"I thought we could try the planet Felspoon. Just because. What a good name, Felspoon. Apparently, it's got mountains that sway in the breeze. Mountains that move. Can you imagine?"

The Doctor moved towards Donna slowly, his face full of pain. She ignored him and began to walk around the console, tweaking bits of equipment. Everything was fine.

"And how do you know that?" the Doctor said, his voice quiet and strained. She turned back to face him.

"Because it's in your head," she said proudly. "And if it's in your head, it's in mine." She turned back to the console, still pointedly avoiding looking into his eyes. She had a feeling she knew what was coming, but she felt too good to think about it.

"And how does that feel?" the Doctor replied, his voice low.

"Brilliant!" Donna said, eyes fixed on the wall opposite the man whose mind she shared. "Fantastic! Molto bene! Great big universe, packed into my brain." She began to ramble. She often did that herself, but for once, it felt as though her words were slipping out of their own accord. "You know, you could fix that chameleon circuit if you tried hot binding the fragment links and superseding the binary, binary, binary, binary, binary, binary, binary, binary…"

The Doctor leaned forward and Donna did her best to hide her fear and confusion from him. And the pain. The pain inside her head that felt as though it would rip her apart.

"Binary, binary, binary, binary, binary, binary, binary, binary," she gasped and felt her ability to speak come back to her. "I'm fine." She felt anything but fine, but she would do anything to delay the inevitable truth, the inevitable end. "Nah, never mind Felspoon. You know who I'd like to meet? Charlie Chaplin. I bet he's great, Charlie Chaplin. Shall we do that? Shall we go and see Charlie Chaplin? Shall we? Charlie Chaplin? Charlie Chester. Charlie Brown. No, he's fiction. Friction, fiction, fixing, mixing, Rickston, Brixton."

This time, when her voice came back to her, a wave of pain swept through her body, threatening to burn her soul right out of her. She couldn't hide the pain from the Doctor, not this time, and she fell forward onto the console, panting heavily.

"Oh my god," she said, her hand jolting up to her head. She was in so much pain. It hurt, it hurt so much.

"Do you know what's happening?" the Doctor said, his voice even. She fought the pain, just so she could stand up straight.

"Yeah," she said bitterly, as the grand picture of the situation took hold of her.

"There's never been a human-Time Lord metacrisis before now," the Doctor explained quietly. Donna turned to look at him. "And you know why."

"Because there can't be," she said, every word weighing heavily upon her. She closed her eyes and felt tears gathering behind her eyelids. She walked away from the Doctor, wanting to put space between them. "I want to stay."

He walked towards her and leaned down so that he could look into her eyes. She kept her eyes glued to the console, as if it was the most important thing in the world. And in a way, it was.

"Look at me. Donna, look at me."

She looked up and now he could see the tears in her eyes. The unshed tears for all the days they would have had, couldn't have, would never have. And in turn she saw the pain clearly written across every feature of his face. The curse of the Time Lord: to watch all of his companions meet their end.

"I was going to be with you forever," she said, her voice breaking. Ever since her first adventure with this magical man, she'd dreamed of exploring the whole of time and space with him. She had even imagined herself as an old woman, still traveling with the Doctor, living with him until the end of her days. It couldn't end now, not like this.

"I know," he replied simply.

"The rest of my life, traveling in the TARDIS. The Doctor Donna," she said wistfully, her voice barely above a whisper. It finally sunk into her, what he was going to do. The only way he could save her was to take away her memories. Fear seized her. "No. Oh my god. I can't go back. Don't make me go back. Doctor, please, please don't make me go back."

"Donna," he said. "Oh, Donna Noble. I am sorry. But we had the best of times." He was holding her by the shoulders now. She struggled desperately against him.

"No."

"The best," he repeated. She bowed her head, remembering all of their adventures and for a split second, she almost smiled. But then he said his final words. "Goodbye."

"No, no, no!" she said, frantic. His hands reached up, his fingers pressed against her temples."Please. Please. No. No." She could feel his consciousness pressing up against hers, beginning to siphon away her memories.

She wrenched herself free from his grasp and stepped backwards, tripping over her own feet.

"Donna," the Doctor said, stepping closer to her.

"Doctor," she replied, standing straight. "Take me home."

"I will," he said, his voice beginning to break. "I will, but first, I have to save you."

"No," she said firmly. "Take me home. I want to see my family one last time."

"Donna," he said, his voice full of urgency now. "You will spend the rest of your lifetime with them. I can take away your memories-"

"No!" she repeated firmly. "I know what you can do and I won't let you."

"But Donna," he said, his voice broken. "It's the only way I can save you."

She looked into his eyes, really looked and stepped up so that she was inches away from him. She leaned forwards, her voice a mere whisper.

"I would rather die than forget you," she said, tears beginning to spill out of her eyes. "Take me home. Now."

The Doctor stepped back, for once unsure of himself. A spasm of pain rocketed through her and she was thrown forward onto one of the decorative golden spires. The Doctor staggered forward to help her, but she waved him off.

"I can only hold on for a while longer," she gasped. Her voice was weaker than he had ever heard. "Please. Hurry."

Never before had the Doctor run faster. Not once in all of his travels, running from aliens and monsters, not once had he run faster than now, sprinting about the control room, preparing the TARDIS for Donna's last journey.

