Oh, this was a blast to write. Battles all around!

Clara leads the fight against the Cybermen, the Doctor takes on the Cyber-Planner, and what's Jessie's role in all of this? All I can say: it gets badass at the end.

Enjoy "Nightmare in Silver!"

***

The Doctor poked his head outside the TARDIS, followed by Clara, who was followed by the Maitlands. "Oh, come on, it won't kill you," Jessie rolled her eyes as she just walked out, Pietro and Wanda snickering as they followed.

"Well, here we are," the Doctor jumped out onto what appeared to be the moon's surface, the U.S. flag standing straight nearby. "Hedgewick's World, the biggest and best amusement park there will ever be, and we've got a golden ticket. Eh? Eh?" He jumped onto one of the rocks, grinning widely. "Fun."

"Fun?" Clara repeated.

"Your stupid box can't even get us to the right place," Angie complained. "This is like a moon base or something."

"It's not the moon," the Doctor shook his head.

"Actually, I think it does look like the moon," Artie tilted his head. "Only dirtier."

"How would you know?" Jessie raised an eyebrow. "Have you ever been to the moon?"

"That's rude," the Doctor pointed to her.

Jessie held out a strand of her dark hair, having chosen to quit the blonde dye. "I'm not ginger," she countered.

"And it's not the moon, right," the Doctor conceded. "It's a Spacey Zoomer ride, or it was."

A door in one of the big rocks opened, and a man wearing a top hat looked out. "Psst," he hissed, making them all turn to him. "Excuse I. I don't suppose you happen to be my lift off planet? Dave's Discount Interstellar Removals?"

"Time Lords' Time and Space Tours, more like it," Pietro raised an eyebrow.

"Actually, that's not bad," the Doctor admitted. "Except we don't give tours.

"Point is, no, we're not," Clara told the man.

The man huffed. "They were meant to be here six months ago. Well, that's Dave for you, see? Unreliable."

"Stay where you are!" a woman's voice shouted.

"Oops," the man ducked back inside.

Jessie instantly placed herself between the Maitlands and the woman's voice, drawing her blaster and aiming at the blonde woman in combat fatigues that ran in, her men coming from all sides, Pietro and Wanda taking up other positions. "Throw down your weapons and identify yourselves," she ordered.

"You first," Jessie countered.

"No, no weapons," the Doctor waved Jessie down, who glared at him as he held up the golden ticket he had. "Golden ticket, Spacey Zoomer, free ice cream?"

"Who are you?" the woman scowled. "This planet is closed by Imperial order."

The Doctor took the opportunity. "How's this?" he asked, holding up his psychic paper, Jessie following soon after.

The woman blanched. "Oh. Welcome, Proconsul, General. I wish they'd told us you were coming. Any news of the Emperor?"

"Oh, the Emperor," the Doctor shook his head. "No, no. None that you'd, er - "

"We pray for his return," the captain nodded. "If there is anything you need, my platoon is at your service."

"Right," the Doctor nodded. "Righty-o. Well, carry on, Captain."

She saluted, which he returned, and she turned. "Platoon, let's move out! On the double! Two, three four, two, three, four, two, three, four!"

When the platoon was gone, the man poked his head back out. "Have they gone?" he asked.

"Yes," Wanda nodded.

He sighed in relief. "Uniforms give me the heebie-jeebies. Come on. They can't stop me being here, but they don't like it."

The man led them away from the Zoomer, and the Doctor grinned when he saw where they were. "Ha ha! You see? I told you it was amazing."

"I imagine more so underneath all this," Jessie looked over the amusement park, covered in grass and completely shut down.

"It closed down," the man explained. "Wish I'd known that before I landed here. But let me show you my collection. Come along, follow me. This way. This way in, come on."

Clara gestured the children in front of her, and all of them followed the man.

***

"Welcome to my show, Webley's World of Wonders," the man gestured to a comfortable room with may waxwork figures, chandeliers hanging from the ceiling. "Miracles, marvels, and more await you. I am Impresario Webley. You see before you waxwork representations of the famous and the infamous. Anybody here play chess?" The Doctor raised his hand, but as Webley's back was to him, the man didn't see. "Perhaps you, young man?" he asked Artie.

He nodded. "Actually, I'm in my school chess club."

"Ah," Webley gestured, the Doctor pouting and putting his hand down. "Follow me."

"We'll have a game later," Jessie snickered, patting the Doctor on the back.

"No mind reading this time?" the Doctor asked as they followed Webley to another room.

"Why?" Jessie tilted her head, grinning. "That's part of the fun of it."

"Believe me, the things you think of me during a chess game can be very distracting."

"Says the one who last time we played thought of me doing - "

"OK, now there are actually children in the room," Clara threw a pleading look behind her, Angie and Artie turning around, eyes wide. "Please, no discussing whatever life you have when we're not around."

"Now," Webley rubbed his hands together as they approached a chess board, a huge thing covered in a satin cloth sitting by the black pieces. "Let's demonstrate to you all the wonder of the age, the miracle of modernity. We defeated them all a thousand years ago, but now he's back to destroy you. Behold, the enemy!"

The Doctor blanching was bad enough when Webley whipped the cloth off to reveal a silver-colored robot that raised its head, but it was nothing compared to Jessie's snarl. "Cyberman!"

"Get down!" the Doctor yanked Clara down, who managed to get the kids down as Pietro ducked as well, Jessie aiming her blaster as Wanda raised her hands into clawed positions.

"No need to panic, my young friends," Webley chuckled. "We all know there are no more living Cybermen." Pietro hesitantly stood up, followed by Clara. The Doctor immediately started moving around the Cyberman, his sonic screwdriver out. Jessie kept her blaster aimed at the robot. "What you are seeing is a miracle. The six hundred and ninety ninth wonder of the universe, as displayed before the Imperial court, and only here to destroy you - at chess." He frowned when he saw the Doctor still investigating. "Careful, now. An empty shell, and yet it moves. How?"

"Magic," Angie rolled her eyes.

Wanda raised an eyebrow. "Should we not tell her, then?" she asked Jessie.

"Go ahead."

Wanda snapped her fingers, clouds of scarlet energy warping off her hand. "Whoa!" Angie's eyes flew wide open.

"You're an Avenger!" Artie realized in excitement. "You're her, you're the Scarlet Witch!"

