A/N: Lovely reviews, thank you very much! I do appreciate your patience. And your not patience, as well. :) I apologize in advance if I have any glaring typos or any such thing, I haven't had a chance to edit it quite enough for my liking and I don't use beta readers.

Reviews make me feel like the Doctor feels when he gets to fly without the boringers.

The Doctor was positively joyous when he landed the TARDIS with ease and glided over to the doors. His mood, however, dampened once he reached those doors. The giddiness of discovering what was going on with Donna was tempered with...

Well...

Discovering what was going on with Donna.

He pulled the doors in to gaze out. He took a quick glance around. The entire room was white. Six ceiling tall pillars lined the large room on either side. The carpet was equally pale, and so plush that walking in his boots would be an awkward affair. The carpet was specifically made to make bare feel welcome. A single large white couch rested at the far side of the room with tiny lights lit up all around the edges of it, like a runway, only tracing the full outline of the couch itself. The room was bathed in a warm glow of light that held the familiar scent of nanotechnology.

His eyes settled on a lone figure standing in front of the couch. "Ah." He nodded. "Here you are. I don't suppose I need to introduce myself. Considering where we are and what's been happening I can guess that you already know."

He stepped out and watched the person cautiously.

Wide eyes stared back at him.

"Why do you look so surprised to see me?" The quiet laugh that escaped the Doctor was humorless. "You've taken someone who is very precious to me. Did you really not think that I would notice?" He took a step towards the figure. They took a step back from him. "Or is it that you thought I wouldn't care enough to stop you?"

The eyes that looked back at him were mixed with an array of emotions. They spilled over and down pale cheeks in the form of silent tears.

"Please." She pleaded softly.

"Then again," He ignored her tears. "I suppose you've been too busy trying to run from me to stop and consider whether or not I might actually be chasing you. You hoped I wouldn't, and you hoped I would, didn't you?" His eyes sparked with something.

He started approaching her and she moved away from the couch, skittering sideways and off to the right, but keeping her eyes on him. Once she was clear of the couch, she started backing away from him again. It didn't stop his steady approach as he turned toward her with the same determined steps. "I know what you've been doing. I know how you're doing it. I even know why. It's time to stop now." He said coolly.

"I won't!" She shouted with a sudden burst of bravery.

"Every second. Every single second, you've increased your efforts to keep her from me. That's why she's been having her 'sleep walking' spells more often, isn't it? You saw she was escaping you, you saw me too, and you were terrified. You tried to change the course of events, and with each change, she fought back. When I got involved, you panicked. You were losing and you weren't going to let that happen, were you? So, you took her." His eyes flickered upwards a moment, as if he were talking to someone else. Then back down to hers. "The more she fought back, the harder you pulled at her. A tug of war that only one of you were ever bound to win and it was never going to be her was it? Not without my help." He kept walking toward her until she backed into one of the pillars in her attempt to evade him.

She gasped against it, but could only stare back at him as he came to stand directly in front of her.

"All of that temporal energy shifting around her, it was inevitable that it would stir up confusion, even in someone without the repressed memories she has or the ability to have universes created around her. But she's very special, and we both know she wasn't going to allow something to invade her mind and take her away without a fight. You know, in her own way, she lead me here. To you. I'm here to end this."

"You can't do this! I won't let you!" Her voice rose in pitch at her panic. She shook her head in denial.

He leveled her with a cold, hard look. "You're not going to stop me from getting her back. I will save her, and I won't allow anyone, not even you, to stop me, do you understand?" His voice was dangerously low. Even the most hardened of the Time Lord's worst enemies knew that look and tone. They knew to run from it if they wished to preserve their very own existence.

The look did nothing to intimidate her, nor did his voice. It seemed the more threatening he became, the more she regained her natural composure. Her eyes narrowed in on his. "Now, hold it right there! All this...I don't know head from tail on it all, but I know what you're gonna do, and I ain't letting you, do you hear me?" She lifted a hand and slapped at his chest, flapping his bow tie slightly askew. "So, back off, bow tie!"

"Donna..." He let out a quiet breath.

"No!" She shouted in his face. He stood his ground, but let her speak her mind. He expected it, after all. "Don't go telling me it's all a lie, 'cause I saw it! This room here, it told me what's to happen and you're gonna take everything! You say you want to save me, but that's a lie and we both know it!"

"It's not a lie." The Doctor said carefully.

