A/N: 1984, just finished reading it. And after seeing other fanfic works, I just had to write this. Why? Cause I can. By the way, this is draft 2.

Disclaimer: I don't own anything of George Orwell's' novel or any of his other novels. But I will take some poetic liberty.

The Last Man in Oceania

O'Brien walked down the long hallway, the sound of his footsteps like the echoes of gunshots. A distant, and familiar sound as it bounced up and down the white-tiled hallway of the Ministry of Love. He stopped by the door with the numbers 101 painted across its surface. Behind him was a telescreen. Unlike the ones outside, it wasn't playing tinny music and making announcements at random intervals of the triumphs and prosperity of the party. The telescreens inside the ministry were kept silent. But there was always someone watching you where ever or who ever you were. It only seemed natural that they would keep a sharper eye on the prisoners and the employees. O'Brien reached over and turned it off, something only an Inner party member could do. He had never fully supported the idea of the telescreens, but the others had out voted him. Just so they could spy on each other. He thought bitterly.

O'Brien pulled something out of the pocket of his overalls. It was the diary of number 6076, Winston Smith. The man he was going to see in a few minutes behind the door. Winston's case had been a tragic one. He was an intelligent person and circumspect of the politics around him. If the situation had been different, he would have done very well and lived comfortably. But as it was with many of O'Brien's' patients, it was his ability to think that brought his downfall. O'Brien had seen it awaken within him that first time they met eyes during the Two Minutes Hate. The glimmer was small then, merely a flicker that if fed, could turn into a roaring fire. But it was in this glance that his eyes had portrayed it, and later it would be said, betrayed it.

O'Brien glanced at the door. A trail of thought that had been ruminating in his mind for quite sometime surfaced. O'Brien looked down at the diary in his hands. He wondered, he had seen the diary many times when he was reviewing Winston's' history files. The history files were a well-kept and closely guarded secret among the Inner party members and the Thought Police. It was one of the few things that were not put into the memory holes because of their personal information. When a party member began to show signs of disloyalty, their files were crosschecked. If they were Outer party members, the guards would arrest them by force. Inner party members were arrested more gently by an escort, or sleeping drugs put into their food and drink, allowing them to wake up inside the Ministry of Love as a patient. But every time he looked through the diary though, a single thought would come into his head. At first he pushed it aside, then he began to build upon it. It probably wasn't true, but every time he saw the diary, it became more and more obvious. Holding the book up, O'Brien turned to the first page. The writing had been poorly scribbled with a hand unsure of what it was doing. He only needed a mere few seconds to look at each page. As he was flipping through, the writing became straighter, more confident. He could catch snatches of sentences and ideas.

I understand HOW: I do not understand WHY. Freedom is the freedom to say that two plus two equals four. If that is granted, all else follows. Until they become conscious they will never rebel, and until after they have rebelled they cannot become conscious. DOWN WITH BIG BROTHER! DOWN WITH BIG BROTHER! DOWN WITH BIG BROTHER!

The pages turned blank, as the writer had been silenced. He shut the book. Something inside him had been distilled. Something that had been turbulently working away, gnawing at his insides for the past months had ceased. Leaving him empty, and frozen. A name once locked away in the dark depths of his mind resurfaced. Unlike the other three, this one had managed to escape, and ever since had been kept alive for the party's benefit. All because he knew what lay ahead. What was to become of everything, what assured the Inner party's fears. Winston is the one I'm looking for, that would make him the next… O'Brien stopped.

No, He was fantasizing. Winston has just as much capacity to think for himself as his friend Syme did, as they all did, including that man, Parson. He thought with disgust. There was nothing he could do for him. Winston was a lost cause; he had been ever since O'Brien had told him about the brotherhood. And yet, why do I keep drawing to the same conclusion?

