The thudding continued as a green gun was pushed into Frank's hand. His eyes grew wide as he began to shake his head. "Oh, no. I am not shooting anything."

"There's a stun option." Jack said, pointing to a lever on the weapon. "That's the nice thing about these laser blasters."

"That's rad..." Frank still wasn't sure he wanted to fire the weapon at all. He looked around the room instead.

Disturbance was pulling Gasoline Threat from the car engine, holding out her hearing aid to her as she looked at him with confusion in her expression. Silent was standing by the computer screen with Ianto, frantically pointing at different spots on the screen. Jet Star was piling more laser blasters onto the table.

"Alright, listen UP!" Jet Star yelled, causing all in the room to stop what they were doing and turn to him. As they did, Jet Star climbed onto the swivel chair that Silent had been spinning around on earlier.

"What's happening?" Silent asked, looking at Jet Star with worry. "Why are they attacking now?"

"What do we do, Jet Star?"

"Are we even ready for something like this?"

Jet Star hollered, sending the room into silence. "We are killjoys! Killjoys stand for freedom and being the person you've always wanted to be." Jet Star spoke with true belief and stolidity in his words, "We refuse to let the Draculoids take that away with their upgrades! We will stand tall and fight for what is right!"

"Killjoys!" A voice somewhere in the room called out.

"Make some noise!" Everyone in the room hollered, throwing an arm into the air.

Jet Star jumped down from the swivel chair, sending it speedily rolling off to the side. He moved quickly towards Frank, stopping just in front of him.

"Your Doctor is out with Kobra Kid, correct?" He asked, adjusting the settings on the laser gun in his hands.

Frank nodded, "Yes, sir."

Jet Star nodded, looking up at Frank. "Ever fired one of these?" He asked, raising his blue weapon.

"No, sir."

"Just know: you keep it on stun, you aim for the Dracs, and you pull the trigger." Jet Star informed him, making the motions to go along with his words as he spoke.

Frank felt uneasy about the instruction, but nodded. He wanted his Doctor to be here with him. He was afraid for the time lord's safety, being out there while the Dracs were attempting to break in here. They hadn't met them first, had they?

"Stick by me, Frank, you'll be fine." Jack patted Frank's shoulder as Jet Star walked away, "I've got your back... As well as anything else you'd trust me with." He added with a wink.

"Dirty flirt even at a time like this." Ianto smirked as he hurried past the two. He was going to grab a weapon from the table as he laughed, "Have I told you how much I love you for that?"

Jack smirked back at the other man, "Tell me again when we're really showing each other our love."

Another snarky comment seemed to be in the works when a earth shattering shake sent nearly everyone falling to the floor. "They've got in!" Silent exclaimed, hastily readjusting his headset as he looked at his monitor with wide eyes.

"Ianto and Ghosted, roof with me!" Jet Star ordered, quickly propelling himself to his feet. "The rest of you, stay low and shoot well!"

Disturbance hastily nodded, turning to hold Gasoline Threat's cheeks to press a rushed kiss to her lips. He then crawled over to where Silent Strike was and repeated the action before pushing up to his feet.

"Stay alive!" Silent yelled after him as he ran from the main garage after Jet Star.

Ianto and Jack simply locked eyes for a moment. No words were exchanged between them before Ianto followed the others as the noises of vehicles filled the air outside. Frank looked around the room in a rising panic. Gasoline Threat and Silent Strike were on their feet, standing shoulder to shoulder.

"Hey, Angel..." Silent had a half smile tugging at his lips as they stared at the large garage door ahead of them, "Remind you of what happened in Budapest?"

Gasoline Threat let out a laugh as Silent ran over to jump onto a stool by the garage doors to peak out the small, higher up window. "You and I remember Budapest very differently..." She said, raising her pink weapon to point at the door.

Jack pulled Frank over to the opposite wall as the noise of cars and laser blasts filled the air outside. Frank held the weapon that had been handed to him close to his chest as Jack took a defensive stance in front of him. Somehow, Frank had the sinking feeling that everything had lead up to this. After seeing faces like Dan, Phil, Dallon, Brendon, and everyone else he had encountered on his travels in that photo of dead killjoys, it just left a feeling of emptiness ever since Frank had seen it. That was just the build up to this.