"You can't be here to save me when you're the one who did this to me in the first place! You took away everything I am!"

"You are everything you are. Right now." He pointed out.

"No, but you took it!" She shook her head in frustration and corrected herself. "You will do! I saw everything! You'll take it all away from me soon! Then you'll walk off and leave me like I'm...I'm nothing!" She spit each word out with more venom. "Well, I've got news for you, Doctor, I know I'm nothing!" The Doctor's eyes darkened at this, his fists tightening at his sides. "But I ain't letting you take what little I am, away from me!"

He took his eyes from her to glance at a wall. He knew what lay outside that wall. A hall leading out to an open lobby, which then lead to many beautiful areas. One of which he knew included a very large swimming pool and sunbathing area. This was the planet Midnight.

He hadn't forgotten they had Healing Rooms here. Such rooms allowed a person to confront their pasts and visit possible potential futures in a way that should not normally be possible. Temporal shifts were merely supposed to be an illusion here, coasting on the edge of each person's potential. It was never meant to show them any one true and definite path. Just potentials. But coupled with Donna's unusual affinity for drawing parallel worlds around herself and an outside influence, and it shouldn't have surprised him that had she tried just such a room, something like this might have been possible. But there was more to this than Donna's will.

Back in his former incarnation, he hadn't suspected a thing. He'd been too overcome by his own traumas to think of what she may or may not have done other than sunbathing, while he was away for the day.

Now, he'd had plenty of time to think about it. To consider all the possibilities, and he knew.

"You saw what happens." He looked back at her. She cast her eyes to the side. He continued. "You see, normally the Healing Rooms are meant to only show you potential futures, positive things, also a few vague negatives you could possibly avoid. Peoples' futures tend to be very fluid, not fixed at all, so potentials are not inevitable. But that's not what happened here, is it." It wasn't really a question. "You saw your future. Your true future and you recognized it for what it is. The trauma of realizing what is to come for you was too much to bear. You wanted to stop it, at all costs. Even if it meant killing yourself. Killing your future self, anyway. And that's exactly what you've been trying to accomplish here." There again was that threat in his voice, yet his gaze veered off toward the couch momentarily.

"No, that's not it at all. I don't want to die, you idiot!"

"Don't you?" He challenged with the lift of an eyebrow. She felt unnerved. This version of the Doctor, she didn't know apart from images in her mind the room had given her, but his calmer demeanor and soft spoken voice compared to the Doctor she knew so well who often shouted back, caught her off guard. "What you're doing is killing yourself in the future. She's thrown up barriers to try to save herself, but the more you keep this up, the faster she's slipping away. I didn't see it at first. All the vital signs being so strong, but I know what's happening now. She's dying because of what you're doing to her."

That made Donna pause. But the tears continued as her eyes flew back to his. "Doesn't matter." She amended firmly. "I c-can't let it happen! Not like that!" She told him painfully. Donna was not like this. Not his Donna, he thought. Then he realized, perhaps she was like this, now, after all.

He never had realized quite how insecure she was back when she traveled with him. It wasn't until later, looking back, that he considered just how poorly she thought of herself. Her boisterous outer shell hid the dark secrets of her heart from the world. She kept the knowledge of how little she thought of herself well hidden much of the time. She fought back, always. He'd taken for granted that she thought as much of herself as he did. Although occasionally she put herself down, he hadn't given it much thought back in the day. He gave it a great deal of thought these days, however.

He'd given her the universe. He'd opened up all of time and space for her. She'd found her own potential there. Her own strengths. She found confidence and joy in herself and those around her in a whole new light. She had always thought very little of herself, but he'd seen her gain a softness as her self esteem grew over the time they traveled together. She had begun to see that she might be worth something to someone. At least, to him. He hadn't dared allow himself to realize just how integral a part of her very being he had become. Before him, she hadn't known. But now she knew. She knew her own potential and her own strengths and she realized very clearly what was to happen when he stripped her of those things.

The Donna he'd first met was strong, independent, thought nothing of herself, but fought on anyway. The Donna he traveled with was just as strong, but started to believe it. Started to see beyond her own limited way of viewing herself and although she still hadn't thought very much of herself, she had gained more confidence and a bit more self worth and a lot of other qualities that allowed her to let down some of her defenses.