Oranges and lemons, say the bells of St. Clements,

You owe me three farthings, say the bells of St. Martins,

That was interesting, O'Brien had never noticed that before. The shopkeeper, whose real name was Duncan but went under the alias of Mr. Charrington, had looked through several old manuscripts that had not been sent to the furnaces before he found that rhyme. A common tactic of the Thought Police was to leave hints, usually something from the past like a rune, the lyric of a song, descriptions of certain objects now unobtainable or in his case selling objects from the distant past. Sometimes it was simply made up. These hints would evoke curiosity and often a kind of nostalgia in members who were becoming doubtful. It was similar to the idea of the brotherhood.

O'Brien felt he wanted to laugh out loud, but years of keeping his face grim and indecipherable wouldn't allow him. The whole thing was ironic really. Members of the Thought Police were trained to capture people guilty of thoughtcrime. Yet they were the most exposed to ideas that lead too thoughtcrime. Many of them were guilty of the charges themselves. Joining the Thought Police was an excellent way to gain a few more years before you got arrested if you commonly practiced doublethink especially if you were already a member of the Inner party. The aura of suspicion would be relinquished, for a short time if you were careful. Then you had complete access to anyone's files, manuscripts and anything other that would disprove the power of Big Brother. O'Brien knew many people who did that. Some of the Inner party members would go as far to say that the Brotherhood was the Thought Police. At this, O'Brien often would shake his head. The Thought Police were just a bunch of hypocrites. They were more likely to turn each other in while at the same time thinking Down with Big Brother. They had been doing that for years, ever since Aaronson, Jones, and Rutherford had been arrested for treason. It was just one more way the party turned society on itself.

The real brotherhood, if there was one, was the proles. All the Inner party members knew that. That's why they were kept dormant, focused on their own petty lives by decreasing rations and depriving them of tools and utensils while at the same time, driving into their gullible minds that this was prosperity. That's why Winston had caught his interests. Winston had something he hadn't seen for a very long time an internal light, dim though it was, still living inside a party member. The memory of Winston in his office that day played itself in his mind.

"It would somehow serve our interests to throw sulphuric acid in a child's face-are you prepared to do that?" He had said. Winston had looked him straight in the eye and said,

"Yes."

The motivation was there, Winston had all the qualifications, he could be the representative of the Outer party. O'Brien knew that with the right people on his side and with the state the Inner party members were in now… It would be all too easy. Suddenly there was a throe of deep sadness, like a nerve had been disturbed. What if he was wrong? What if it was too late, what if he had destroyed what ever Winston had had left, making him only a tool to the party. Another memory resurfaced in his mind. It was the most vivid and oldest memory that he still possessed.

He had been walking down one of the halls in the Ministry of Truth. Guards in black uniform were with him, he had given them orders. There was a bang. Running, they had been running. He turned a corner, ran into an office. There was a man, lying face down on a desk, and a pool of red seeped out from underneath. A smoking gun in his hand. Damn, he thought. "Too late, he's dead." He said to the guards. "From now on he's enemy number one." He tells them to leave. Beneath the man's cold hand, is a stack of pages covered in handwriting, still unfinished. Thank you friend, this will not be forgotten.

There were sounds of shuffling from behind the door. The sound of clinking metal and straps indicated that Winston was being put into his restraints. O'Brien put the diary back into his pocket, fixed his cuffs, straightened his broad, heavy shoulders and opened the door.

Winston was sitting upright; his head was kept vertically straight. The only thing that was moving was his eyes as they darted around, taking in every detail of his surroundings. The skin sagging around his face had grown as pale as the tiles, his arms and legs seemed to have a slight curve from fractures and malnutrition and he had lost a great deal of his hair. The thought crept back into O'Brien's' head. How can it be that so much could rest on a man I have beaten and tormented so? Have I left enough of him to be of any use? "We will meet in a place where there is no darkness." He had played that recording of his voice over Winston's' telescreen while he was asleep. That had been a hint. A warning really. O'Brien began to speak, his voice like that of a teacher explaining a passage of Newspeak to a student.

"You asked me once, what was in room 101. I told you that you knew the answer already. Everyone knows it. The thing that is in Room 101 is the worst thing in the world." Death of the mind, Winston. It's what the party thrives on. Would Winston be the exception? Not a shell of a person, repeating anything the party tells them.

