A/N: This is definitely a heed the warnings kinda story btw, read at your own discretion

"I'm done!" cried the Doctor, his voice breaking. "I'm done, I c– I can't–"

"No, Spaceman, no no no." Donna clutched him tighter to her, biting her lip in a vain attempt to hold back tears. "No, it's gonna be okay. It will, I promise, you'll be okay."

He was shaking so hard in her arms, sobs wracking his skinny shoulders; she couldn't hold him close enough to keep him still. The dim, warm light of her bedside lamp was just enough to see him by, see the sharp jolts of his body curled against her as he gasped for breath, see the sweat-soaked patches in his t-shirt.

"No," he groaned, shaking his head, "no, it w– won't, no, I– I'm–" His protest dissolved into incoherency, and he buried his face in her shoulder.

"Breathe," she reminded him, rubbing his back soothingly. The feel of his ribs and spine, sharp and jutting beneath his skin, made her wince; she remembered that he hadn't managed to eat a proper meal in days. "I need you to breathe now, Doctor. I need you to calm down a bit."

"I don't want to," he rasped, his tone rough and straining as if under a great weight. "I don't want t– to breathe, I don't want to breathe, I'm sick of breathing!"

"You're going to be okay," she repeated anyway, ignoring the dread twisting in her stomach. "In and out, nice and slow."

His long, strangled cry of pain was muffled against her nightshirt. "You don't know!" he shouted. "You don't, you don't know! I– I w– I can't do this, I don't want to do this, I'm tired, I'm done! I'm done, I– I'll…" He quieted for a moment, as if startled by the strength of his words. Then the reality of the situation seemed to crash over him once more, and he tensed, shaking in her arms, gripped by a fresh bout of anguish.

It took him ages to calm down, his unrestrained sobbing giving way to the occasional sniffle or quiet whimper. She'd long-since laid him down and sat up against the headboard beside him, hoping that with his arm around her waist and her stroking his hair he might simply cry himself to sleep. Instead, it appeared, he'd worked himself into a state of utter exhaustion with none of the relief a few hours' rest might have brought him. She could see the same pain and despair in his expression; he just couldn't summon the energy to cry any longer.

"Hey. Doctor." She rubbed his arm gently, trying to rouse him from his daze. "Let's get you cleaned up for bed. Okay?"

After a moment, the Doctor gave a weak, shuddering sigh. "I don't want to sleep," he said quietly.

"I know. You need to rest. It'll help."

He gave no reaction, and made no attempt to move until she knelt beside him and helped him into a sitting position. As if he couldn't care less where he ended up, he dragged himself to his feet and staggered over to her en suite. He went to shut the door, and a sudden panic gripped her.

"Doctor?" she called after him, her voice wavering.

He glanced at her blankly.

She bit her lip, hating that she was even entertaining such thoughts as the ones plaguing her then. "Can you leave the door open? Please?"

His gaze dropped, sorrow drawing his brows together in a frown; he understood what she feared, and couldn't bring himself to protest. He gave a little nod, and turned to start the water running without looking at himself in the mirror.

When he finished and wandered back into the room, Donna stood and helped him into bed. He all but collapsed onto the mattress, and could hardly muster the energy to turn over and curl up facing away from her. She pulled them up to his shoulders and tucked him in, then sat on the edge of the bed behind him.

She placed a hand on his arm. He didn't react in the slightest—just kept staring ahead at the wall opposite him, a horrible, empty look in his bloodshot eyes. She couldn't pick out a trace of the customary levity in his expression, stopped searching when all she could find was a certain gauntness that far surpassed his usual wiry appearance. The way he held himself, the way he moved… she could almost imagine that he really was a shell of himself, as if he would crumble at the first opposition, at anything harsher than a whispered direction or a gentle embrace. Somehow, it scared her more than the crying.

"Can I get you anything?" she asked quietly, rubbing her thumb over the fabric of the blanket. "Water, or a snack?"

He blinked, lethargic in his consideration, and never turned his hollow gaze to her. "Aspirin," he muttered.

Her breath caught in her throat, his answer hitting her like a slap; even he had the good sense to wince, ever so slightly. She took a deep breath, trying to ease the aching in her chest and the tremor in her hands.

"I'm gonna get you some water and a bit of food," she said, as evenly as she could manage. "You don't have to have it."

His hands clenched around the sheets. "Please," he rasped, "please, just–"

She cut him off with a squeeze of his shoulder, more to steady herself than anything. She told herself he didn't mean it—he was overwhelmed and exhausted, still processing the nightmares that'd brought him to her and too absent to escape them—or at least that he wouldn't mean it in a day, an hour, because he really did seem to mean it now—more than she'd ever seen him mean it, perhaps, if he was begging… But if he couldn't convince himself that it would pass, then she had to believe it for him. He would see it soon, she told herself. He always did, in the end.