What he'd done to her left her back where she started. Her self defenses all back in place. Her beautiful adventures and her best friend, stripped away from her. Any gained confidences gone. Any ghost of an idea that she might actually be worth anything at all, torn from her grasp. And the Donna before him was broken for the knowledge of it. His hearts clenched with this new epiphany. One more cold sliver of guilt to dig into him and remind him of why he loathed himself so very much, was currently staring at him with grief-stricken eyes.

This was all his fault. Again.

He took the time to swallow down his own emotions. He had to do this. "You really don't have a choice. I'm not letting you take her from me."

"But you already did!" Her hands fell to her sides. She may have believed she wasn't worth much, but it was quite another thing when she thought that he believed that of her. "You wiped my brains out and threw me aside like I was nothing!"

His eyes flashed with something dark, something she couldn't define, but it frightened her. She flinched at it, but didn't back off.

"Everything I am, you...You just erased it! You didn't even see fit to leave me with anything, but money! I don't want money! Do you even think that winning a lottery is enough? That isn't the sort of riches I want! You can't take back the riches you've already given me, not these!" She pointed to her head and then her heart. Her entire body was wracked with the anguish of her situation. "I won't let you have them. I won't!" She shoved him roughly away, and stormed past him.

He stumbled slightly, catching his footing at the last minute. Damn that plush carpet! It might have been great on bare feet, but it was absolute rubbish for boots!

He turned to watch her hurrying towards the door, making no attempts to stop her, but calling out quietly. "When you walk out that door, it erases every memory the Healing Room gave you. It's a fail safe." He lied with ease.

She huffed over to the door, but stopped short. The room was meant to show past failures to help a person overcome them, and past triumphs afterwards to ease their emotions. Then it was meant to show them positive potential futures, with a few gentle nudges about warnings of things that could happen if they were to take a certain path, such as not giving up smoking or staying in an abusive relationship. The room used nanotechnology to skim over temporal fields and read the possibilities. Possibilities, only. It couldn't read fixed points. Donna wasn't a fixed point, but certain things about her time line could not be tampered with.

The technology of the room fed images directly into the occupant's mind once they sat on the couch. It bathed them in a bright, warm light as it did so, and allowed them, with a mere thought, to move from one image to another, but they couldn't manipulate their actual futures through the images. At least, they shouldn't have been able to. Once they left the room, it did not erase the images given. They remained in tact, but he told her what he knew would stop her from leaving because he couldn't let her go without making sure, firstly, that she was as okay as he could help her to be, and secondly, that she did not return to this room or keep these memories. They were too dangerous to her.

The room was supposed to help give hope, not show a person their exact true future. She should not have known exactly what was to become of her. It didn't make sense. It should not have happened, and the Doctor knew he had someone else entirely to thank for that.

"You were never nothing, Donna." He spoke up finally, ever so quietly. Her back was to him. She was still facing the door, her shoulders slumped. "Donna Noble. My best mate. The woman who saved the universes. All of them." He swallowed back a thickness in his throat. "My hero." He whispered, though she heard. He raised his voice to normal volume again. "You were always everything. I know you never thought it, not then and not now. But it's all true."

He saw her shake her head again. He slowly started walking toward her. "Donna...You've got to let go of this. You've been using the Healing Room to try to change your future, and that's not what it's here for." Though he knew the Healing Room itself was incapable of such a function without some serious outside influence, he didn't say so. She'd been hurt enough and didn't need to know. Donna herself could never have, and would never have, done something so powerful on her own. The two elements combined could not have managed it, either. The room and Donna. They needed something more. It required highly sophisticated technology, access to an almost undetectable transmitter, a consciousness transporter, and a motive.

So, she'd had help. Perhaps that alone disturbed him more than anything else. Someone had given her access to information and power that would allow her to slowly and systematically destroy herself. He was positive now that it was a person, not some anomaly. A living, breathing, sentient being had done this to his Donna.

Oh, and they were going to pay for doing this.

"I'm not letting you do it! I can't! You're not going to leave me like that! I'll do anything! Don't you understand?" The briskness with which she whirled around to face him, forced his feet to a dead standstill.

"As will I." He informed her simply. "To stop you."

The look in her eyes was one of pure hatred. For him? For the situation? For herself? Maybe all of the above? He couldn't be sure, but he was surprised she had yet to slap him again. He wanted her to. A slap would make them both feel better, but she made no such move. "Don't you think you've done enough damage, Doctor? Look at you, all spiffy in your new clothes and body, off on new adventures with new people and a new life no doubt, leaving me in the dust! I'm not even dead yet, and you left me!"