"Didn't see that coming?" Pietro smirked.

"Then - " Artie pointed at him, eyes the size of saucers. "Are you - " Before he could finish, Pietro did two zooming laps around the room. "Quicksilver!" Artie grinned.

Pietro did a mock bow. "The one and only."

"Hang on," Angie frowned, looking at the Doctor and Jessie. "The Doctor and the Bad Wolf . . . " Her eyes widened. "Oh, my God, you're Avengers!"

"Well, don't go broadcasting," the Doctor rolled his eyes.

"Whoa," Artie grinned. "Awesome!"

"It is not controlled by magic," Wanda shook her head.

"A single penny wins you five Imperial shillings if you can beat this empty shell at chess," Webley told them, seeming slightly confused by what he had just witnessed.

"I haven't got a penny, but I've got a sandwich," Artie offered.

Webley nodded. "All right, take a seat." He took the sandwich as Artie sat down in front of the Cyberman. "It is free of all devices, and yet it has never been beaten. Would you like to make the first move, young man?"

Artie moved the King's Bishop's pawn one space. The Cyberman countered by moving its King's pawn two spaces. Artie looked around, the reached for his King's Knight's pawn. "Oh, no, Artie, no, don't do that, it - " the Doctor warned. Artie advanced it two spaces, and the Cyberman moved the Black Queen, ending the game. "That's a fool's mate," the Doctor grumbled as the Cyberman knocked over the White King.

"If you can tell me how it works, I'll give you a silver penny," Webley said.

"I think you do it with mirrors," Angie guessed.

"Hmm," the Doctor considered. "Mirrors. Clever girl. Well, let's see, hey? Low tech. It's a puppet. Monofilament strings, which means the brains are in - "

He opened up a door in the Cyberman's chair. A little man was sitting inside with a control box, looking up at them. "Hello," the man said.

"Hello," the Doctor nodded.

"I'm the brains."

"Hello."

"Give us a hand?" The Doctor helped pull him out. "They call me Porridge. Oh, it's good to be out of that box."

"For you, Miss, an Imperial penny," Webley smiled, producing one from Angie's ear. The girl blinked and took it with a smile. As Webley headed back for the main room, Jessie tapped the Doctor's shoulder and pointed with her blaster. He quickly put a hand on her gun, lowering it when they saw the same thing: a swarm of tiny metal bugs slithering over the floor. "I have not one, but three Cybermen in my collection," Webley gestured to the side, the Doctor immediately checking they were inert.

Angie considered a wax figure nearby. "Is that the King?"

"Emperor," Porridge corrected. "Ludens Nimrod Kendrick, etc. etc. the XLI, Defender of humanity, Imperator of known space."

"He looks a bit full of himself," Clara remarked.

Porridge quirked an eyebrow. "Don't say things like that about the Imperial family," he warned. "You can end up on the run for the rest of your life."

"They don't sound very nice," Artie said.

Porridge just beckoned. "Go on. If the kids want to ride the Spacey Zoomer, then I can operate the gravity console."

Artie nodded in excitement, and Porridge headed off. "Angie!" Artie called, and Angie quickly looked away from comparing the face on the coin to the Emperor's, running after them, the adults quickly following.

***

"Wow!" Artie cheered as he flew in the antigravity with Angie, Clara taking photos.

"Smile!" Clara grinned. "Say Spacey Zoomer!"

"Look at us, Doctor! We're flying!"

"Having a good time?" the Doctor asked as Jessie nodded for Porridge to turn off the antigravity.

"I think that was the most fun I've had in my whole life," Artie nodded.

"It was - "Angie began with a smile before she schooled it into a bored expression. "OK."

Pietro turned and coughed into his arm, sounding suspiciously like "liar." Wanda just patted his arm, smirking. "Clara, I think outer space is actually very interesting," Artie said.

"Right," Clara nodded. "Wonderful day out, Doctor, but time to get the kids home."

"Yeah," the Doctor scanned with his screwdriver. "Er, no. Not actually ready to leave."

Clara raised an eyebrow. "Why not?"

"I don't know. Reasons."

"What reasons?"

"Insects. Funny insects. I should add them to my funny insect collection."

"You don't have a funny insect collection," Wanda frowned.

"Well, I'm starting one, right now," the Doctor headed back towards Webley's room.

***

"How long do we have to stay here?" Angie asked as she and Artie settled on the sofas, Jessie checking her blaster.

"Not long," the Doctor shook his head. "Have a nap. I'll wake you when we're ready to leave."

"Comfy?" Porridge asked.

"Sleep well," Clara smiled.

"Goodnight."

Jessie turned out the lights as she left, flanked by the Maximoffs, Clara and Porridge following. The Doctor remained behind to add something to the kids. "Don't wander off. Now, I'm not just saying don't wander off, I mean it. Otherwise, you'll wander off and the next thing you know, somebody's going to have to start rescuing somebody."

"From what?" Angie frowned.

"Nothing," he said quickly. "Nobody needs rescuing from anything." He got two suspicious looks. "Don't wander off," he reiterated before waving and leaving. "Sweet dreams!"

***

"Was this really the biggest amusement park in the universe?" Clara asked Porridge as they walked.

"Yeah," he nodded. "Hedgewick bought the planet cheap. It'd been trashed in the Cyberwars."

"Who were we fighting?"

"Cybermen," Jessie answered. "They're technologically upgraded warriors."

"We couldn't win," Porridge nodded. "Sometimes we fought to a draw, but then they'd upgrade themselves, fix their weaknesses, and destroy us. It's hard to fight an enemy that uses your armies as spare parts."

"You had to beat them somehow," Pietro pointed out. "Or you wouldn't be here. How?"

"Look up there," Porridge pointed. "That corner of sky. What do you see?"

Clara frowned. "Nothing. It's just black. No stars, no nothing."

"Completely empty," Wanda frowned uneasily. "I feel nothing."

"It used to be the Tiberion Spiral Galaxy," Porridge explained. "A million star systems, a hundred million worlds, a billion trillion people. It's not there anymore. No more Tiberion Galaxy, no more Cybermen. It was effective."

Clara blanched. "It's horrible!"

"Yeah," Porridge agreed as the Maximoffs looked at Jessie, stunned, who just shook her head and walked on. "I feel like a monster sometimes."

"Why?"