It didn't make her any less afraid to leave him alone.

She consoled herself with the knowledge that he probably couldn't get up and leave if he wanted to, and leaned down to press a kiss to his forehead before standing. "I'll be right back," she assured him. (Warned him, perhaps.)

He closed his eyes and curled up tighter, but nodded.

Her heart pounded the whole time she was in the kitchen; she didn't dare take the time to make him up something warm and hearty, and knew he would probably refuse it anyway, though she wished she could give him that comfort. She grabbed a banana and a chunk of the really nice chocolate they'd picked up at a festival somewhere, filled a glass of water, and hurried back to her room. She breathed a silent sigh of relief to find that he hadn't moved an inch, and set everything down on the nightstand beside him.

She touched his arm gently, hoping not to startle him. "How are you doing?" she asked. "D'you want to have some water?"

She didn't really expect an answer, but he seemed to draw on a fresh reserve of strength and gave a shaky sigh, pushing himself up onto his elbows and then into a sitting position, leaning back against the headboard. She was glad; it was a small step, but it meant he was trying. He took the proffered glass with both hands, to steady it through the trembling, and took a few sips before setting it down. Then he tucked himself back under the covers, considerably more graceful than before.

Donna made to turn off the lamp, but decided against it, even though the adrenaline was wearing off and she was once more becoming aware of her own exhaustion; she didn't think the Doctor would handle the darkness very well, and it wasn't all that bright anyway. She went round the other side of the bed and climbed in beside him, facing but not touching him—his mirror image. He dropped his gaze away from her, ducking his head and casting his expression into deeper shadow.

"I'm sorry," he said quietly. "I… I shouldn't have said all that, I never wanted to– to worry you, or–"

"Hey," she whispered, reaching out to take his hand. She grasped it tightly, rubbing the backs of his fingers with her thumb, and he squeezed hers in return without even appearing to realize it. "It's okay, Spaceman. You were being honest."

This drew from him a wince. "No," he shook his head, "that… that's not your job. Making sure I– I don't–" The words caught in his throat, and he squeezed his eyes shut.

"It's my choice," she told him, unable to keep a pleading note from her voice; he never quite seemed to get it. "I'm your friend, I care about you. I'm certainly not about to leave you alone when you need help, so don't even try. You just get your rest."

The distress in his expression eased slightly, and that was the end of it—because he was simply too tired to muster up another argument, Donna suspected, more than anything else. She moved a bit closer to him, and lifted her arm to make room.

"Want a hug?" she asked softly.

He made a quiet disgruntled noise, as if to protest that he didn't need it—or deserve it—but his cheeks and nose went adorably pink, and he shuffled over without a word. His body was tense as a coiled spring when she gathered him into her arms, still trembling and covered in cold sweat, but he slowly let himself relax and go limp in her embrace, his head tucked under her chin and his face hidden in the crook of her shoulder. She rubbed his back idly and felt the shaking subside over time, the rhythm of his cool breaths on her skin slowing and evening out.

Her own nerves beginning to calm, she tightened her arms around him and buried her nose in his hair, breathing a sigh at the familiar, comforting smell of him. "I'm sorry," she mumbled. "Martian Boy, I'm sorry you've got to deal with all this. I wish I could take it away."

She felt him shudder as he took a deep, faltering breath, in and out. "S'okay," he whispered. "I… it won't last. I'll feel better tomorrow." It sounded mechanical, uncertain, but she knew him well enough to know that it was a very good sign; the worst was over.

"Yeah," she said, her voice made weak with relief. "Yeah, course you will. You'll get a good night's sleep, and we'll have a nice breakfast and go somewhere pretty. Get you a bit of sunlight and some fresh air, yeah?"

He nodded.

Donna patted his shoulder gently, still worried for him but terribly glad he was making an effort to believe her. "One day at a time, Spaceman," she assured him. "You can do it. I know you can. And I'm always here to help, anything you need, I'm here for you. Always." Releasing him, she drew back and cupped his cheek in one hand, looking earnestly into his dark, watery eyes. "I'm so proud of you," she said quietly. His mouth opened slightly in an expression of surprise, and his eyes gleamed with fresh tears. "Really, so proud."

His lower lip wobbled, and she tugged him into her arms before he could attempt to hide it. He looped an arm around her in turn, and nestled right back into his spot.

"Thanks," he mumbled.

She smiled down at him, and returned to rubbing his back. "Sleep well," she murmured, letting her eyes close at last. "It's gonna be okay."