Donna Noble hesitated and then looked back at the Doctor. "Where are we?"

"Well, you said you wanted to go home for Christmas, so..." The Doctor threw open the door of the TARDIS. "Home you are!"

With a squeal, Donna gave him a fast hug and dashed out. The Doctor grinned, delighted that he was able to please his newest companion. He'd found in Donna a true friend, his best mate, not a lover, as if anyone could take Rose's special place in his heart. He'd been more open with Donna than any of his other companions and because of that, he desperately wanted to make her happy. Ever since the Ood, she'd been so sad.

"Doctor?"

"Yes, Donna?"

"Could you come here a mo?"

Shrugging his shoulders, he put on his best game face for Donna's mother and reminded himself that he'd soon be rubbing elbows with Wilf. He stepped out of the TARDIS and looked around.

They were in a dark room, with only the light of the TARDIS to show them the way to the door. As they approached, it slid open, spilling them in a corridor – a hallway of grays and whites. Overhead lighting did nothing other than illuminate the shiny metal floor.

"This isn't home, Doctor! This isn't even Chiswick," Donna protested, her brow furrowed.

"Not unless they tidied up." He pulled out his sonic screwdriver and swung it around, then he laughed. "Well, I'll be." He looked back over his shoulder towards where they had left the TARDIS. "Why did you bring me here, old girl? Donna, how would you like to meet a dear friend of mine?"

"Animal, vegetable or mineral. I only ask because I've met all three as of late."

He held out his hand to her. "Come on. At least I got you to Earth. We'll call your mother later. Perhaps she will be out."

They approached a small desk and the woman who looked seemed puzzled. "May I help you?"

"Yes, we've here to see Mr. Waverly." He flipped out his wallet with the psychic paper.

She studied them and then reached for a toggle switch. "Mr. Waverly, you have two visitors."

"Smile, Donna, you're on Candid Camera," The Doctor murmured as he waved at the camera and held up the psychic paper.

After a moment, the door slid open and The Doctor touched his forehead in thanks and offered his arm to Donna.

They entered and Donna took a moment to look around. Out of a bank of windows was a skyscraper and she gasped.

"Look, it's the Empire State Building. I've seen photos. We're in New York." Then she paused. "Just New York?"

"Yup, the first one." He led her to the table as an older man was getting to his feet. "Donna, may I introduce to you one of my very dear friends, Alexander Waverly."

"My word, Doctor, is it really you? You've gotten so… so young. How do you do it?"

"Luck of the draw really." He reached out and embraced the man, his eyes closed at the fragility of the body in his arms. He remembered a time when this man had been a bear of a fighter, fiercely determined to save the world from itself.

"Alexander, this is my very good friend, Donna Noble."

"Any friend of the Doctor's is always welcomed." He shook her hand, his grip still strong. "May I offer you a bit of holiday cheer? There's nothing like saving a country to make people generous during the holidays." He gestured to a sideboard filled with bottles and packages. "Everything has been checked and is safe."

"Fifty year old scotch?" Donna gasped.

"Well, moderately safe." Waverly turned to The Doctor. "What brings you here?"

"No clue. We were headed for Chiswick and TARDIS brought us here instead." The Doctor walked to the window and looked out upon a sight as alien to him as any other world.

The door suddenly slid open and two men charged in. The leader was dark haired and had a medium build. The man behind him was blond and slighter in build. He carried a handgun and a look of sheer determination.

"My word, Mr. Solo what is the meaning of this?"

"Lisa said that you were being attacked."

"Oi, I beg your pardon!" Donna walked forward, her arms crossed. "Do I look like a thug?" She stopped and studied Napoleon with open appreciation. "Of course, if you're offering to frisk me?"

The man addressed as Solo smiled, but it never reached his eyes.

"It's all right, I know these people. Mr. Solo, Mr. Kuryakin. I would like you to meet a friend of mine, The Doctor and his companion, Donna Noble. I can assure you that I am in no danger, whatsoever. May I introduce to my two top agents, Napoleon Solo and Illya Kuryakin?"

"Doctor?" Napoleon holstered his weapon and warily offered his hand.

"Just The Doctor. It's easier." He smiled at Mr. Kuryakin and held out his hand. The blond took it and the Doctor gasped. "It's not possible."

"I'm sorry." Illya yanked his hand back just as quickly. At Napoleon's look, he explained. "Static electricity."

"Do you have plans for the evening, Doctor?" Waverly asked, watching the eye contact between Donna and Napoleon. They were smiled and talking quietly. The Doctor had to hand it to Donna. When she wanted something or someone, she didn't take no for answer.

"I… don't."

"Then perhaps you would like to join me for a bit of Christmas cheer?"

"And what about you, Mr. Kuryakin?" The Doctor asked abruptly and Illya glanced anxiously at Waverly.

"If he'd like to join us, it would be a pleasure as well. What of you, Mr. Solo?"

"Miss Noble has asked to see the sights of Manhattan. If you have no objections, Doctor?"

He made a gesture and Napoleon offered Donna his arm. She grabbed it and waved over her shoulder.

"Don't wait up, Doctor."

"Wouldn't dream of it."

The Doctor checked the chronometer for the tenth time. It was silly to worry. Donna was with a man who Waverly trusted like no other. She was perfectly safe, so why was The Doctor on edge?

Suddenly the TARDIS door opened and Donna came walking in… well, more dragging than walking. Her hair was tangled and she looked rumpled. She fairly radiated happiness.

"Have a nice night?" He was very polite and Donna laughed and hugged herself.

"Best. Christmas. Ever!" she announced to the world and The Doctor couldn't help but join her and chuckled.

"I would have to agree." He reached for a control. "Now, what say we head to Chiswick and throw off your mother's count for Christmas dinner?

"'Kay." Donna ran a hand through her hair and stifled a yawn. "I think I'll just go freshen up a bit." She started to walk away and turned back. "Seriously, this has been the best Christmas ever."

The Doctor thought back to the vision the Citadel of the Time Lords glimmering against an orange sky and twin suns that shaking Illya's hand had projected into his head. Perha[s he wasn't the last Time Lord, at least not yet, and he found great comfort and joy in that.