"Because instead of mourning a billion trillion dead people, I just feel sorry for the poor blighter who had to press the button and blow it all up."

The Doctor joined them suddenly, frowning as he looked at his screwdriver. "Clara, did you tell Angie she could go to the barracks?"

"You know I didn't," Clara frowned, only to groan. "She hasn't."

"She's just gone in there," the Doctor confirmed. "J?"

"On it," she switched directions.

***

"Well, you must have seen him," Angie was telling the captain when they entered.

"Angie!" Clara stormed over. "Angie!"

Angie glowered at her. "She always has to turn up and spoil everything. I wasn't doing anything. Why can't you just leave me alone?"

"Because you have no idea how much trouble we're in," Jessie retorted, narrowing her eyes. "And you're in a place you don't know with people you don't know if you can trust. Why do you think?"

"What, like you?" Angie raised an eyebrow.

"Yes," she said bluntly.

Angie's jaw dropped as Clara stared at her, surprised, when there was a large crash from outside. They all turned to look, and a Cyberman entered the room. "Cyberman!" the captain shouted.

"Guard Angie!" Jessie snapped into commander mode, Wanda and Clara immediately placing themselves in front of the surprised girl. "All of you, attack formation!"

The Cyberman moved like a blur as the platoon tried to get into position. Pietro instantly sped over, blocking the Cyberman through most of its moves. "Are you all deaf?" Jessie yelled at the platoon as Clara pulled out her gun from where she had it hidden under her jacket, Wanda clawing her hands. "Attack formation, now! Move it!"

"Where the hell did you get that?" Angie sputtered, looking at Clara.

"Not now, Angie!" Clara shook her head, aiming at the Cyberman, knowing that while it probably wouldn't do much good, she at least had good aim.

The Doctor formed a fireball and threw it at the Cyberman, knocking it away from Pietro as the platoon finally started shooting at the Cyberman. It was knocked back by a few blasts, then straightened and declared, "Upgrade in progress."

One moment, the Cyberman was there. In the next, Angie was screaming as the Cyberman left the room, her thrown over his shoulder. "Angie!" Clara shouted, trying to run after her.

"Clara, Clara!" the Doctor yanked her back.

"That was a Cyberman," the captain panted. "But they're extinct!"

"We'll get her back," Jessie stormed over, grey eyes narrowed. "Captain, a word, now." She didn't give the woman time to answer, she just yanked her off to the side. "Your men are horrid," she said bluntly, "so I'm taking that as your platoon doesn't do much fighting."

"What do you expect?" the captain sighed.

"Explain, and that's an order."

"We're a punishment platoon. It's why they sent us out here, so we can't get into trouble."

"Right," Jessie pinched the bridge of her nose. "Clara, come here." She obeyed, a bit confused, but Jessie took the captain's insignia from the current captain. "As the General of the Imperial Army, I'm putting Clara in charge. Clara, stay alive until we get back, then the Maximoffs take over, and don't let anyone blow up this planet."

"Is that something they're likely to do?" Clara blinked.

"Get somewhere defensible," Jessie added, pulling the Maximoffs to the side. "Give Clara help if she needs it," she ordered. "Don't let anyone blow up the planet, and for God's sake, stay alive."

"You got it," Pietro nodded as the two of them took off their jackets.

"Where are you going?" Clara asked.

"W'ere getting Angie, finding Artie, and looking for funny insects," the Doctor replied as Jessie walked over to join him. "Stay alive. And you lot - "

"No blowing up the planet," the Maximoffs finished for him.

"Exactly," he grinned, heading out with Jessie.

***

"What have we got?" Wanda asked the former captain later.

"Cyberiad class weaponry," she answered as she put a box on the ground. "I've taken it out of storage."

"Good," Clara nodded. "We need to find somewhere defensible. Where?"

The former captain revealed a large map of Hedgewick's World and started pointing out locations. "The beach, the Giant's Cauldron, Natty Longshoe's Comical Castle."

"Natty Longshoe's?" Pietro guffawed. "Who names these things?"

"Real castle?" Clara asked. "Drawbridge, moat?"

"Yes, but comical," the woman nodded.

"We'll go there."

The woman stiffened. "Ma'am, my platoon can deal with one Cyberman, and there are protocols if we cannot immediately find and destroy it."

"Blowing up the planet protocols?" Clara guessed.

"Respectfully, ma'am."

"Somewhere defensible, no blowing up the planet."

The former captain made to argue, when Porridge broke in. "She's your commanding officer now, isn't she, Captain?"

The woman stiffened. "Yes sir."

Clara smirked and left with the Maximoffs.

***

"Artie?" the Doctor looked around Webley's room.

"Webley's gone, too," Jessie came in before freezing. "Doctor."

He walked over to see her looking at a tiny Cybermat and bent down. "Firstly, if anyone's watching this, those children are under our protection," he said. "We're coming to get them, and secondly, little metal machine . . . you are beautiful."

"Of course you would tell that to a Cybermat," Jessie sighed as he sonicked it, then picked it up.

"Not even a Cybermat anymore, eh?" the Doctor twisted it this way and that. "Cybermites. Now, there's a local transmat link open to your home. If I can just find the frequency - " There was a zapping noise, and their location suddenly changed. "Hey, that really shouldn't have worked," the Doctor blinked.

"Doctor, help us."

"Artie?" Jessie spun around to see the two kids unresponsive, blinking lights flashing on the side of their heads. "Angie?"

"Webley," the Doctor said.

Jessie turned to see Webley with half of his face turned Cyber. "We needed children, but the children had stopped coming," Webley said, speaking from a Cyber's view. "You brought us children. Hail to you, the Doctor and the Bad Wolf, saviors of the Cybermen!"

***

"What would the Empire do if they were alerted?" Clara asked as they approached the castle.

"I told you, tell me to blow up the planet!" the former captain insisted.

"After they got us off."

Porridge scoffed. "Captain, you want to take that one?"

"No, ma'am," the former captain admitted. "Just blow the sucker up."

"Drawbridge, moat," Clara smiled when she saw the castle. "Brilliant."

"With respect, ma'am," a redheaded soldier said, "we ought to be hunting the creature."

Clara stepped in front of him, raising an eyebrow. "The only reason I'm still alive is that I do what the Time Lords say. Can you guarantee me you'd bring back my children alive and unharmed?" He shook his head, making Clara nod. "I trust the Doctor and the Bad Wolf."

