Disclaimer: I do not own Doctor Who.


"Spaceman." The Doctor gives a visible jolt, stuffing the cellphone in his pockets. He meets Donna's eyes with a bright grin, acting as if nothing is wrong, when Donna knows he's upset.

"Yes, Donna?" He replies, leaping to his feet and flipping a switch on the console. He begins to set coordinates, speaking to her over his shoulder, "Are you ready to go to Berlin now? I was thinking 1940s; I owe a man a crate of oranges, so we'll have to go during the war..."

Donna raises a brow at him, thoroughly unimpressed.

The Doctor glances at her, completely misinterpreting her expression, "It would have been bananas, but his wife was pregnant and her word was final." He shrugs, dancing around the console, "Saved me some bananas, at least. But it turned out the oranges were home to a friendly little group of Bombashans, and I didn't want to ask them to move, so we'll have to avoid him."

Donna huffs, fed up with his rambling, and crosses her arms, "Do you think I'm dim?"

The Doctor furrows his brows, giving her an odd look, "Dim? No, course not!" He flicks the roof of his mouth with his tongue, continuing in a thoughtful tone, "Bit silly, but that's me talking, so don't mind that!"

"Silly?" She shrieks, her temper flaring as she is sidetracked by his comment, "You're the one with the orange friends!"

He gives her an exasperated look, "They're not oranges, Donna; they just live in them. And I told you not to mind me." He presses a button and something whirs, reminding Donna of his intentions to take her on another trip. The Doctor grins excitedly, bouncing up to her and offering her his arm, "So, how about Berlin, Miss Noble?"

Donna frowns, displeased by his ability to deflect, and decides that there is only one way to go about this. She grabs him by the arm, ignoring his yelp of protest and pushing him onto the jump seat. She then reaches into the pocket he put the cell in, digging around for a moment and ignoring the Doctor's indignant cries. She pulls her hand out, the cell firmly in her grasp, and holds it out for the Doctor to see.

The smile drops from his face.

"What is this, Doctor? And don't go saying it's a cell, because I can see just as well as you can." She probably can't, actually, considering his Time Lord genetics, but he doesn't correct her and she's making a point. "I catch you looking at it, you know." Her voice takes on a softer tone, "You look so sad." He looks stricken by the statement, "And I bet you don't even realize." She pauses, caught by a sudden thought, "Was it Rose's?"

He looks up, tearing his eyes away from the phone to look at her, "No, it wasn't hers." Donna notes his reluctance to say her name. He sighs, as if realizing that she isn't going to leave this alone, and continues, "I had a companion before you, after...Rose." A flash of pain on his face. "Her name was Martha Jones, and I ruined half her life."

Puzzled, Donna asks, "What do you mean, you ruined her life?" She gasps, a horrible thought occurring to her as she whispers, "Did she die?"

The Doctor's face crumples in pain, and he shakes his head, "No, she's alive." He sighs, looking at the phone, "But I didn't treat her well, and I didn't appreciate her."

"I don't know if this is a dim question," Donna begins, "but how would that ruin her life?"

The Doctor's gaze doesn't leave the cell, his voice full of regret as he replies, "She was in love with me."

"Oh." Is the only response Donna can manage, all the dots connecting in her head, "And she was after Rose."

"Yes." The Doctor confirms, looking so remorseful that Donna can't bear to keep the phone from him any longer. She hands it back, observing how carefully he handles it.

Martha must have had it rough, having to compete with the memory of Rose, whom the Doctor obviously loved. She must have felt second best. Donna feels a surge of sympathy for the girl, knowing very well how terrible rejection is. And to have to live with him...

She must have loved him very much, if she stayed with him, knowing he would never return her feelings.

'But there must have been the slightest hope left.' Donna thinks sadly, 'She must have been holding out for him.'

"Why did she leave?" Donna asks after a moment, not wanting to leave it at that.

"Do you remember Harold Saxon?" The Doctor frowns when she begins to tap out that familiar beat. It seems the Master's hypnosis was strong enough to outlive him.

