT'D): And their learning power is being accelerated by the oil! That oil from the kitchens, it works as a... as a... conducting agent. Makes the kids cleverer.

ROSE: But that oil's on the chips. I've been eating them.

THE DOCTOR: What's fifty-nine times thirty-five?

ROSE: Two thousand and sixty five.

The Doctor gives a "that says it all" look.

ROSE (CONT'D): Oh my God...

SARAH JANE: But why use children? Can't they use adults?

THE DOCTOR: No, it's gotta be children. The God-maker needs imagination to crack it. They're not just using the children's brains to break the code... they're using their souls.

Behind him, Mr Finch walks into the room.

MR FINCH: Let the lesson begin.

The Doctor turns to face him.

MR FINCH (CONT'D) (approaching slowly): Think of it, Doctor, with the Paradigm solved, reality becomes clay in our hands. We can shape the universe and improve it.

THE DOCTOR: Oh yeah? The whole of creation with the face of Mr Finch. Call me old fashioned, but I like things as they are.

MR FINCH: You act like such a radical, and yet all you want to do is preserve the old order. Think of the changes that could be made if this power was used for good.

THE DOCTOR (skeptically): What, by someone like you?

MR FINCH: No... someone like you.

The Doctor is silent, this is not the answer he was expecting.

MR FINCH (CONT'D): The Paradigm gives us power, but you could give us wisdom. Become a God. At my side. Imagine what you could do, think of the civilizations you could save. Perganon, Assinta... your own people, Doctor. Standing tall. The Time Lords... reborn.

The Doctor still says nothing, staring into Mr Finch's eyes and not looking away.

SARAH JANE: Doctor, don't listen to him.

MR FINCH (turning to her and Rose): And you could be with him throughout eternity. Young... fresh... never wither, never age... never die. Their lives are so fleeting. So many goodbyes. How lonely you must be, Doctor. Join us.

The Doctor has a faraway look in his eyes... he's so terribly tempted.

THE DOCTOR: I could save everyone...


THE DOCTOR (whispers): I could stop the war...

A small smile graces Finch's lips.

SARAH JANE (desperately): No. The universe has to move forward. Pain and loss, they define us as much as happiness or love.

Mr Finch closes his eyes.

SARAH JANE (CONT'D): Whether it's a world, or a relationship... everything has its time. And everything ends.

The Doctor stares for a few more seconds and Sarah Jane's words seem to strengthen his resolve. He grits his teeth, picks up a chair and hurls it through the screen displaying the code, which smashes.



Mickey has started the car and is now driving it straight towards the school, right through the front doors, smashing the windows. He leaps out.

MICKEY (to Kenny): Come on!


Mr Finch, on the stairs, lets out a screech that echoes through the school. Mr Wagner and two other Krillitanes pause and morph into their true, bat form.


Kenny and Mickey meet the Doctor, Rose and Sarah Jane at the bottom of the stairs.

MICKEY: What is going on?

The three Krillitanes half fly, half grope their way along the corridor to them. The Doctor and the others turn on their heels and run in the opposite direction. The Krillitanes separate at the end of the corridor, and only one pursues them. They run into the canteen hall and try the doors on the other side, but they are locked. The Doctor reaches inside his coat for the sonic screwdriver, just as Mr Finch bursts through the doors followed by several of the Krillitanes.

KENNY: Are they my teachers?

THE DOCTOR: Yeah. Sorry.

MR FINCH (to his brothers): Leave the Doctor alive. As for the others... you can feast.

The Krillitanes swoop down on them. The Doctor tries to beat them off with a chair. The others scream and try to duck out of the way, when suddenly, one of the Krillitanes is hit with a beam of red light and falls to the floor, dead. K9 has come to the rescue! Mr Finch roars with rage.


K9: Suggest you engage running mode, mistress.

THE DOCTOR: Come on!

The Doctor and the others run, and K9 shoots at the Krillitanes again and again.

THE DOCTOR (CONT'D): K9, hold them back!

K9: Affirmative, master. Maximum defense mode!

The Doctor reaches a door, he ushers the others through it.

THE DOCTOR: Come on!

He slams it shut behind them and locks it with his sonic screwdriver.

K9 (still shooting): Power supply failing.

MR FINCH (quiet exasperation): Forget the shooty dog thing.

K9: Power supply failing.

He reaches the end of his power supply and switches off.


THE DOCTOR (sudden brainwave): It's the oil. Krillitane life forms can't handle the oil! That's it! They've changed the physiology so often, even their own oil is toxic to them. How much was there in the kitchens?

ROSE: Barrels of it.

They jump as the Krillitanes start to pound on the locked door, their claws ripping holes in it.