"You think they know what they're doing?" the former captain asked.

Pietro snorted. "Well, the Bad Wolf probably does. The Doctor, on the other hand . . . "

"I'm not sure I'd go that far," Clara agreed, turning and heading for the castle.

***

"As the battle raged between humanity and the Cyberiad, the Cyber-Planners built a Valkyrie, to save critically damaged units and bring them here, and one by one, repair them," Webley said.

"The people who vanished from the amusement park, they were spare parts for repairs," the Doctor narrowed his eyes.

"We've upgraded ourselves. The next model will be undefeatable."

"Nothing's undefeatable," Jessie shook her head.

"We needed children to build a new Cyber-Planner. A child's brain with its infinite potential is perfect for our needs, but we no longer need the children. The Cybermites have been scanning your minds, Doctor, Bad Wolf. They're quite remarkable."

"Also completely useless to you," the Doctor scoffed, going back to check on the kids, leaving Jessie to take care of Webley. He knew she could. "Cybermen use human parts. We're not human. You can't convert nonhumans."

"Well, that was true, a long time ago," Webley admitted. "But we've upgraded ourselves. Current Cyber-Units use almost any living components."

In the next moment, the Doctor was aware of two things at once. He felt a sharp pain that didn't come from him, and he heard Jessie scream. "Jessie!" he blurted, spinning around, seeing her stagger away from Webley, who was smirking victoriously. "Jez, can you hear me?" he ran over to her.

He jerked back when she slapped him away, then heard a cackle that certainly was not his wife. "Incorporated," she grinned evilly as she looked up, and his eyes widened in horror when he saw the blinking silver metal on the left side of her face. "Yes! Ah, unfamiliar pulmonary set-up. Nervous system hyperconductive, remarkable brain processing speed. Oh, this is amazing!"

"Get out of my wife's head!" the Doctor snarled angrily.

***

Jessie spun around to see herself on a warm-colored side of the Cyberiad, her Cyber-Planner self on the other side, surrounded by cold colors. "Stop rummaging in my mind!" she ordered.

"Just you try and stop me," the Cyber-Planner chuckled, walking over, her hair blonde. "Ooo, who's Clara?" she considered the images flashing in the Cyberiad. "Why are you thinking about her so much?"

"Enough!" Jessie glared.

The Cyber-Planner raised an eyebrow. "Fascinating. A complete mental block. Highly effective."

***

"Relax, relax," Jessie's Cyber-Planner self rolled her eyes as she sauntered around the Cyber-Lab, the Doctor watching, his eyes wide. "If you just relax, you will find this a perfectly pleasant experience. You are being upgraded and incorporated into the Cyberiad as a Cyber-Planner."

Her head whipped to the side, and then it was the real Jessie speaking. "Get out of my head!"

The Doctor just watched, stunned, seeing his wife go at herself.

***

"What is this place, a network, a hive?" Jessie looked around the Cyberiad. "You're getting signals from every Cyberman everywhere. How many of you are there?"

***

"Oh, this is brilliant!" the Cyber-Planner giggled. "I'm so clever already, and now I'm a million times more clever! And what a brain! Not a human brain, not even slightly human. I mean, I'm going to have to completely rework the neural interface, but this is going to be the most efficient Cyber-Planner." She pouted. "Not a great name, that, is it? I could call myself . . . Miss Clever!" She giggled again, the Doctor shaking his head and giving himself his own headslap. No, this was really happening. "So much raw data. Time Lords. There's information on the Time Lords in here!" She sighed in delight. "Oh, this is just dreamy!"

***

"Right," Jessie folded her arms. "I'm allowing you access to memories on Time Lord regeneration."

The Cyber-Planner raised an eyebrow, impressed, as the First Bad Wolf and the Second Bad Wolf flashed behind them, followed by all of the Doctors. "Fantastic!"

"I could regenerate right now," Jessie threatened. "A big blast of regeneration energy, burn out any little Cyberwidgets in my brain, along with everything you're connected to. Don't want to. You use this me up, who knows what we'll get next? But I can."

***

The Cyber-Planner snarled. "Stalemate, then," she declared. "One of us needs to control this head. We're too well-balanced." She paused. "What did you say? No, no, no, no, no, I heard you. Rhetorical device to keep me thinking about it a bit more. Stalemate?"

***

"We each control forty-nine point eight eight one percent of this brain," the Cyber-Planner told Jessie. "Point two three eight of the brain is still in the balance. Whoever gets this gets the whole thing."

"Do you play chess?" Jessie asked.

"The rules of chess are in my memory banks. You're proposing we play chess to end the stalemate?"

"You and my blood bonded play chess to end the stalemate," Jessie corrected. "Winner takes all. Nobody can access that portion of the brain without winning the game."

The Cyber-Planner considered, then held out her hand, and they shook on it.

***

The Cyber-Planner chuckled darkly, turning to the Doctor. "Your blood bonded seems to think you can beat me at chess," she said. "You can't win."

The Doctor raised an eyebrow. "Try me."

"You understand," she walked over. "When I do win, the Cyberiad gets her brains and memories. All of it."

"When I win," the Doctor narrowed his eyes, "you get out of my wife's head, you let the children go, and nobody dies. You got that? Nobody dies!"

The Cyber-Planner just smirked. "Get the board."

***

"Er, ma'am," the redheaded soldier, called Brains, said as he walked up. "Missy said she saw something, and then she went quiet."

"It's on its way, then," Clara sighed. "Weapons, show me." The former captain opened the case she had, and Clara raised an eyebrow. "Only one gun?"

"Cybermen have been extinct for a thousand years," the former captain told her. "Even one Anti-Cyber gun is a miracle. These things are hand-pulsers," she held one up. "Touch the back of a Cyberman's head, the electromagnetic pulse deactivates it."

"What's this for?" Wanda nudged another box with her toe.

The former captain didn't answer, and Clara narrowed her eyes. "Just a mad guess here. It blows up the planet?"

"Implodes it," the former captain corrected.

"Oh, even better," Pietro sighed.

"There's also a trigger unit," the former captain added.

"I'll have that, then," Clara snatched it from her. "Is there any other way to activate the bomb?"

"It's set to respond to my voice," she answered. "I have the verbal code."