"And you know why." He spoke as calmly as his voice would allow. He didn't bother to point out that he knew she had to of seen him going to her future self and trying to help her. That he hadn't completely abandoned her or he would have never come back for her, to help her.

"Oh yes, I know why!" She hurled the words at him. The room had shown her. She may not have understood the details, she certainly didn't know what a metacrisis was or have the mind of a Time Lord within her as yet, but she knew enough to understand what was to become of her, and why. "That hand, a double you, part human, part Time Lord thing is gonna happen. If I refuse to do it at all, the whole world dies. What choice have I got?! I'm not gonna let the whole world die, am I?" The tears fell consistently, but still silently through her anger. "But what you did, Doctor...How could you?"

"To save you." He sounded confident enough. He felt confident enough. He knew he had saved her, as he always would.

She laughed bitterly. "Oh yes, there we are then. You saving me so you can feel better, but where does that leave me, Doctor? Empty!" He flinched. "You leave me with what? A lottery ticket. Keep your bleeding lottery money, I don't want it!" She shook with anger. "I won't have you taking away what I am. I won't!"

"Donna...I know. I do." The Doctor spoke earnestly. "I know it hurts."

"You don't know! And you won't do it." She was practically growling at him. She approached him and slammed her fist into his chest. She hit harder than most. He grunted and staggered, falling back onto the carpet. At least there was that, it was soft. She'd never done that before though! Of all the times she'd ever hit him, punching him hadn't been one of them. Not like that. He clutched at his chest and watched helplessly as she turned away and slammed her fist into the wall beside the door with a sob.

"Donna..." He gasped out, trying to catch a breath between the searing pain in his ribcage. That would definitely leave some serious bruising.

"There has to be another way!" She was yelling again, turning to face him, her back against the wall. She no longer cried silently, but with loud sobs choking out between her words. "You have to fix it! You can do it, I know you can! You can take it out of my head when it happens! Put it some place else! Or make it so I can only remember everything, but it!"

"Doesn't...Work like...That." He heaved. The severity of the pain was finally cooling down and he lowered his hand from his chest. He straightened his legs out in front of him and rubbed his face tiredly. This was going about as smoothly as he imagined it would. Which was as smooth as the rockiest hillside in the universe.

"Why not?!" She stared at him, the intense question there in her eyes, glaring at him.

He looked back pityingly which only caused her rage to sharpen. "It's already been done. I can't. Even if I could go back and change how I handled it, I couldn't have done anything differently to save you. You would have burned, Donna, if I didn't tuck those memories safely away. There is no way to extract it from within your mind without killing you. It's too dangerous. The human brain is too fragile." He gestured lightly with his hands as he spoke, looking on sadly at her.

"Do you really think I haven't thought about all of this? When it happened, before even you realized what was happening to you, I knew. And I thought. Hard. After I realized what had happened, I tried desperately to work it out and save you. This was the only way." He thought back, his own eyes watering at the memories. "I thought of every corner of the universe, of any cure, every device, any way to save you from it. Any way to heal your mind. A way to extract, purge, a way to take it from you and into myself, a way to block it and nothing else, a way to go back and make it so it never happened without still destroying the world. There was and is nothing else I could do. I would have done it, if there had been a way. Keeping the memories of your time with me would have awakened the Time Lord within your mind no matter what else I did because that's when you gained the Time Lord consciousness. No fail safe I ever could use would be strong enough to keep it at bay if you kept knowledge of that time with me as well. It's too close to you, too deeply ingrained into your own genes now, or will be, for it to be changed without your death being the end result. I tried to keep you, Donna. I would have done anything possible."

With the Doctor's own pain raw before her eyes, it was all too much for Donna. As he spoke, she broke down. She slid slowly down the wall to the floor, her legs crumpling under her, and buried her face in her hands. She tried to quiet her own sobs as her body shook with each passing moment. All that she would lose, and leaving him on his own too, that daft old Martian Man! He was hurting, and she was hurting, and as far as Donna was concerned, the whole thing was a great big horrible, heartbreaking mess.

The Doctor's eyes widened. His hearts stilled. He scrambled to his feet and hurried over to her. He sank down onto his knees before her and after a moment's hesitation, wrapped his arms around his dear friend. "I'm sorry..." He whispered, clutching her to him as he felt her violent cries trembling through her. "I never wanted this..." How had he ever let it come to this?