"Brace yourselves!" Silent yelled, shutting one eye to focus his aim.

Gasoline Threat looked over at Jack and Frank, offering a small smile. "Don't panic, Fun Ghoul, we're self acclaimed professionals."

Frank raised am eyebrow, "Fun Ghoul?" He asked with a laugh.

She nodded. "I told you I'd think of something fun." She replied as the noises outside grew louder, making her bite her lips for a moment before continuing. "It's just kind of ghouly how you know all my old friends. So, I figured Fun Ghoul was appropriate."

"Thanks Gasoline Threat." Frank smiled, feeling himself relax a bit. "Sounds perfect."

Silent Strike began to fire his weapon, sending a beam of light out of his weapon that shattered the glass of the window in front of him. Gasoline Threat ran backwards, jumping onto the workbench towards the back of the room. She stood tall, squinting at the window next to the one Silent broke through before blasting that one out as well.

Blasts could be heard hitting the garage door, as well as, yelling voices. Jack ushered Frank back along the wall, sending him back behind Gasoline Threat before rushing back towards the garage door.

"What are we looking at?" Jack asked as Silent and Gasoline Threat shot their weapons again.

"At least three cars on this side." Silent said, sending off a blast. He cocked his head to the side as he looked outside, "Something blue as well."

"Blue?" Frank looked up hopefully, "Doctor?"

There was no response, however, as the garage door was blasted open. Silent Strike ducked to the side, while Jack and Gasoline Threat were blown back by the blast. Frank cried out as Gasoline Threat was thrown against him, sending them both into the wall before sliding to the floor.

"Angel! Jack!"

Silent's voice was barely audible with the barrier between them and the outside now gone. Dust was swirling in the air with the revving engines and laser blasts. Frank coughed as he pushed himself up. Gasoline Threat was shaking next to him, seeming to be having trouble breathing.

"Gasoline Threat?" He coughed, trying to wave the dust away to look at her. It didn't help, but it wasn't that hard to see what was wrong. "Oh my god."

A strip of the metal door was sticking out of her torso, causing blood to leak out of the wound and the corner of he mouth. Her eyes were wide with confusion as her shaky hands tried to reach for the cause of her injury.

"Hey, no, no. Just hang in there." Frank said, scooting closer to her but unsure what to do beyond that. "Can you hear me?"

"Fun Ghoul?.." She asked, further confusion crossing over her face. She was looking up at the ceiling, not even focusing on Frank. "I can barely hear you... Where's my ghost and strike?.."

"They're okay." Frank said, trying to reassure her even though he really wasn't sure what was happening beyond the table that was shielding them.

She coughed, sending out a spurt of blood. She shook more violently, her eyes beginning to cloud. "I can see the stars... My friends..."

"You've gotta stay here!" Frank exclaimed, moving hair away from her face as delicately as he could. He was almost afraid to touch her. "For... For Ghosted Disturbance and Silent Strike!"

A twitching smile found its way to Gasoline Threat's lips as she shook. "I'll see them soon..." She was barely able to whisper before her shaking stopped.

Frank shook his head, looking down at her now still figure. "No... Gasoline Threat... No, no..." He covered his mouth, feeling his heart sink. Another person he had come to know was gone, right before his eyes. "Gasoline Threat?.."

"FRANK!" Jack slid onto the desk behind Frank, skillfully shooting at an area blocked from Frank's view. "Frank, good you're oka-oh no..."

"She's gone..." Frank whispered, looking at her in disbelief.

Jack rolled over the desk, landing by their feet and crawled over. He held his fingers up to her neck, looking down and shaking his head after a short moment. He looked up at Frank as a scream echoed through the air.

"We have to make sure you don't go too." He said, sitting back up. "I'm sorry, Frank, but we have-"

Jack was cut off as a laser blast shot up at the ceiling, sending a piece of the building's materials falling down towards them. Jack propelled himself with his legs to push himself and Frank out of the way and, consequently, into the firing zone. Frank looked around, seeing Draculoids through the dust. There were about three standing while even more were sprawled out across the ground.

Silent Strike was firing around the car Gasoline Threat had been working on earlier. He skillfully shot two of the three Dracs, but missed the third. The third Drac took that missed opportunity to aim his weapon and fire directly at Silent. The killjoy was quick, but not quick enough for that.