Clara narrowed her eyes. "You will not activate it without a direct order from me."

"I will follow my orders."

"Your orders come from Clara," Wanda folded her arms.

Brains cleared his throat, handing over a board. "You'll need to sign for that trigger unit, ma'am."

"Thanks," she signed off.

"Mind if I take one of these?" Porridge asked, holding up one of the pulsers. "Might be handy."

Clara giggled at the pun, but the former captain just narrowed her eyes. "Help yourself. I'll teach you how to use it. Upstairs, now!"

As they went, Pietro reached over and took one as well.

***

"There," the Cyber-Planner made her move, the Doctor watching her. "That was easy." She chuckled. "The game has just started. Doctor, why is there no record of you and your blood bonded anywhere in the databanks of the Cyberiad?" The Doctor just raised an eyebrow. "Oh, you're good. Oh, you've been eliminating yourselves from history. You know, you could be reconstructed by the hole you've left."

"Good point," the Doctor made a move. "I'll do something about that."

***

"The rules of chess allow only a finite number of moves, and I can use other Cyber-Units as remote processors," the Cyber-Planner said. "The Doctor cannot possibly win."

"He can," Jessie shook her head. "He knows things you don't."

***

The Cyber-Planner glared at the Doctor. "What did that mean?"

"For example," the Doctor tilted his head, "did you know very early versions of the Cyber operating system could be seriously scrambled by exposure to things like gold or cleaning fluid? And what's interesting is you're still running some of that code."

She snorted. "Really? That's your secret weapon? Cleaning fluid?"

"Nope, gold!" The Doctor slapped the golden ticket he had onto the implants.

Jessie jerked backwards, hurrying to regain her balance. "Oh, like a charm!" she grinned. "Cyber Webley, kids, let's get out of here."

"I'll bring the chessboard," the Doctor picked it up.

***

"The only way you can report this now is to activate the bomb," Porridge was saying as the trio approached the battlements.

"Yes," the former captain nodded.

"And I forbid you to do that."

"I don't get it," Clara frowned. "Why would you blow up a whole planet and everybody on it just to get rid of one Cyberman?"

"We tried other ways, but they only work sometimes, so now we take drastic action," Porridge answered. "And it works."

"If you find a Cyberman and you can't destroy it immediately, you implode the planet," the former captain nodded. "I was sent here because I didn't follow orders. I can make up for that."

"Put it down," Clara ordered. "I forbid you."

"Yeah, what she said," Porridge nodded.

"You ran away," the former captain accused. "I will do what I was brought up to do. Live for the Empire, fight for the Empire, die for the Empire." She took a deep breath. "This is Captain Alice Ferrin, Imperial ID one nine delta one three B. Activate - "

A Cyberman shot hit her suddenly, and she fell dead. "Cyberman!" Porridge shouted as they all turned. "Get down!"

"The Bad Wolf said to get somewhere easily defensible, but if we just stay in the castle, it'll pick us off one by one," Clara said as the rest of the soldiers came up. "We have to take it out."

"Is that an order, ma'am?" one of the other soldiers, named Ha-Ha, asked.

"Yes," she nodded.

"Good."

"You know what to do," she nodded to the pulsers.

"Pulse to the back of the head, fry the brain circuit interface," Brains nodded.

"It's going to be hard to get in close enough," Clara pointed out.

The Maximoffs eyed each other, then Pietro smirked. "Leave that to us."

***

"Well," Clara said slowly, watching from behind sandbags as Pietro whizzed behind the Cyberman, Wanda immobilizing it with her magic so Pietro could deactivate it. "That's one way to do it."

"Good thing you didn't use that," Ha-Ha tapped the gun. "That would be a waste of charge. We may need it."

"You don't think that was the only one, then?" Clara asked.

***

The Doctor ran up to the castle, only to throw up the chessboard in front of his face when Clara emerged with a huge ray gun. "Don't shoot, don't shoot, I'm nice!" he peeked out from behind the board as Jessie staggered along behind him, Webley, Angie, and Artie coming more slowly. "Please, don't shoot. Hey, Clara, you haven't let them blow up the planet. Good job!"

"Did you get the kids?" Clara asked nervously. "Are they all right?"

"What is that?" Wanda asked, pointing to the silver device attached to the left side of Jessie's face.

"Ah," the Doctor winced. "A bit of good news, bad news, good new again thing, going on. So, good news: we've kidnapped the Cyber-Planner, and right now, we're sort of in control of this Cyberman."

"Bad news?" Pietro narrowed his eyes.

"Bad news, the Cyber-Planner's in her head," the Doctor pointed to Jessie, who waved with a grimace. "And, different bad news, the kids are . . . well, it's complicated."

Clara narrowed her eyes. "Complicated how?"

"Complicatedasinwalkingcoma!" the Doctor said in a rush, hiding behind the chessboard again and moving aside.

Clara gasped, running forward to Angie and Artie, turning back around. "Please tell me you can wake them up!"

"Hope so," he nodded.

"What is the other good news?" Wanda asked.

"Well, in other good news, there are a few more repaired and reactivated Cybermen on the way, and the Cyber-Planner's installing a patch for the gold thing."

Pietro glared. "That is not good news."

"No, it isn't," the Doctor nodded. "OK, good news: I have a very good chance of winning my chess match!"

All three companions blinked. "What?" they asked.

"We'll explain in a minute," Jessie winced. "Doctor, it's upgrading."

"Right, get us to a table, and somebody use these - " He tossed two sets of handcuffs, one from his pockets and the other from Jessie's, to Pietro and Wanda, who hurriedly caught them. " - to lock Jez's ankles to something. She can't get free. She needs her hands free for chess."

"And make it quick," Jessie added.

***

"Why did you have handcuffs in your pockets?" Clara couldn't help but ask as she and Pietro locked Jessie's ankles to the legs of the table, the Doctor taking her blaster from her holster and handing it over to Wanda.

"Well, if you really want to know," the Doctor began, a sly glint in his eye.

"Does this explanation not involve your sex life?"

"No."

"Then I don't want to know."

"OK. As long as those stay locked, she won't be able to phase her way out of this. Good."

"You're playing chess against her?" Wanda frowned.

"And winning," the Doctor nodded.

