Hi, DoctorDonna fans! This does not ship Donna and any Doctor previously seen on screen! No, but what it's really about is 10 and Donna being best mates and, consequently, willing to do anything for each other. Sorry for stealing from Parting of the Ways and Time of the Doctor. I don't own Doctor Who so I don't think it really matters! Hurrah!

The Last DoctorDonna

"What'rya gonna do?" Donna whispered, in a low voice. She looked up at him, her eyes filling with tears as the truth of her inevitable fate sunk in. "No! I can't go back! Don't make me go back! Please, no!"

The Doctor took a sharp breath as he suddenly wondered if he loved her enough to do what he knew he had to. Donna only saw what she'd always thought she deserved. She expected to be sent back, have her memories wiped. But one look at her tear-streaked face, knowing how much she had loved him in return, in just the way he needed—he took a big step closer, reaching for her to hold her closer to him. Protecting her. There was another option for Donna Noble, however difficult it was for him to accept.

"Come here." He scarcely recognized his own voice, this time. He'd done this before, but not with this man. Donna was still shaking her head, scared.

He touched her hair gently, not wanting to scare her, but he had to do it quickly. "I think you need a Doctor." Ever so gentle, he moved to touch her lips with his, and before she could react, began to suck the regeneration energy out of her.

He felt her body go rigid as it coursed out of her, from every single cell's DNA that had been changed, and his own body soaking it in with a searing pain, burning him to death from the inside. Setting his jaw, he kept at it until every single waft of energy had left her, when she collapsed on him, unconscious, and he struggled to lower her to the floor.

The Tardis's panel began to glower, wanting to help him, but what he was able to cough back up burned his lungs just as badly as it left, absorbed into the Tardis core, than if it had stayed inside him. Dizzily, he leaned against the railing behind him and slowly sat down on the floor. He touched her forehead and desperately hoped she'd wake up. He really should take her home, but—but—unless he could—

"It didn't work last time. It only caused you heartbreak. Why should it work now?"

"Because Donna's different," he found himself saying out loud. "She doesn't love me—not like that," he thought of the way Rose had adored the Ninth Doctor, after finally realizing that he'd given everything for her. Donna hadn't loved him like that. It would be different this time, it could be. It could actually work. "That's why she deserves it. Even if I screw it up."

Seeing her face twitch slightly, he felt a corner of his mouth go up. He struggled to his feet and leaned against the Tardis console.

Familiar lights flashed in greeting, as if to say softly, "Hello, Doctor." He flipped a few switches, adjusted a few dials, mostly just puttering. Saying good-bye.

"What—what happened?" Donna groaned, slowly waking up on the floor. Then she caught sight of him. "Wait, hold on! Which one'r you?"

"Brown suit. I'm the real one," he smiled, realizing the last thing she'd remember would be charging out of the Tardis behind the Metacrisis Doctor and getting hit with Davros' beam.

"How did I end up back in here, with you, and—where's everyone else? Did I miss something? Again?!" she demanded loudly.

The Doctor heaved a huge sigh. "Oh, Donna Noble, only the most important moment of your life!" He rested his gaze on her, the most important woman in the universe, who'd completely forgotten in seconds.

Her forehead wrinkled in confusion, but then she shrugged, annoyed, and gave it up. Then she noticed the look on his face. "Are you all right?"

"Well…!"

"Doctor!"

"Well, just the second regeneration in one day… that's a new one, believe it or not," he tried to smile, but it came out all watery.

"Y—you mean the thing you just did—but—but—you were supposed to change, and you didn't—but you were dying then. Doctor, wot are you talking about?!" her voice was a mixture of shock and severity.

"I'm dying now."

She started to vehemently shake her head.

"But no tricks this time. I have to change. No hand anymore—there's no way out of it."

"But you can't die!" Tears started to roll down her face again, angry tears, angry at the universe and the way it turned.

He started to smile but ended up coughing instead, bent double over the console. "Maybe it's time." he rasped in reply, wiping across his mouth with his sleeve. "But maybe I'll leave something better behind. Eh?"

"But it won't be you! What'll it be like—a completely different man? Isn't that it? "

He didn't answer.

"Sit down," she demanded fiercely. "Sit down right here."

Slowly and painfully, he made his way back to where she was and lowered himself to the floor. Donna watched him with tears in her eyes as he coughed up more of the regeneration energy, trying to hold back a groan of pain that escaped anyway.

"I'm…I'm sorry," she whispered.

He shook his head. There was no time for regrets. "Donna, I could be anything when this is over. Any sort of man. I don't have much control over it. But—I do have a little."

She sniffed.

"What d'ya think? What do you want me to be?"

Donna gave him a look. "I want you to be the same!"

"Can't do that!"

It took her a moment, but finally she spoke again. "Older. Cause—I don't know, that's just what you are—it'll make you feel younger."

She waited a moment, then got a funny look on her face. "Or you could do that awful thing—can you turn into an alien? I mean a real one?" She hardly finished the sentence before she burst into hysterics, but the Doctor only laughed, taking her hand comfortingly but almost overcome with laughing.

"Donna Noble!" he gasped, trying to get his breath. "You are the only woman who could make a man die laughing! You know—"

Her sobs lessened just enough that she looked up at him through strands of tear-soaked hair. His head lolled against the wall. "I love you." The smile he gave her was so weak and unabashed that she crept forward and grabbed him around the waist.

"No really, I do." He fingered her hair idly. "We're best mates. And—we had the best of times." He laughed one last time and, for a moment, his eyes closed as he leaned his head against her shoulder, so she though he was asleep.

They stayed like that for just a moment, in each other's arms.

Then a faint glimmer of orange light started on his skin, and he sat up slowly, his old brown eyes twinkling sadly as he gently but firmly pushed her away from him.

"I'm sorry, Donna."

She started to shake her head no again.

"I'll never forget one day of this."

The regeneration energy began to glow brighter around him as he stood, brighter and stronger until his face was nearly hidden. Donna shielded her eyes as she tried to make out something, anything, but the light was just too strong. It grew and grew until finally a huge stream of it came pouring out of him from all sides, burning hot white light that changed every cell of the Doctor's body into brand new different ones.

When she looked again, the light had faded and the whole Tardis had gone dark. A man still stood where the Doctor had, but she knew it wasn't him. She didn't want to look.

Carefully, he stepped out of the shadow that hid his face, just a step toward her. He gave her a minute, stopping to flip some different lights on and examine his new pair of hands. But after a while, he couldn't wait any longer. Slowly he took a step, and then another, toward her until Donna couldn't avoid looking up to see what was even coming toward her.

A tall, broad-shouldered man, with greying hair and a kind face. Wordlessly, he gave her a hand and helped her to her feet.

"You're not him," she choked out.

He laid a hand on her arm. He may not've been the same, but he still cared.

And strangely, although she wasn't ready to think about it now, he looked a lot like Lee Mackleroy.

Gorgeous, adores me, and can't speak a word. What does that say about me?

Everything.