A/N - We're moving into the series finale. I think I'm keeping Elise with the Doctor instead of sending her off with River to the TARDIS.

The Doctor and Elise arrived home as a cat was coming down the stairs.

"Have you been upstairs?" the Doctor asked the cat, "Yes?" He sat down and started petting the cat as he talked to it. "You can do it. Show me what's up there? What's behind that door? Try to show me."

Elise stroked the cat's soft fur and smiled, feeling it purr underneath her hand.

"Oh, but that doesn't make sense. Ever see anyone go up there? Lots of people? Good, good. What kind of people?" the Doctor asked.

The cat meowed.

"People who never came back down. Oh, that's bad. That's very bad."

The door to flat opened and Craig stood there.

"Oh, hello," the Doctor said.

"I can't take this anymore. I want you to go," Craig told him.

The Doctor got up, leaving the cat and Elise on the steps.

The cat crawled into Elise's lap as she scratched it behind the ears.

The cat scurried off as it heard the door open.

It was Sophie. "Oh, hello Elise", she said.

"Please can you help me?" a voice asked.

Elise turned around and saw a little girl standing at the top of the stairs.

That was weird. Didn't Craig say a man lived upstairs? Was this his daughter? Niece? Granddaughter?

"Hi," Sophie said.

"Please, will you help me?"

"What's the matter, my love? Help you?" Sophie walked past Elise to go up the stairs.

"No," Elise whispered, but Sophie didn't hear her. Elise got up and followed Sophie.

Downstairs in the Doctor's room, the Doctor and Craig heard a loud crash come from upstairs.

"People are dying up there? People are dying. People are dying. People are dying," Craig repeated as another time loop started.

"Amy," the Doctor said.

"They're being killed."

"Someone's up there."

The Doctor and Craig ran into the foyer and started up the stairs. "Hang on."

Craig turned around and saw Sophie's keys in the flat door.

"Craig, come on. Someone's dying up there."

"Sophie. It's Sophie that's dying up there! It's Sophie!" Craig yelled, "Where's Sophie?"

The Doctor stopped at the door. "Wait, wait." His hearts sped up as he realized Elise was no longer on the stairs or in the flat. "Elise. Where's Elise? Amy? Just going in. Of course I can be upstairs." The Doctor soniced the door open and they were standing in a timeship.

"What? What?" Craig asked.

"Oh. Oh, of course. The time engine isn't in the flat, the time engine is the flat. Someone's attempt to build a TARDIS," the Doctor said.

"No, there's always been an upstairs."

"Has there? Think about it."

"Yes. No. I don't..."

"Perception filter. It's more than a disguise. It tricks your memory."

There was a scream and Sophie was being pulled towards the center console. Elise was holding onto her jacket, trying to pull her away.

"Sophie! Sophie! Oh, my God, Sophie!" Craig yelled.

"Craig," she said.

"Elise!" the Doctor yelled, finally seeing her.

Craig ran over to Sophie and grabbed her arm, trying to stop her.

"It's controlling her, Sophie. It's willing her to touch the activator," the Doctor said.

"That's not going to have her," Craig told him.

Sophie's hand landed on the circular control.

The Doctor used his sonic screwdriver. "Ah, deadlock seal!"

"You've got to do something!" Craig yelled.

The control let go of Sophie's hand and she fell back away from it.

"What? Why's it let her go?" the Doctor asked. He walked away from Craig, Sophie, and Elise as a man appeared.

"You will help me," he said.

"Right. Stop. Crashed ship, let's see. Hello, I'm Captain Troy Handsome of International Rescue. Please state the nature of your emergency," the Doctor said.

"The ship has crashed. The crew are dead. A pilot is required."

"You're the emergency crash program. A hologram. What, you've been luring people up here so you can try them out?" The Doctor soniced the hologram and it flickered between the old man, a young man, and the young girl.

"You will help me. You will help me. You will help me."

"Craig, what is this? Where am I?" Sophie asked, waking up.

"Hush," the Doctor told her, "Human brains aren't strong enough, they just burn. But you're stupid, though. You just keep trying."

"Seventeen people have been tried. Six billion four hundred thousand and twenty six remain."

"Seriously, what is going on?" Sophie asked.

"Oh, for goodness sake. The top floor of Craig's building is in reality an alien space ship intent on slaughtering the population of this planet. Any questions? No, good."

"Yes, I have questions."