Donna was ashamed of herself. For breaking down like this, and even more so for hurting him. Yet, she couldn't help feeling horrified at what was to come. She really planned on spending the rest of her life with the Doctor. No other life mattered, but one with him. Traveling the stars, saving people, meeting new species, witnessing history and future events, and seeing her brilliant best friend at his very best and worst. As much as she considered things like a husband and family of her own and job, and settling down, all of that paled to near invisibility compared to the life the Doctor offered her. She willingly threw any idea of a so-called normal life out the window when she finally realized what traveling with him meant. Who would ever want to go back to being a temp when they could visit Agatha Christie or a mysterious futuristic Library? And not even a woman who had grown up to being taught that finding a husband and starting a family was the most important thing she could ever do or be, could truly believe that after all she'd seen.

She knew now that she could be and do so much more than a stereotype. She may not have been much of anything in her mind, but she could help. Help in ways she never dreamed before she met the Doctor. And now he expected her to give all of that up. To go back to being Donna the temp. Or even Donna the rich nobody. She had seen it. Her married. It looked like that Shaun fellow loved her enough, and he was a nice enough fellow from the visions she'd gotten, but was there true love there? Even so, a husband was nothing in comparison to the wealth that was the Doctor and his travels. She didn't want it. She wanted nothing to do with that life she would have loved back before she met the Doctor. A life of a wealthy married woman sounded wonderful. Or did back before the Doctor. Now, it felt a lot more like a prison sentence than a dream.

He'd let her touch the stars and was going to take them back from her. She could even imagine settling down and marrying and leaving the Doctor if he'd wanted her to go, although it would have broken her heart. She would have been able to take the riches he'd given her with her. She would have been able to bring them into her everyday life to make the most of even a normal little human life on Earth. But he was taking all that from her too. Her way of thinking, her way of feeling, about herself, about the world, about everything in existence, had been so small before the Doctor. She felt as if her eyes had finally cleared and she was able to see everything in so many beautiful, bold, tragic, wonderful new lights that it warmed her heart until it was practically bursting.

Saving the whole of everything was an amazing idea. But she would never be able to know she'd done it after the fact. She would go back to how she was, limited, dull, unable to see anything anymore, and that was the last thing in the world she wanted. Death felt like a kind of mercy compared to going back to that.

Her arms circled around this strange, and very different version of the Doctor she knew and trusted. She knew this version of him only from the visions the Healing Room had offered her, yet she knew it was him. She could tell he was as ridiculous as ever. As mad as ever. As brilliant as ever. She soaked his shoulder in her tears, unable to stop herself for it even though it only made her feel more ashamed for heaping more pain upon a man who had enough to go around for everyone.

"It's not your fault." She finally said, steadying her muffled voice enough to reply against his tweed. "Why can't you let me go? I'd rather burn..." She pleaded meekly. Exhaustion was winning out over the normally in-control woman.

"Never! I could never! How can you even ask me that?" He leaned his cheek down against hers, feeling the wetness of her tears.

"I don't want to go back to how I was. I was nothing! A flipping temp with nothing! I'm...I'm not anything, Doctor. I've only ever been anything with you!" Her body started shaking again as the unwanted sobs returned. He tightened his arms around her, slowly rocking back and forth.

The familiar guilt from deep within, brimmed over and gripped him in new and horrifying ways. This was all his fault. Donna's whole life since he met her was all his doing. Worse still, it was his fault, what was happening to her now. That she had to know these things and be hurting over them. Had he taken better care of her when she was with him, nothing like this would have happened. She wouldn't have been confronted with her future. Donna didn't like peeking at spoilers either. She would never have entered the room knowing it would be like this.

He'd brought her to this place, being the fool that he was. He hadn't even considered the enticingly vague 'Healing Room' brochures that offered a healthy bodily cleansing that would leave a person feeling healthier, happier, and more relaxed. He knew his Donna. She couldn't have known it could potentially lead to an extreme confrontation with every painful emotional experience she had ever had, or ever would have. She most assuredly had glanced at the brochures and likened the idea to spending a day getting a facial and mani-pedi. She had no way of knowing the truth. That someone else out there was hell bent on manipulating her and causing her to see things she should not.

He lead his fiery friend here and hadn't protected her. She'd been in his care, and this was how he repaid her for that complete trust.