THE DOCTOR: Okay, we need to get to the kitchens. Mickey...

MICKEY: What now, hold the coats?

THE DOCTOR: Get all the children unplugged and out of the school. Now then, bats, bats, bats, how do we fight bats?

Kenny strides over to a fire alarm, breaks the glass with his elbow and sets it off. The Krillitanes immediately wince and quail at the shrill sound. The Doctor beams and flings open the door, the Krillitanes are in too much distress to hurt them. He and the others quickly run past. Finch, gritting his teeth, punches through a wall and rips out a bundle of wires which cuts off the alarm.

MR FINCH: Get after them.

He strides down the staircase, and the other three Krillitanes, having recovered, follow him.


The Doctor and co. leg it down a corridor. K9 emerges from a doorway.

K9: Master!

THE DOCTOR: Come on, boy! Good boy.

K9 trundles along with them.


Mickey bursts into one of the IT Suites.

MICKEY: Okay, listen everyone, we've gotta get out of here.

No one takes a blind bit of notice of him. The children are all "plugged into" the computers. Bewildered, Mickey stares at a monitor, then waves his hand in front of Melissa's face which elicits no response whatsoever.


The Doctor, Sarah Jane, Rose, K9 and Kenny have reached the kitchens. The Doctor immediately holds his sonic screwdriver to one of the oil barrels.

THE DOCTOR: They've been deadlock sealed!

He tries another.

THE DOCTOR (CONT'D): Finch must've done that. I can't open them.

K9: The vats would not withstand a direct hit from my laser. But my batteries are failing.

THE DOCTOR: Right. Everyone out the back door. K9, stay with me.

Sarah Jane, Rose and Kenny run to the backdoor, leaving the Doctor crouched before K9.


Mickey is at the head computer trying to stop the code, without much luck. He looks very confused, and then notices the protective casing covering the wires, winding around the walls of the room. He follows it and realizes that all the cables lead into one plug socket. So he pulls it out. All the computers go dead and the socket explodes with sparks.

MICKEY: Everyone get out, now!

The trance broken, the children immediately get to their feet and move towards the door.

MICKEY (CONT'D): Come on, move! Let's go, let's go!


The Krillitanes bound down the stairs. They go off shot, and we see their shadows morph into human form. When they move back into view, Mr Finch, Wagner, the dinner ladies and other other teachers are hurrying down the remainder of the stairs.


The Doctor moves the vats of oil within easy shot of K9.

K9: Capacity for only one shot, Master. For maximum impact, I must be placed directly beside the vat.

THE DOCTOR (rushing over to him): But you'll be trapped inside.

K9: That is correct.

THE DOCTOR: I can't let you do that.

K9: No alternative possible, Master.

The Doctor looks over his shoulder as he hears the screeching of the Krillitanes in the background. He looks back at K9, realizing that this is what must be done.

THE DOCTOR: Goodbye, old friend.

K9: Goodbye Master.

THE DOCTOR: You good dog.

K9: Affirmative.

He waggles his mechanical ears and tail. The Doctor places his hand briefly on K9's head, then dashes off. K9 trundles off towards the vat. The Doctor emerges outside and slams the door behind him, locking it with the sonic screwdriver.


SARAH JANE (urgently): Where's K9?

THE DOCTOR: We need to run.

He starts to run.

SARAH JANE (not moving): Where is he?! What've you done??

The Doctor grabs her and pulls her away.


Mr Finch and his brothers enter the kitchen.

MR FINCH: When you find him... eat him if you must, but bring me his brain.


The Doctor grabs Sarah Jane's hand as they run for their lives, just like they used to.


K9 raises his head as the Krillitanes look down at him.

MR FINCH (mockingly): The little dog with a nasty bite. (He bends slightly, whispers). Not so powerful now, are you?

K9 shoots his laser at the vat of oil causing it to explode all over the Krillitanes, who scream.


Mickey is caught up in the crowd of children running out of the school.

MICKEY: Come on, guys! Let's go, let's go!


The Krillitanes are wailing and writhing with agony.


MR FINCH (to K9): You bad dog.

K9: Affirmative.

And the school explodes. The children assembled outside all burst into cheer and applause, Rose and Mickey join in, hugging each other and grinning manically.


MELISSA (turning to him): Did you have something to do with it?

KENNY: Yeah, I did.

Melissa's mouth drops open.

MELISSA: Oh my God. (Shouts to everyone else). Kenny blew up the school! It was Kenny!

The children cheer even harder and start chanting: Kenny! Kenny! Kenny! , patting him on the back. Only the Doctor and Sarah Jane stand separate from the merriment. Sarah Jane looks distraught.

THE DOCTOR: I'm sorry.

