The corridors are once again crowded with kids, but the Doctor doesn't see them: he smiles, and looks down that long far telescope, and takes slow and careful steps.

Kenny watches his fellow pupils going up the stairs, wondering why they're in such a hurry. There's a flapping and strange noises in a nearby classroom; when he investigates, he finds it's in the IT class. Kenny crouches to look under a desk, and sees a horrible bat-like creature, who screeches at him angrily. Kenny gasps and pulls back, but suddenly Mr. Wagner straightens up from behind the desk, neck clicking and eyes glowing. "This isn't your classroom, Kenny," says Mr. Wagner, low and soft and dangerous. "Now run along." Kenny runs; Wagner watches him go.

Nighttime. Sarah Jane Smith unlocks a window and climbs inside the school, careful and quiet. At the same time, the Doctor's opening a fire door, followed by Rose and Mickey. Rose notes how totally weird it is to be in school at night, and remembers how, when she was a kid, she used to think all the teachers lived and slept there. (What's that awesome book? Miss Nelson Is Missing. That book ruled! Viola Swamp! This is kind of like that, but with bat aliens.) The Doctor motions to his "team," and then realizes that he's the kind of man who hates the kind of man who uses the word "team": "Um...gang? Comrades?" He gives up and sends Rose to the kitchen for a sample of the oil, and Mickey to the Math department (the new staff members are all Math teachers, apparently, except for Parsons). He'll go to Finch's office and they'll meet back up in ten. Left alone, Rose asks if Mickey'll be okay, and he scoffs: "Me? Please. Infiltration and investigation? I'm an expert at this." He takes off with great purpose, and Rose just waits for him, smirking, until he comes back: "Where's the Maths department?" She points in the opposite direction and gives him the information: "Down there, turn left, through the fire doors, on the right." He thanks her, and they split up.