"The correct pilot has now been found," the autopilot said.

"Yes, I was a bit worried that you were going to say that." The Doctor started to be pulled towards the center console.

Elise got up and ran over to him, grabbing him around the waist but it was no use. Both of them were being pulled towards the console. If he was going, she was going with him.

"The correct pilot has been found. The correct pilot has been found. The correct pilot has been found," the autopilot repeated.

"It's pulling me in. I'm the new pilot. No, I'm way too much for this ship. My hand touches that panel, the planet doesn't blow up, the whole solar system does." The Doctor's hand was nearly touching the controls.

"The correct pilot has been found."

"No. Worst choice ever, I promise you. Stop this. It doesn't want everyone. Craig, it didn't want you."

"I spoke to him and he said I couldn't help him."

"It didn't want Sophie before but now it does. What's changed? Argh. No. No, I gave her the idea of leaving. It's a machine that needs to leave. It wants people who want to escape. And you don't want to leave, Craig. You're Mister Sofa Man. Craig, you can shut down the engine. Put your hand on the panel and concentrate on why you want to stay."

"Craig, no," Sophie told him.

"Will it work?" Craig asked.

"Yes."

"Are you sure?"

"Yes."

"Is that a lie?"

"Of course it's a lie!"

"It's good enough for me. Geronimo!" Craig slammed his hand down on the control panel.

The Doctor was released and he stumbled back.

Elise let go of him as he ran over Craig, who was now on his knees.

"Craig!" Sophie yelled.

Smoke was rising from Craig's hand.

"Craig, what's keeping you here? Think about everything that makes you want to stay here. Why don't you want to leave?" the Doctor asked him, slapping him for good measure.

"Sophie. I don't want to leave Sophie. I can't leave Sophie. I love Sophie."

"I love you, too, Craig, you idiot." Sophie slammed her hand down on top of Craig's.

"Honestly, do you mean that?"

"Of course I mean it. Do you mean it?"

"I've always meant it. Seriously though, do you mean it?"

"Yes."

"What about the monkeys?"

"Oh, not now, not again. Craig, the planet's about to burn. For God's sake, kiss the girl!" the Doctor yelled.

Craig and Sophie kissed, the control panel letting go of Craig's hand.

Elise's nose wrinkled in disgust as she watched the adults kiss.

"Help me. Help me. Help me. Help me," the autopilot repeated as it flickered in and out.

"Big no," the Doctor said.

"Help me. Help me. Help me. Help me."

"Did we switch it off?" Craig asked.

"Emergency shutdown. It's imploding. Everybody out, out, out!" the Doctor yelled.

Sophie, Craig, the Doctor, and Elise ran out of the flat just in time to see the timeship fly away.

A man walked by carrying a child.

"Look at them. Didn't they see that? The whole top floor just vanished," Craig said.

"Perception filter. There never was a top floor," the Doctor told him.

They went back inside the flat.

The Doctor cleaned up the room they had been staying in as Elise packed up her stuff into her backpack.

When they came out into the living, Sophie and Craig were kissing on the couch.

The Doctor turned away from them and left his keys on the table by the door.

"Oi," Craig said, getting up from the couch.

"What, you're trying to sneak off?" Sophie asked.

"Yes, well, you were sort of busy," the Doctor told them.

Craig picked up the keys and held them out to the Doctor. "I want you to keep these."

"Thank you. Because I might pop back soon, have another little stay."

"No, you won't. I've been in your head, remember. I still want you to keep them."

"Thank you, Craig."

"Thank you, Doctor."

"Sophie. Now then. Six billion four hundred thousand and twenty six people in the world. That's the number to beat."

"Yeah," Sophie said. She looked down at Elise. "Be good for your father, okay? You'll have to invite us to your art show when you're older."

Elise smiled and nodded.

The Doctor took her hand and they left. They walked back down to the park where the TARDIS had landed.

Elise took off running towards the blue box. She stroked the blue door and smiled, feeling her hum underneath her fingertips.

Amy threw open the door and scooped Elise up. Elise giggled as Amy kissed her cheeks. "Did you have fun?" Amy asked.

Elise nodded. She had enjoyed her alone time with the Doctor, but she had also missed Amy.

Amy put Elise down and she hurried off to her room to unpack. She pulled out a TARDIS shaped diary (courtesy of the TARDIS herself) and went to work documenting their adventure.