"Donna..." He blinked back his own tears and pressed a gentle kiss to the top of her head before shifting so that she was against his chest, his chin resting atop that mess of ginger locks of hers. He continued gently, an arm secured around her, rocking her as her crying quieted down. "That's the least true thing I've ever heard you say." He sighed, and reached down for her hand, taking it in his to glide his thumb over swollen knuckles from her having punched the wall. "I've seen you shine, Donna Noble. Shine brighter than any and every star in the sky. You outshine everything. You did before you knew me. You do when you're with me. And you will when you're not. I'm not the one who makes you shine, Donna. You do that all on your own."

"But you said I'm not special. I'm not important! Yeah, you think I'm something now, maybe, but you didn't when you met me!"

He blinked. "That was...Donna, I'd just lost someone I cared very deeply for. I was rather grumpy at the time, and quite rude back then, as you well know. Also, I didn't mean it like that. I meant you were a human being with no reason for aliens to be after you. I just said it in a very rude and unkind way, is all. And I'm sorry that I did." He truly was. He recalled the rooftop moment when he'd told her she wasn't special, or clever, or important. He winced at the memory. She was all of those things and so very much more. "I was angry about losing Rose, I was scared about what was happening to you, and determined to make sure you remained safe. It baffled me why anyone would want to hurt you. Had you been an alien, or had some sort of off world knowledge, technology or anything, it would have made sense to me at the time. But it didn't, and I couldn't stand the thought of losing someone else so soon."

"But you barely knew me." She was no longer crying, and stilled his rocking with her arms. They now simply clung to one another, she too exhausted to move away, and he too full of pain to want to let go of her.

"That didn't matter. You know me. I'm very fond of humans all together. When an innocent human being appears in my TARDIS and is clearly in serious danger of an alien threat, I tend to take it personally. I'm protective, me. In particular, having just lost someone, also a human, the thought of another human being lost to yet another invasion or any kind of alien influence, enraged me." He didn't need to remind her of how much he'd lost himself with the Rachnoss. How he'd committed genocide against the creature and her babies, and very nearly killed himself and Donna in the process. The only thing that had stopped him was Donna. He could save her, and he did. But the truth was, she'd saved him more. "I didn't know you yet, Donna, and I did underestimate you." He admitted. "But you definitely showed me!" He reminded her proudly.

"Then I could have been anyone." Not that Donna sounded surprised about that fact. Or hurt even. She always had known it was pure luck she'd been the one put in such a situation. "Any human. I know you mean well, Doctor, but I'm not any different than anyone else." She pulled away from him finally. She straightened up and looked at him.

He let go of her and gave her a rueful smile. "No, you couldn't. You're Donna Noble. There's only ever been one of you. Trust me, I've looked."

"Still. It doesn't mean I'm special." She pointed out, giving him an equally regretful smile, almost as if she were apologizing for admitting she believed herself not special. It was clear to the Doctor she wasn't seeking reassurances that she was actually special. She truly didn't believe she was and thought herself stating a fact, nothing more or less.

He reached out and brushed ginger hair back from her face. "Sure, it does. It had to be you, Donna, don't you see? Not everyone would have known to stop me. I know I was in a dark place back then, dark enough to be dangerous and most people find that threatening. Others would have been terrified on the spot and frozen and I would have ended up killing them right then and there along with myself by not stopping or noticing them. Others still, would have run away, leaving me to die. Wouldn't be their fault, it's human nature to run when you're afraid. Others would have lost consciousness or broken down and not gotten back up. But you, Donna Noble, you gave a shout. You told me to stop. You were brave. You saved my life. And you kept saving it. You notice the little things that add to the big picture. I often keep my eye on the big picture, and miss those little details that you find. The little things are important. You're important. Not that you're a little thing. You're very big."

Donna smacked his arm hard at this. "Are you calling me fat?!" She asked, threateningly. Up to that point, she'd been smiling softly with watery eyes, thinking fondly of their time together along with him. But there was only so much emotional turmoil she could handle in one go.

The Doctor yelped, rubbed his arm and quickly shook his head. "No! No, no, of course not! That's not how I meant it!"

"Well. However you meant it, you'd better watch your tongue." She looked him up and down. "Blimey, you look all of twelve! What happens when you do this body swap thing again? Next time are you aiming for nursery school? How are you gonna run around the universe dressed in a bow tie and a nappy?"