Jessie suddenly tore the golden ticket away from the implants and giggled maniacally, twirling it between her fingers. "Actually, he has no better than a twenty-five percent chance of winning at this stage in the game," she said in a very accurate Australian accent. "Some very dodgy moves at the beginning. Hello, flesh girl," she grinned at Clara, who was taken aback by the maniacal glint in her eyes. "Fantastic! I'm the Cyber-Planner."

"Bad Wolf?" Pietro asked hesitantly.

"Afraid not," she sang. "I'm working the mouth now. Allons-y!" she tried out, only to shake her head. "No, that wasn't this one . . . no, that was love from Asgard. Yes, that was right. Oh, you should see the state of these neurons," she rolled her eyes with a snort. "She's had some cowgirls in here. Two complete rejects."

"They were not rejects!" the Doctor stared at the Cyber-Planner in anger.

"Oh, really?" she raised an eyebrow. "The self-conscious one and the one that got ignored the moment she woke up? Oh, she definitely doesn't think they're rejects, pardon me."

"You aren't the Bad Wolf," Clara frowned as the Doctor flinched.

"No, but I know who you are," the Cyber-Planner smirked, reaching out and poking Clara in the chest. "You're the Impossible Girl. Oh, she's very interested in you."

"Why am I impossible?" Clara frowned.

"Haven't they told you?" the Cyber-Planner tilted her head in a mock innocent way. "The sly devils. Oh, dear me," she tutted. "Listen, soon we'll wake. We'll strip you down for spare parts, then build a spaceship and move on."

"More Cybermen," Pietro narrowed his eyes.

"They're waking from the tomb right now," the Cyber-Planner nodded, the Doctor turning silently to look at Pietro. "You can either die or live on as one of us."

"We'll stop you," the Doctor warned.

"Ha!" the Cyber-Planner laughed. "You can't even help your own blood bonded!"

Pietro zoomed forward, hitting her with all of his strength. Her head whipped to the side, and she cried out in pain. "Argh!" she hissed, shaking her head, rubbing her cheek. "Ow! Oh, that hurt."

"That good enough?" the Doctor grinned.

"Neural surge," Jessie winced, nodding. "Just what I needed. Thank you, Pietro."

"You're welcome?" he said in confusion.

"Why am I the Impossible Girl?" Clara asked with a frown.

"It's just a thing in my head," Jessie waved it off. "I'll explain later."

"Chess game," Clara looked down at it. "Stakes?"

"If she wins, I give up my mind, and she gets access to all my memories, which happen to also include the Doctor's, along with knowledge of time travel."

"But if I win, she'll break her promise and get out of her head and then kill us all anyway," the Doctor added.

"That's not reassuring," Pietro frowned.

"No," he agreed.

"Please tell me you can fix whatever happened to the children," Clara begged.

"Children, yeah, they're fine," the Doctor nodded. "I mean, right now, their brains are just in standby mode."

"That is not fine!"

"Listen, right now, they have a much better chance of getting out of this situation alive than you do," Jessie sneered.

They all looked over at her. "Which one of you said that?" Clara asked.

"Me, Cyber-Planner," the woman answered. "Miss Clever. Now, if you don't mind, I have a chess game to finish, and you have to die pointlessly and very far from home." She put her finger in the center of Clara's forehead and pushed her back. "Toodle-oo."

Clara gave her an odd look as she and the Maximoffs left.

***

"Apparently, there are more Cybermen on the way," Clara said as they rejoined the soldiers.

"There's at least a dozen more shots left in the gun before it needs to recharge," Brains said.

"We might have more than a dozen Cybermen to worry about." She frowned, pointing at a cable by the drawbridge. "What's that cable?"

"Power line for the park," Porridge answered.

Clara started to smile. "What would happen if we unhooked the end, dropped it into the moat, and turned it on?"

Ha-Ha smiled. "Fry anything alive that entered the water."

"And Cybermen can't fly, can they?" Pietro grinned.

Brains shook his head. "No, sir."

"First good news of the day," Clara beamed. "Do it."

***

Jessie was yanked back into the Cyberiad and glared at the Cyber-Planner, who was smirking cruelly at her. "Stop that!" she glared. "I felt that."

"Of course you did," the Cyber-Planner chuckled. "It's time to get up. Wakey wakey, boys and girls," she sang. "Wakey wakey!"

***

"Clara! Scarlet! Silver! In here, now!"

In a blur of silver, the three humans were there in the room. "What?" Pietro asked.

"Quick rundown, what's our weapons strength?" the Doctor asked.

"One big gun, five of those hand-pulser units, and a shiny black bomb that implodes the planet," Clara counted off.

"Yeah," he winced. "Yeah, that one. Now, tell me, does it happen possibly to have a remote triggery thing?" Clara held it up. "Brilliant. Pass it - "

Clara yelped when Jessie made a flicking motion, and the entire trigger disappeared in a fireball. "Never play with fire!" the Cyber-Planner cackled. "You just get more of it!"

"What do you want?" the Doctor glared at her.

"Oh, good news, boys and girls!" the Cyber-Planner pointed towards the windows, a cruel glint in her eyes. "They're here!" As the companions ran out to check on the soldiers, the Cyber-Planner chuckled darkly. "Oh, I've learned so much from you, Doctor. It's been an education. But now, it's time for the endgame."

***

"I don't think any of us saw this coming," Pietro looked over the massive armada of Cybermen in front of the moat.

"One gun, five hand-pulsers, and a planet smashing bomb that doesn't work anymore," Clara looked sick.

"Why not?" Brains frowned.

"Incinerated trigger unit."

"But you signed for that!"

"Here they come," Wanda warned.

They all looked down as one of the Cybermen stepped into the moat and was electrocuted. "Brilliant!" Clara sighed in relief.

Then it stood up straight. "Upgrade in progress," it announced, before every Cyberman marched into the moat.

"Damn," Clara closed her eyes. "Who's our best shot?"

"Probably it's me," Ha-Ha answered.

"Shoot any of them who make it across," Clara handed him the Anti-Cyber gun. "The rest of you, take defensive positions. Porridge?"

"Yes?" he asked.

"Keep yourself safe," she ordered.

***

"They're nearly here," the Cyber-Planner smirked triumphantly at the Doctor. "Now, you can take my bishop and keep limping on for a little longer, or you can sacrifice your queen and get the children back. But it's mate in five moves, and I get the Bad Wolf's mind."