"SILENT!" Frank screamed as Jack swore while trying to grab up his own weapon. Jack did manage to get the shot, giving Frank the opportunity to run across the room. He was almost to the car when something grabbed him. He cried out as a cold, strong arm restrained him.

"Frank!" Jack was rising to his feet while raising his gun.

Frank watched with wide eyes as a laser blast hit Jack, making the man cry out and fall back to the ground. Frank's vision began to go blurry as another two shots echoed through his ears.

"Jack!" Frank called out, trying to fight against whoever was holding him. "Let me go! Jack!"

"Jack's not the one we're looking for..." A voice that sent chills down Frank's spine laughed, "You'll see in time..."

---

Kobra sped the car towards the town as both men anxiously stared at the road ahead. The Doctor didn't even have room to feel fear over the swift speed of the car; he was too worried about what may have been happening back in the town.

"The shield's gone..." Kobra said with a hint of disbelief in his tone.

"What's that mean!?" The Doctor exclaimed, seeing the outskirts of the small put together town. A huge cloud of dust was rising from the end of the town's stretch. "What's happening!?"

"Open the glove compartment." Kobra said, continuing to speed forward.

The Doctor nodded, leaning forward to follow Kobra Kid's instruction. When he pulled the glove compartment open, he was greeted by a yellow laser gun much like the one Kobra had on his hip. The Doctor's eyes grew wide. He began to shake his head, vigorously. "Kobra, I can't, I don't-"

"Then stay out of the way." Kobra ordered as they slid into the town. The car barely slowed before Kobra was pushing his door open to get out. The Doctor followed his lead, tucking and rolling into the dirt.

The Doctor coughed as he attempted to regain his footing. He managed to do it quickly, popping to his feet to see Kobra moving towards the torn up garage. The Doctor hurried after him, noting the bodies on the floor.

By the time the Doctor had made it over, Kobra was lowering his weapon. Draculoid bodies were outside of the garage, but there were some bodies inside that weren't the enemy's.

Kobra was kneeling next to the slim figure the Doctor knew as Silent Strike. Kobra was hiding his eyes with his hand, letting out a shakey breath. It took him a moment to compose himself and reach out, closing the Killjoy's eyelids while ignoring the wound in the center of his forehead.

The Doctor looked down in respect. He hadn't known the human long, but he was one hell of a character...

After a short moment, the Doctor looked at the other end of the room. He saw legs sticking out from behind a desk, so he hurried to investigate it. When he made it over, he discovered Captain Jack.

"I'll see you in a few minutes..." The Doctor muttered before his eyes trailed over to the one female killjoy. He covered his mouth as he looked at her; the large piece of the metal door sticking through her midsection making him a bit sick.

"Who is it?.." Kobra asked with a knowing tone.

The Doctor shook his head, "Gasoline Threat and Jack..."

Materials crunched as Kobra walked over, viewing the bodies for himself. "That still leaves Jet Star, Ghosted Disturbance, Ianto and Frank... Wherever they are..." Kobra said before lowering next to Gasoline Threat. Just like with Silent Strike, he closed her unseeing eyes.

"Where could they be?" The Doctor asked as Kobra Kid stepped away from the bodies.

"Strategy was to come here, then the roof." Kobra replied, looking up. He seemed to be thinking something over for a second before speaking again, "I know a way up."

He gestured for the Doctor to follow him into the maze room if the garage. The Doctor followed. Neither one of them could look as they passed the empty mattress between the shelves. It wasn't long past that before they were at a ladder. Kobra lead the way. At the top of the ladder, after passing through a roof hatch, they made it onto the roof.

Once again, several bodies were scattered around the small space. Mostly those in white with masks, but also two others. Kobra moved towards them before dropping to his knees.

"Jet Star?.." He called out, tears already evident in his tone as he looked at his friend. "Jet?.."

The Doctor stepped over to Ghosted Disturbance. The smokey haired man looked rather peaceful, despite the laser burns to his chest. His eyes were closed and he had a content look on his face. As the Doctor looked at Disturbance, he also noticed a familiar dark haired figure on the ground along the side of the building.

"Ianto..." He whispered. That meant they had a trace on everyone they left... Except for the one person the Doctor was feeling his hearts beat anxiously for. "Where's Frank?"