"Oi, I'm not..." He made an irritated, but very affectionate face at her. He looked down at himself, then back at her. This was her way, he knew. How she dealt with it. How she leveled the playing field. He'd been hitting upon some very delicate emotions and she wanted to lighten the mood. He wasn't about to get in her way on that. He took the time to straighten out his bow tie. "One. You are the best person, Donna. Two. I'm not getting younger, I've just regenerated. I'm still older, much older, in fact. Three. Bow. Ties. Are. Cool."

She covered her mouth and laughed as if he'd said the most absurd thing. "You really believe that?!" She watched him fuss with his bow tie. "It's even worse than converse with a suit!" She teased, laughing harder.

This gave him pause. He glanced up at her, confused. "What's wrong with wearing converse with a suit?" He asked cluelessly, earning himself an affectionate hair ruffling from Donna. "Oh, never mind about that. What are we gonna do about this mess?" She asked him, wishing more than anything she could change her future. He wouldn't let her, this she knew.

He didn't tell her the other part of this. The part where he knew he needed to confront whomever did this to her, and force them to release Donna's mind back into her body. She didn't know or understand any of that and he would like very much so for her not to know what was going on. "You'll step out that door when you're ready, and forget. Future you will be sent back and saved and everyone lives."

"What if I don't want that life though?" Her smile was gone again, she was looking at him pleadingly. He kept eye contact. He sighed softly. "Then, Donna Noble, do what you do best. Fight. Make changes. You're not in that future because you don't want to be, you know. You chose your husband, yourself. You chose your house, your lifestyle, the things and people you surround yourself with, the things you do. I'm not taking your choices from you, Donna. I'm giving them back."

Her eyes watered over and she wiped at them. "But, Doctor...What if you're one of the choices I want in my life? You're going to go away and I'll never see you again."

"Of course you'll see me. You're getting ready to see me later today, aren't you? A younger me, but still me. And you've got lots yet to come with me. You'll also see me again in your future when I come back to help, as I am doing. And you never know what might happen. The events you've been shown aren't all of it, not every little piece you know. And it isn't all set in stone. Potential is just that. Your life isn't a fixed point. It's whatever you want it to be."

"I want it to be in the TARDIS with you."

His hearts could hardly stand much more. He leaned forward, his hand wrapping gently around the back of her neck to pull her forehead to his. "Oh, Donna." He closed his eyes, feeling the warmth of her forehead against his. "I'm sorry...Really, I truly am."

She gazed at him then closed her eyes and tried to collect herself. He was being so soothing and caring that it made it difficult to stay angry with him. It really wasn't his fault, how things were going to go. He couldn't help it even if she did try to blame him for it out of fear and desperation.

All she knew was that today was supposed to be a relaxing day. She'd come into the Healing Room expecting to be refreshed and go finish sun bathing. But then images bombarded her senses. Her entire life flashed before her eyes from start to finish. And she wasn't pleased with how it turned out. It hadn't given every image, but far too many.

Somehow within those very images, a voice urged her to stamp them out. To try to make them disappear. As if in her very own mind she could magically erase her own future. But the harder she tried, the more new future memories cropped up and started confusing her. She didn't really understand any of this. It must have been one of those weird futuristic other planet things that was beyond her.

"It's not your fault." She felt lips pressed to her forehead, and a tear trickled down her cheek. She was going to miss him. More than anything she had ever lost in her life. More than even the things she'd gained within herself in all this time with him, it was him in the end, that she'd truly been desperately trying to bring back to her. And here he was. For the briefest of moments. Maybe he was right, she thought. Maybe even without a memory of him, she would make choices and find a way to get him back into her life.

He had come back for her, after all. Even with her not remembering him, she had seen the flashes the more she fought. Flashes of the TARDIS and the new Doctor's face, so full of pain, confusion, concern, love, so unfamiliar, yet she knew all along it could never have been anyone else. He'd come for her. She didn't know it, that future her. She didn't know how much he meant to her. She would maybe never know, and that hurt Donna more than all the memories she could ever lose.

"I'm going to miss you, Spaceman." She whispered tearfully, feeling his lips pull away and his arms tugging her back to him. She slid hers around him and hugged him fiercely.

"Not as much as I miss you." He murmured, feeling it was very true. She would miss him, even if she didn't remember. The Doctor knew that Donna, the one from his timeline, missed him in her heart, felt and sensed something was missing from her life, and hurt from it even if she couldn't name it. He missed her too. His best friend had been the one person he felt he could share everything with. He trusted her and could talk to her about anything. His hearts were lonely without her. Others would come, and go, but none of them would ever be her.