The Doctor looked back at the children, then nodded. "Take my queen and give me back the children."

The Cyber-Planner clicked her tongue in disappointment as she took the queen. "Emotions. Can't you see what a foolish move that was? You've lost the game."

"Kids, back, now," the Doctor glared.

She sighed, and the Maitlands fell to the ground. "Emotions, Doctor," she shook her head as Angie blinked, waking up. "All for two human children you barely know. And it was a pointless sacrifice anyway. Do you really think I'll just let you all go? Come on. Your blood bonded barely knows how to shield her mind. You, her precious Maximoff twins, her Impossible Girl, the Avengers. We'll see just who the victor is when they're dead."

Oh, and that was when the Doctor knew the Cyber-Planner had crossed a line, because he saw a flicker in her eyes. "Now you've done it."

"Oh, what?" she made a pouty face. "Has the big Bad Wolf crawled into her doggy house?"

Her head jerked, and then it was Jessie. "No," she growled. "In fact . . . I'm free."

The Doctor jerked back in his chair when Jessie's body turned to gold energy, shooting out of the room. "Jessie!" he shouted, jumping to his feet and running to the window.

Oh, this was not good. Not good at all.

***

"I've got no charge left!" Ha-Ha panicked.

Clara picked up a heavy mace, swinging at one of the Cybermen, only for it to block and rip the mace from her hands. Panting, Clara backed up as the Maximoffs joined her, Ha-Ha, and Brains, all of them bracing themselves for the incoming attack -

When Jessie landed in front of them on one knee, her lips curled in a cruel sneer. "You threaten my family?" she spat to her Cyber-Planner self. "I'll destroy yours."

The first Cyberman came forward with the mace, only for Jessie to rip it out of its hands with one hand and swing hard enough to take off its head. One more swing, and the Cyberman toppled to the ground. She flipped it over and used two hands this time, using the mace like a quarterstaff, striking the Cybermen hard enough to dismember them and topple them, occasionally forcing them to use each other's guns on the other, all the time with that evil snarl on her face. "Oh," Clara blanched. "My. God."

"Clara?" Angie ran out into the courtyard. "Artie's inside, but - " She stopped and stared when she saw Jessie. "Oh, my God!"

"She's gone mad," Pietro shook his head, holding out his arms. "Stay away."

All of a sudden, just before she could strike the last few Cybermen, Jessie stopped, tilted her head, then gave a mad cackle. "Oh, and doesn't that scare you to bits?" the Cyber-Planner turned, her eyes as dark as thunderclouds, a truly mad gleam in them. "Oh, it looks like the Doctor gave up on his little chess match. But first . . . " She held out both hands, a fireball forming in each. "The girl won't have to watch all of you die."

"Angie!" Clara cried as the girl screamed, throwing her hands over her eyes as the Cyber-Planner raised both arms to throw -

And a dark purple blur slammed into her, both of them crashing to the ground, the fireballs disappearing. The Cyber-Planner rolled onto her knees, spitting her hair out of her eyes, turning to glare, her eyes flaring dark red. The Doctor just rose to his feet, green eyes as hard as steel as he flung his coat aside. "You want to fight, Miss Clever?" he asked, a fireball of his own forming in his hand. "Fight me."

The Cyber-Planner snarled. "Gladly."

"Get down!" Pietro shouted.

The Cyber-Planner launched at the Doctor, the Time Lord phasing the madwoman through him. The Cyber-Planner just flipped herself horizontally and rotated, kicking the Doctor right in his chest. He flew backwards, almost hitting a wall, before launching himself into the air just in time. "There's no atmosphere here, Doctor!" she spat, throwing her leather coat to the side. "None of those tricks will work on me."

"Well, I guess it's a good thing that's not my forte," the Doctor retorted, clawing his hands, the Aether forming snaky tendrils around his fingers. "Or can you not see in her mind that I mastered telekinesis with the Aether first?"

She screeched and flew at him, the Doctor spinning around and making a slashing motion horizontally. A wave of the Aether slammed into the Cyber-Planner, making the woman careen backwards. She smashed into the door of the castle, hitting the ground. She growled and leapt back onto her feet as the Doctor landed on bended knee in front of her. "Her memories are mine, Doctor," she warned. "I know your tricks. I know your favorites."

"Then you should remember something in there," the Doctor stood, holding out his hands. "A General never reveals his plan to the enemy."

"Even if the enemy has your wife's face?"

"Especially then," the Doctor narrowed his eyes. "Give up, Miss Clever."

"Ohoho, no," she smirked, starting to circle the Doctor as he circled her. "One thing your wife and I have in common, Doctor. I don't give up."

"You should know better," he stopped. "Neither do I."

The Cyber-Planner conjured a fireball and flung it at him. The Doctor just deflected with a blast of the Aether, forced to go on defense as the Cyber-Planner decided the best form of attack was to keep hurling fire at him. What she never seemed to notice was that a few moments in, he had switched to deflecting with one hand only. With his free hand, he stuck his hand in his pocket, pulling out his sonic screwdriver. "Maximoff!" he threw it to Wanda. "Sonic one of the pulsers!"

She caught it and looked around. "Pietro, your pulser," she urged.

He took it off his hand, and Wanda aimed the screwdriver at it. A moment later, she turned. "It's ready!"

"Check," the Doctor saluted the Cyber-Planner before switching to offense. Every blast of Aether he flung now hit her somewhere. She resorted to dodging, never keeping up with the Time Lord's pace. With one last disc of energy, the Cyber-Planner was knocked off balance enough for him to fly forward and crash into her, knocking both of them to the ground, the Doctor practically straddling her. The Cyber-Planner glared up at him defiantly. "Checkmate," he said before making a fist and punching her across the face, knocking her out. He held up his hand, and Wanda tossed the pulser to him. He put it on and put it to the implants on the side of her face. They fell off, but Jessie didn't wake.

Slowly, everyone came forward. "What happened to the Cyber-Planner?" Clara asked hesitantly.

"Out of her head and redistributed across three million Cybermen right now, and about to wake them all up, kill us, and start constructing a spaceship," the Doctor answered, picking up Jessie and heading back into the throne room. "We need to destroy this planet before they can get off it." He placed Jessie on the ground and used his sonic on the bomb, only to scowl. "OK, it has a fallback voice activation."