SARAH JANE (quickly): It's all right. He was just a... daft metal dog. Fine, really.

And she bursts into tears. The Doctor puts his arm around her comfortingly. Rose turns back to look up at the school with Mickey.


It is a beautiful day, in what looks like a park. Sarah Jane walks up to the TARDIS. The Doctor steps outside the doors and faces her.

THE DOCTOR: Cuppa tea?

He steps aside to let Sarah Jane walk through the doors. She takes in the interior, wide-eyed. The Doctor follows her through and shuts the door behind her. She turns to him.

SARAH JANE: You've redecorated!

THE DOCTOR: Do you like it?

SARAH JANE (looking around): Oh, I, I do. Yeah. I preferred it as it was, but uh... yeah. It'll do!

ROSE: I love it.

SARAH JANE: Hey, you, what's forty seven times three hundred and sixty nine?

ROSE: No idea. It's gone now, the oil's faded.

SARAH JANE: But you're still clever. More than a match for him.

Rose smiles.

ROSE: You and me both.

Sarah Jane nods. Rose looks to the Doctor who is fiddling with the computer, as though prompting him to say something.

ROSE (CONT'D): Doctor...?

THE DOCTOR (looking up): Um... we're about to head off, but... you could come with us.

Rose looks at her, smiling expectantly. Sarah Jane looks from happy face to happy face. And shakes her head.

SARAH JANE n(softly): No... I can't do this anymore.

The Doctor's and Rose's smiles fade slightly.

SARAH JANE (CONT'D) (enthusiastically): Besides, I've got a much bigger adventure ahead! Time I stopped waiting for you and found a life of my own.

MICKEY: Can I come?

Sarah Jane looks surprised. Rose however, knows exactly what he means and looks non too pleased.

MICKEY (quickly): No, not with you, I mean... with you.

He gestures to the Doctor.

MICKEY (CONT'D): 'Cause I'm not the tin dog. And I wanna see what's out there.

Rose mouths "no" at the Doctor.

SARAH JANE: Oh, go on, Doctor. Sarah Jane Smith, a Mickey Smith. You need a Smith on board!

THE DOCTOR: Okay then, I could do with a laugh.

Rose rolls her eyes. Mickey laughs in delight, but stops quickly upon noticing Rose's lack of response.

MICKEY: Rose, is that okay?

ROSE (sarcastically): No, great. Why not?

There is a rather awkward silence.

SARAH JANE: Well, I'd better go.

She takes Rose aside. The Doctor returns his attention to the computer.

ROSE (quietly): What do I do?

She glances over at the Doctor.

ROSE: Do I stay with him?

SARAH JANE: Yes. Some things are worth getting your heart broken for.

She embraces Rose.

SARAH JANE (CONT'D): Find me... if you need to, one day. Find me.

Rose gives her a small smile. The Doctor holds open the doors for Sarah Jane, who steps out of the TARDIS for the last time. The Doctor follows her and they stand outside for their final goodbyes.

SARAH JANE : It's daft. But I haven't ever thanked you for that time, and like I said, I wouldn't have missed it for the world.

THE DOCTOR: Something to tell the grandkids.

SARAH JANE: Oh, I think it'll be someone else's grandkids now.

THE DOCTOR (looking distinctly awkward): Right. Yes, sorry, I didn't get a chance to ask. You haven't... there hasn't been anyone...? You know...?

SARAH JANE: Well... there was this one guy. I travelled with him for a while. But he was a tough act to follow.

She laughs slightly and the Doctor smiles softly.

SARAH JANE (CONT'D): Goodbye, Doctor.

THE DOCTOR: Oh, it's not goodbye...

SARAH JANE: Say it, please. This time. Say it.

THE DOCTOR (looking straight into her eyes): Goodbye. My Sarah Jane.

He throws his arms around her and lifts her right off the ground in a final embrace. He gives her one last smile before heading back into the TARDIS and closing the door behind him, leaving Sarah Jane standing alone outside. The engines start up and she walks slowly away, not looking back until it has almost gone, her eyes sparkling with tears. The leaves billow in the breeze created by the TARDIS, and K9 is revealed where he must've been sitting just out of sight behind it.

SARAH JANE (overjoyed): K9!

K9 trundles over to her.

K9: Mistress!

SARAH JANE (crouching down): But... you were blown up!

K9: Master rebuilt me. My systems are much improved with new undetectable hyperlink facilities.

SARAH JANE (beaming): Oh...! He replaced you with a brand new model!

K9: Affirmative.

SARAH JANE: Yep. He does that. Come on, you. Home. We've got work to do.

K9: Affirmative.

And Sarah Jane and K9 walk off into the sunset.