He waited until he felt her arms loosen and slowly pulled back. "We should get going, Donna. The longer you stay in here, the more danger you are in." He climbed to his feet and offered her his hand. She took it after a reluctant minute, and he pulled her up, giving her hand a squeeze. "I'll walk you out?" He offered, knowing this was going to be extremely hard for the both of them.

"You better." Her lips quirked into a smile. She may have been hating what was going to happen, but she wasn't going to break down more than she already had. She'd lost enough of her dignity as far as she was concerned, and didn't want to do so any more. Besides, now she had hope. A hope that just maybe she could bring the Doctor back to her in the future. Not just to help her, but in some other way. She would fight for it.

He returned her smile and kept a firm hold of her hand as she pressed the button beside the door. It slid open. They looked at each other. She, taking in everything she could about this Doctor and knowing she would lose it all anyway. He, looking back and hurting with the knowledge she would not remember this tender moment between them. Though, really, it was for her more than him, he reminded himself. Because she would not remember, but she would sense it. She would feel it and not understand what she was feeling and he very much needed to leave her feeling some peace. She stepped out, and he followed directly behind her.

Donna turned to face him, confusion in her eyes. "I still remember-"

He released her hand and cupped her face. She looked confused, but didn't resist. "Doctor? What are you-?"

He eased into her mind before she could question him. His mind clouded away her consciousness just enough to allow him access with a gentle nudge to hide away the memories. This talk hadn't been all for nothing, though. It had made him feel a bit better and he knew, somewhere deep inside Donna, these memories, too, would exist and help her to fight on. He supposed he should have just rid her of the memories and connection immediately upon entering the Healing Room, but seeing her, an earlier version who could remember him quite clearly, it had been far too difficult to just ignore her. He hadn't been able to resist talking to her and trying to help ease her into, or rather, out of the situation she was in with the least amount of damage possible. This way she could come away from the Healing Room with some actual healing, perhaps.

She looked dazed. He'd erased these memories of her time in the Healing Room and replaced them with false ones of sunbathing and a slight memory of having gone off to explore a nice art exhibit so that she would think that was where she'd been before he gave her a subtle post hypnotic suggestion to return to her sunbathing and have a relaxing, warm day. She would have no conscious awareness of him.

He took hold of her swollen, slowly bruising hand and used his sonic screwdriver to gently heal the damaged skin, lest his younger self notice it and try to investigate the cause behind it. He knew as angry as he was at himself, that his younger self did truly care about Donna and would have noticed her injured hand and not let that slip by without looking into how his friend had been hurt. Especially if she retained no knowledge of how she'd injured it. That would have only made his younger self more suspicious and worried for Donna and he couldn't have that.

The Doctor lifted the dazed woman's healed hand to his lips and gently brushed them across the knuckles. "There you go." He said softly. "Go sunbathing, Donna. Enjoy the rest of your day. I'm going to need you later, more than I ever have before." He slowly let go of her hand and turned back to enter the Healing Room. A very dazed, and slightly confused Donna would come fully back to awareness in about two minutes, and happily make her way back to the pool area without the slightest suspicion as to what had really just happened to her. She would order herself another drink and have a nice nap by poolside. Later she would comfort her best friend in the whole universe.

He closed the door behind himself and leaned back, waiting for the sharp ache in his hearts to subside enough for him to continue on to what needed to happen next. The moment the TARDIS appeared in the Healing Room, that had broken Donna's connection with her future memories as she'd gotten up off the couch, startled by the sudden appearance of the TARDIS.

That was necessary in order to help stop the manipulations that were hurting her. He knew, too, that this earlier version of her was safe now, but there were so many other points along her time line that could be disrupted. He'd chosen this one to check first because it was one of the rare times while traveling with her, that they'd been separated for the length of time it would be necessary for her to be able to be used like that and to disrupt her own future. It had been easy to steer the TARDIS to find her where she should have been on Midnight.

But he still had to get her consciousness back into her body on her, and his current timeline, before she became too weak to ever return to it. He wasn't looking forward to what he needed to do next.

"Alright, so let's see who you are and why you're doing this." The Doctor muttered irritably while taking his sonic out to scan the couch and trace back the signature to it's source. Donna still needed him and he wasn't about to abandon her.

This chapter progresses the story more than it actually appears to do. It sets the stage for some things that have already been happening with Donna, and other things that will happen.