He flipped a lever and the floor slanted dangerously. He turned to see Donna hanging onto the spire, her face growing whiter and whiter. The TARDIS landed with a thud and the Doctor rushed to Donna's side, taking her arm and placing it around his neck. He half-carried her to the TARDIS doors, which he pushed open and hurried through.

Luckily, he had managed to land right in front of Donna's house. He rushed to the door, dragging Donna along and knocked quickly.

"That must be her," he heard Wilf call from inside. "Donna?" The door opened and he found himself staring into the old man's smiling face. His smile faded as he saw Donna, who was now leaning heavily on the Doctor.

"Help me," the Doctor said simply.

"Donna?" Wilf said, his face full of concern. He hurried over and looped Donna's other arm around his neck and together, they took Donna upstairs to her room.

"What on Earth is going on?" Sylvia Noble called indignantly from her own room. She walked quickly out into the hall room, looking as if she was ready to give the Doctor a scolding. But the minute she saw Donna, her face paled and she rushed towards them.

Together, they laid her down on her bed. Her tired eyes fluttered open and she smiled when she realized she was surrounded by her three favorite people in the world.

"Mum," she said softly. "Gramps." She paused. "Doctor." Sylvia sighed with relief.

"Will she be all right?" The Doctor didn't reply for a minute. He looked at Donna and an unspoken conversation passed between them. Donna nodded, ever so slightly and the Doctor turned to face Sylvia.

"No," he said simply. "She's dying."

"What?" she screeched, choking back a sob. "What have you done?"

"Mum," Donna coughed weakly. "This was my decision. This is what I chose." Sylvia looked at the Doctor wildly, her eyes confused.

"If I took her memories away, she'd live," he explained softly. "All of her memories of traveling with me."

"Do it," Sylvia begged. "Save her. Please."

"He tried," Donna said, her voice brimming with passion. "He tried and I wouldn't let him. Because I don't want to forget." She reached for her mother's hand and took it in her own. "Mum, I saved entire planets out there. I can't forget. I don't want to."

Sylvia looked back at the Doctor, but Donna squeezed her hand.

"Don't look at him," she snapped, her voice strengthening, and the Doctor couldn't help but smile. "It's not his decision, it's mine. And this is what I choose."

"She's right," Wilf said, from the corner of Donna's bed. He had stayed silent, staring at Donna, as if drinking in the memory of her. "Doctor, she was better with you."

"Don't say that," Sylvia said indignantly.

"No, she was," Wilf said simply. He reached out and took Donna's other hand, kissing it as tears started to fall down his face.

Donna jerked forwards suddenly, her eyes meeting the Doctor's.

"It's starting," she whispered.

"What's starting?" Sylvia asked wildly.

"She's burning up," the Doctor explained, his voice low. "She took my mind into her own head. But that's a Time Lord consciousness. All that knowledge…it's killing her."

Donna jerked up again, but this time, the Doctor was there to catch her, slowly lowering her back onto her bed. As he set her down, he leaned forwards so that she would catch his words.

"You saved so many worlds," he said quietly. "So many people. You saved me. There are people, living in the light, and singing songs of you, a thousand million light years away. They will never forget you."

"Thank you, Doctor," she whispered back. "Thank you for every wonderful moment."

"Donna Noble," he said. "You were the most important woman in the whole wide universe." He leaned down and kissed her on the forehead, then stepped back and let her spend her last few minutes with her family. He watched as her breathing slowed and eventually stopped. Sylvia started to cry even harder and Wilf crossed the room to comfort his daughter.

And then he heard the singing. It was distant and quiet, but strengthening. The Ood. The song was heartbreakingly beautiful and he immediately knew they were singing for Donna. The Doctor Donna who had saved them.

Share it with them, an Ood voice called out to him. Share our song with the humans.

The Doctor crossed the room and knelt down besides Sylvia and Wilf. Slowly, he reached out to put his hands on their heads, sharing the song of the Ood. Sylvia stopped crying and Wilf seemed to sway back and forth with the music.

Slowly, the song began to fade and the Doctor stepped back. Sylvia collapsed back into tears, leaning against Wilf.

"Thank you," the old man whispered to the Doctor, who simply nodded before leaving the room. That was not the last time they saw him.

A week later, they held Donna's funeral. It was a small gathering and was over rather quickly. Sylvia and Wilf hadn't been quite sure what to say about her death, but after the Dalek invasion, no one asked too many questions. They were the last ones left at her grave. They stood there, side by side, silently.

Then, Wilf noticed the blue box in the distance. And the man standing beside it, his face heartbroken. Wilf raised his hand and saluted the Doctor. The Doctor nodded and stepped back into his TARDIS, which dematerialized shortly after. Wilf brought his gaze back to Donna's grave and smiled briefly.

In Loving Memory of

Donna Noble

Who Was, For Just One Moment,

The Most Important Woman in All of Creation

I think the most heartbreaking thing about Donna losing her memories, for me anyway, was that she'd no longer remember how important she was. That she'll go through the rest of her life thinking she's not worth it when she really saved the universe. I couldn't find any information about what would've happened to Donna had she kept the Time Lord consciousness within her, whether she would have actually burned up or that was just a figure of speech, so I kind of just went along with what I thought what would happen. And I know that the inscription at the end is Rose's quote, but I thought it fit better. Anyway...thank you for reading! :)