Kobra was wiping his teary eyes, looking over to the Doctor. It might have been the motion of wiping his eye that alerted him to the slow motion behind the two of them, or just sheer luck. Whatever it was, Kobra caught sight of a Draculoid weakly raising its weapon in the Doctor's unknowing direction.

"Doctor!" Kobra Kid called out before lunging himself at the Drac. He reached out, grabbing the masked being by its throat before punching a set of codes into his wrist com. The Doctor spun to see that moment. Just as he was hitting the last button, however, a blast rang through the air.

"NO!" The Doctor yelled, scrambling to move over to where Kobra was.

The killjoy managed to press the last button, sending the Drac into convulsions before it stilled. Kobra then rolled to his side, holding the wound to his lower abdomen. The Doctor skidded next to him as he began to loose color in his face.

"You're going to be fine!" The Doctor exclaimed, feeling a panic like no other as Kobra's blinks began to slow. "There's a way!"

"I can feel it spreading..." Kobra responded, letting out a groan of pain directly afterwards.

The Doctor shook his head. "No, I mean you have a way!" He exclaimed, reaching into and digging around in Kobra's jacket pockets for a brief moment before he pulled out the pocket watch. Its edges were glowing blue as it whispered, audibly at a level that made the Doctor laugh. "Kobra, you're like me!"

Kobra shook his head as much as he could. "I'm just a man at death's door..." He groaned, his face scrunching in pain. "I'm alone now..."

"No! Kobra, please! You just need to open this!" The Doctor exclaimed, grabbing one of the Killjoy's shaking hands to slip the watch into it. He held Kobra's hand around the time piece, willing him to even look at it. "You can be saved, you don't have to be alone."

Kobra let out a strained laugh, holding the time piece but making no effort to open it. "My family is gone, Doctor..." His voice was getting weaker, "I just want to see them again..."

"I can be your family..." The Doctor pleaded as Kobra's other hand grasped hold of his, "Please, Kobra Kid..."

He shook his head weakly, while somehow wearing a small smile on his face. "Before this, my name was Mikey..." He whispered before there was nothing left.

The Doctor let out a sob, tightening his grip on Kobra's hand. This man had really been someone like him. He wasn't alone in being the last of his species like he was now... Now he was alone...

Except for Frankie.

The Doctor tried to compose himself, fighting back his tears and pulling his hands away from Kobra's. He went to stand up, but hesitated. His, Mikey's, time piece was reflecting the sun's light as if to regain the Doctor's attention. The time lord slowly grabbed the watch before standing, holding it in both his hands.

"Thank you, brother." The Doctor whispered.

From that, the Doctor found himself rushing to get off the roof. He was down the ladder in a flash and standing in front of Jack almost just as fast. The Doctor waited in front of him, hiding Kobra's time piece in his pants pocket. Within seconds, Jack shot up with a deep intake of breath. He looked around the room, wildly before meeting eyes with the Doctor.

"How many losses?" He asked, gasping for breath. The Doctor's silence made a grim look cross over Jack's face. "Ianto?"

"I'm sorry, Jack." The Doctor said, lowly, looking down while feeling the watc in his pocket.

Jack shut his eyes tightly before looking down. He was surpressing his emotions, knowing that he would break down if he didn't. He looked back up with a sniffle, blinking back tears. "They took Frank."

"What?"

"They had the tardis and got him inside, or close to it? Just one man but I didn't hear the noise..." Jack said, remembering his final moments before that death. "They jumped."

The Doctor nodded a few times as Jack rose to his feet. "Doctor, what do we-" he started, but stopped abruptly as the Doctor grabbed his arm and pushed up his sleeve. "Always so forward, Doctor."

The time lord looked quickly over the device on Jack's wrist. "Is this the same vortex manipulator I disabled?" He asked, reaching into his jacket to grab his sonic screwdriver.

Jack nodded, "Yea, I just never got around to fixin-"

"Consider it fixed." The Doctor replied as he turned the sonic on and pointed it at the device. Once done, he looked intently at Jack. "Can you track my ship?"

Jack looked down at the device with a nod. "Yes! Yes, I can, ah... Just adjust a few things..."

"Whatever you need to do, do it fast." The Doctor said, feeling his hearts beat even faster than they already had been going. "We need to get to Frankie."