Have I gone too far, I should tell him, make the offer to him. Just then a black guard came in, bringing in a cage of rats. Too late, the room is being watched. O'Brien heard them squealing and scampering around inside the cage. By the look on Winston's' face, he had too. O'Brien picked up the cage and continued talking in the teacher-like voice. Explaining to Winston what was inside and giving him a brief history, all the while trying to quell his own racing thoughts. He realized that this had turned into something more then Winston's' reformation, but a prelude of what was to come, of the party, of him. It was as if the fate of the future rested on Winston's next actions. Winston screamed and begged him, demanding to know what more the party wanted out of him. O'Brien kept talking, more to keep himself from loosing his composure. Winston, for my sake if there is still some man in you, if there ever was a man in you. Ignoring Winston's' yells and his attempts to thrust himself out of his chair, O'Brien closed that mask around Winston's face. His screams and outcries muffled, O'Brien moved his hand to the lever of the only barrier that separated Winston from the rats. This is the razorblade I promised you. Please, prove my doubts wrong about you! An age seemed to pass.

"Do it to Julia! Not me! Julia!" Came a muffled cry. His entire body seemed to exhale. Whatever hope O'Brien had had in Winston diminished. Slowly he removed the wire mask. Winston's head lulled to the side against the restraint, panting, barely conscious now. Slowly his eyes opened and gazed back up at O'Brien, now vacant. O'Brien saw nothing in them except the reflection of his own brutal face solemnly gazing back at him. Unable to look, he turned away and placed hand on Winston's' shoulder instead, saying to himself what could never have said aloud. Oh Winston, can you ever forgive me. I was fool, to think that you would be any different from of the others. To think that there was still one party member conscious and alive. That's what I thought I saw the first time our eyes met, and I regret it. All I had seen was a mere void, a hunger for what should have been there.

Do you remember Goldstein? You probably don't now, but out of many flaws, the one virtue he had was consciousness. We were friends, once, cohorts in a plot; together we would have brought the party to its knees. The world would have been a different place, perhaps better because it would have been us, not Big Brother looking down on you from those posters. But I in an attempt to save myself from arrest and still look as if I was in full support of the party, joined the thought police and ordered his arrest along with his supporters, Aaronsons', Rutherfords' and Jones'. It was either him or me the party would have gone after, what else could I have done. Goldstein shot himself in the head before I could get to him. He was the last man in Oceania Winston. I found the beginnings of his book he had once told me about, and yes he did write some of it. Started it just as you had started your diary. I merely filled the rest of it in and patched some of it to get it past the Thought Police. Of course the party couldn't allow this, so now he is responsible for the deaths of thousands of soldiers. Public enemy number one, the one man everyone hates more then ever, one more tool in the party's arsenal.

I was hoping that you, Winston, would be the next Goldstein. You could have been the representative for the Outer party and I for the Inner. With the proles rallied beneath us, we could have destroyed the party and put ourselves at the head. But I am wrong. Perhaps I have been the whole time, and have brought you to this chair, this room, single handedly. Beaten you, tortured you, all to find that you are dead, dead with the rest of us.

I am not sorry for what I have done, only for what you have become, farewell Winston.

O'Brien closed the door behind him, leaving the now unconscious Winston in the room alone. Both he and the guard walked side by side down the long hallway.

"O'Brien," came a voice behind him. O'Brien turned; a man in the black overalls came up alongside him. It was Clemenson, another Inner party member who had joined the Thought Police, most likely under similar circumstances as O'Brien. Clemenson only came up to O'Brien's' shoulder, he was lean, and lithe. His intimidating dark eyes were always glinting as if he was just waiting for a moment of vulnerability. "Patient 6076, all went well?" Clemenson asked, no change in his tone of voice.

"Yes," O'Brien answered, "With some recovery, we'll be able to release him."

"Such a trivial case, 6076's was. You do know that you could have just let a lower policemen do this for you." Clemenson's spectacles flashed dangerously.