"Course I do," Donna replies, "he was that Prime Minister that died on the Valiant." Her eyes widen, the tapping stopping as she inquires, "Was he an alien too?"

After all that he has told her, she wouldn't be surprised.

The Doctor nods, "He was a Time Lord, called the Master, and he took over the Earth."

Donna stares blankly at him, "But you told me about the Time War; how did he survive?" She moves on to her most pressing concern, "And I think I would remember that, Spaceman!"

He flips the phone over in his hands, "He ran away, hiding himself in human form." The Doctor shakes his head, thinking of 1913 and what he put Martha through, "He stumbled upon his fob watch, which is what Time Lords hold their Time Lord essences in when they must disguise themselves as humans. He managed to steal the TARDIS." Donna opens her mouth to question that, but the Doctor answers her before she speaks, "He traveled to your time and built a life for himself, becoming Prime Minister." He takes a breath, "And you don't remember because it was The Year that Never Was." He explains quickly, seeing Donna's mouth open again, "The Master captured Jack, who was my companion, Martha, and I, and started murdering humans using the so-called Toclafane."

"So-called?" Donna interrupts, moving to sit beside the Doctor, "I thought they were actual aliens."

His expression is grim, "They were the last humans, distorted and led on by the Master. He saved them from the darkness at the end of the universe, and they served him willingly." The Doctor sighs, "They were insane."

"What happened next?" Donna prods, her voice hushed as she thinks about those poor souls.

"The Master killed more than a tenth of the human population, right away." The Doctor's eyes are glazed over, and Donna wonders if he's envisioning all the terrible things he witnessed, "He thought he had won, but Jack had a vortex manipulator, which allows you to travel through time and space, but without a capsule. Martha managed to get away, but before she did I gave her a mission." His eyes light up, "And she, of course, didn't fail me. She never failed me."

"What was the mission?" Donna smiles, his enthusiasm rubbing off on her.

So the Doctor tells her of Martha Jones, the Storyteller. Martha walked the Earth, spreading tales of the Doctor and his good deeds, and instructing people to join together and chant his name when the time came. He explains how he had linked himself up to the Archangel Network and used the power of words to regain his strength and overpower the Master. His voice becomes strained as he describes the Master's death. He confides in Donna that he and the Master had once been friends and he had hoped to regain that, despite all that the Master had done.

"I had been alone for so long." The Doctor murmurs, more broken than she has ever seen him, "All of my companions leave me, Donna. All of them."

She wants to tell him that she'll never leave him, that she'll always be by his side, but she knows that isn't true. She's a human.

The Doctor informs her of the role the Jones family played in this story, and Donna begins to realize why the Doctor is so terribly guilty. Martha's family suffered, and although it was no fault of the Doctor's, Donna knows he blames himself.

He's such an idiot.

"Martha Jones; she saved the world and nobody knows it." The Doctor wears a mournful smile, "She deserves so much more than that." He bows his head, "She was a medical student, Donna; she's probably a doctor by now."

Donna watches him sadly, her silly Spaceman who has more regrets than anyone she knows. She supposes it's because he's lived so long. That must be the curse of such long life: loss and regret.

"When she left, she told me that she couldn't wait around anymore, pining after someone who didn't return her feelings. She walked out." His eyes slide toward the door, "And she gave me this phone."

Donna nudges him, smiling softly when he meets her eyes, "Don't you get it, Doctor? She may be living a new life now, but she doesn't want you gone from it." She tilts her head towards the cell in the Doctor's hands, "That phone's proof of it."

The Doctor stares at the phone for a moment before smiling, "I suppose you're right, Donna Noble."

Donna nods, returning to her usual attitude (she knows the Doctor isn't normally comfortable with such personal moments), "Course I am, Spaceman." She stands, moving to the console, "And you call me dim!" She flicks a switch before the Doctor can stop her, "Next stop: who knows?"

The Doctor leaps to his feet, rushing to stop her as she begins to toy with the controls, "Donna!"

1482 was never quite the same.


A/N: There! I kept Ten from running into Eleven and the gang (Let's Kill Hitler) and explained why 1482 is "full of glitches" (The Impossible Astronaut). Please review!