"The captain," Ha-Ha nodded. "But she's dead."

"I think you should ask Porridge," Angie stated.

Clara blinked. "Why?"

"Well, he is the Emperor," Angie said in a "duh" voice, Porridge closing his eyes at that. "I bet he knows the activation codes." At everyone's startled looks, she rolled her eyes. "Oh, come on, it's obvious! He looks exactly like he does on the coin and on the waxwork, except they made him a bit taller, but look, am I the only one paying attention to anything around here?"

Pietro sighed. "Should have seen that coming."

"Porridge?" Clara asked.

"She's right," he sighed.

"So you can save us?"

"We all die in the end," Porridge shrugged. "Does it matter now?"

"What do we do?" Ha-Ha asked.

"I don't want to be Emperor," he shook his head. "If I activate that bomb, it's all over now."

"And Jez never wanted to be a soldier," the Doctor shook his head. "Things just turn out that way. You can't always help it, but this is your decision, Porridge. It's either activate that bomb, or three million Cybermen spread across the galaxy."

Porridge considered, then sighed. "The bomb, the throne, it's all connected. I just have to say this is Emperor Ludens Nimrod Kendrick, called Longstaff XLI, the Defender of Humanity, Imperator of known space. Activate the Desolator. And it's done." The bomb activated, ticking. "It'll blow in about eighty seconds. Easily long enough for the Imperial Flagship to locate me from my identification, warp jump into orbit, and transmat us to the State Room."

The throne room disappeared, turning into a wide observation deck, Porridge standing on a raised platform with a throne on it. "Oh, yeah," the Doctor whistled, looking around as Angie ran to check on Artie. "Nice ship. Bit big. Not blue enough. Listen, there is a large blue box at coordinates six ultra nineteen P. I need it transmatted up here right away."

"Right," Porridge nodded, looking at the woman at one of the consoles. "Did you get that?" She nodded, and he turned back to the planet. "And that's that. Seventy-six, seventy-seven, seventy-eight, seventy-nine . . . "

The planet exploded, making the ship rock. Angie yelped as she and Artie crashed onto the platform. Pietro grabbed Clara before she could fall, the Doctor pulling his still unconscious wife into his arms to keep her protected. "Farewell, Cyberiad," Porridge sighed. "You know, it was good to get away. Good to be a person and not to be lonely, or Emperor of a thousand galaxies with everyone waiting for me to tell them what to do."

"Can't you run away again?" Artie asked.

He smirked. "They'll be keeping a close eye on me this time. That's what happens when you're Emperor. Loneliest job in the universe."

"You don't have to be lonely," Clara shook her head.

He considered. "I don't," he realized before crouching so they were eye to eye. "Clara, will you marry me?"

Even the Doctor gawked at that. "What?" Clara blinked.

"He said - " Artie began.

"She heard what he said," Angie grinned.

"Did not see that coming," Pietro scowled.

"Jealous?" Wanda whispered in his ear.

"Not in the least," he said quickly.

She sniggered. "Liar."

"You're smart and you're beautiful, and I've never met anyone like you before," Porridge told Clara. "And being Emperor won't be as hard if you're by my side. And you'd rule a thousand galaxies."

The Doctor cleared his throat, bending behind Porridge. "This sounds like an actual marriage proposal. Tricky. Now, if you want my advice - "

"You, not one word," Clara pointed at him. "This is between me and the Emperor." The Doctor held up his hands in surrender, backing off. "Porridge, I don't want to rule a thousand galaxies."

Porridge smiled sadly, nodding and looking down, the Doctor giving a thumbs up from behind him. "Yeah. Silly of me."

"I'm really sorry," Clara smiled apologetically.

"But that's stupid!" Angie stared at her as if she was insane. "You could be Queen of the universe! How can you say no to that? When someone asks you if you want to be Queen of the universe, you say yes. You watch. One day, I'll be Queen of the universe."

Porridge smiled at her, then turned to the Doctor. "Of course, I could have you all executed, which is what a proper Emperor would do, considering what your wife did, Doctor, would be considered treason."

He narrowed his eyes. "You're not actually going to do that, though, are you?"

Porridge just grinned and laughed, which the Doctor returned. "Go on, get out of here, all of you, before I change my mind."

***

"Thank you for having me," Artie shook the Doctor's hand. "It was very interesting."

"My pleasure," the Doctor winked. "Thank you for coming. Now, I've got something for you," he pointed at Angie. "It's not from me. It's from the TARDIS." He circled the console, trying to find it. "Ah! New phone."

Angie grinned when he handed it to her. "Thanks!"

"You're welcome," he nodded.

"Sorry I said this box was stupid," she smiled, looking over at where Jessie was still lying on the ground. "Will she be all right?"

"Oh, she'll be OK," the Doctor nodded. "She's the Queen of OK. No, that's a rubbish title. She'll be all right."

"Bye," Angie smiled, waving. "Thanks, Clara."

"Thanks, Doctor," Artie added. "Thanks, Scarlet Witch. Thanks, Clara's boyfriend!"

"He's not my boyfriend!" Clara protested.

"I'm not her boyfriend!" Pietro said at the same time.

"Nice try," Wanda clapped them on the shoulders.

The moment the doors shut, the Doctor's grin slid from his shoulders, and he made a swatting motion. Two of the TARDIS levers flung into position, the police box taking off. "Whoa!" Clara stumbled into the console as the Maximoffs grabbed the railings. "Doctor, what - ?"

"Sorry, Clara, but we're taking a side trip," the Doctor shook his head. "I knocked her out long enough, but I want to make absolutely sure there's nothing else inside her head that could bring back Miss Clever."

"Where the hell are we going for that?" Wanda asked.

"Where else?" the Doctor raised an eyebrow as they landed. "Who's the next best telepath besides the two of us?"

Her eyes widened. "Vision."

"Wait a minute," Clara's eyes widened to the size of saucers. "You're not serious, Doctor!"

"Well, you're traveling with four of the Avengers," the Doctor smirked. "Are you ready to meet the rest of the gang, Clara Oswald?"

***

I really enjoyed writing Jessie as a villain here, not to mention the Doctor v. Mad Wolf/Miss Clever battle! That was amazing. :)

Next interlude, Clara meets the Avengers - and she looks awfully familiar to one. ;)