"I wanted to do it myself." O'Brien said frankly.

"What for?" There was a pause.

"Personnel reasons." O'Brien said softly. He turned to leave, and as he did he saw out of the corner of his eye, Clemenson nod to the guard before watching O'Brien's' back as he turned a corner. It was only a matter of time, wasn't it? O'Brien said to himself silently.

O'Brien sat at his desk, gazing out through the windows. Soft music was playing from a recorder he kept in a drawer when he had had enough of the noise the telescreen made. He played songs on it that could only be found in the history files. It made a nice contrast. This particular song that was playing now was called Lacrimosa from Requiem. The composer was long forgotten as well as the meaning of the words, but it seemed appropriate for now. In the distance he saw a pillar of smoke rising from one of the slums of Air Strip One from a rocket bomb explosion. If there is hope, it lies in the proles... How can that be? O'Brien asked himself. The proles, who made up 85 of the population in Oceania, were the only force formidable enough to attack the party and succeed. But they were scattered, ignorant, and dead. O'Brien knew that, and so had Goldstein. In fact, Goldstein had come up with a solution for reawakening them. That was the evidence O'Brien had used to turn him in. Later, when he was publishing the book, he removed that part, thinking it would give too much of his own plan away. Now, he wondered if he should have kept that part in, maybe just as a sentence or two. Maybe Winston would have come out of the Ministry of Love differently had he known that

Goldstein's solution had been simple. The proles could not be rallied by themselves. They needed to come together under the leadership of someone from the outside. Someone who had the ability to see the entire situation as a whole, someone with enough authority to make them listen. Undoubtedly, that's who Goldstein thought he was, and who O'Brien hoped Winston would have been. But no, perhaps not in this age.

Then something occurred to him, what would have really happened had everything gone as planned? There would have been a revolt of course, they'd put Winston at the head of their army, the proles would have been the victors, after that, it would have been the people's rule, in other words a power void. Who would have filled that void? The corners of O'Brien's mouth turned up slightly, almost into a rueful smile. I would have. He thought. I would have turned them all against him and given all the power to me. The party would still be alive.

Just then, his servant, Martin came through the door. He was holding a tray with a wine bottle and a glass. He presented it with a slight bow.

"Ah, thank you Duncan." O'Brien said casually, pouring himself a glass. There was not emotional change on Martins' synthetic face, except that his eyes grew wide and his body froze where it stood. O'Brien took a sip of the wine, it was bitter. "Oranges and lemons, say the bells of St. Clements, You owe me three farthings, say the bells of St. Martins, you don't think I would know. Honestly, you aught to be more careful if you're going to continue to be a Thought policeman. My only real question was whose side were you really on." O'Brien drained his glass. "Obvious traces of sleep drug in this wine today," Duncan looked up, his eyes grew wider. "Of course, that's because I'd already put some sleeping drug into this before you did." Duncan's mouth opened and closed.

"An… over-"

"An overdose, that's correct. I never quite saw myself ending my days at the Ministry of Love." He said calmly. "The party will probably make me the tyrant of Eastasia or Eurasia, maybe Goldstein's spy, or successor even. I honestly don't care what they do to my image after this, because in the end, they'll all devour each other alive. That's all the Inner members have ever done." He fixed his glasses, Duncan hadn't moved, but he could see that he was starting to tilt with the room. His knees buckled as the drugs took hold. O'Brien lay on the ground, barely conscious now, his eyes were still able to perceive out the window, a poster of Big Brother that had just recently been put up. To overthrow only the Inner members would not overturn the party. Were his last trailing thoughts. Dispelling with the head, does not dispel with the body. The party is an illusion that every member and every prole believes, and therefore is. Big Brother is only a face put onto something that lives inside us, preys on us, consumes us and eventually destroys us.

O'Brien at last closed his eyes, never to wake up. Duncan called for a pickup crew to remove O'Brien's unconscious body. The song playing on the recorder ended, and it noiselessly clicked off.

A/N: That's it! Need I say more?