Author Note: Well Guys, this is the rest of chapter six. I had to break it up because it was going so long. I hope you enjoy and feedback is always welcome.

Disclaimer: I own nothing

B . . .

Martha knew she couldn't have heard right. Rose had travelled across universes to be with the Doctor and Donna was adamant that she was going to travel with him forever. It took a moment for her grasp the implications that came with the realization that neither of these women would have just voluntarily left the Doctor as she had. Her eyes immediately flashed with concern, "What do you mean gone? What happened?"

He noticed the alarm in her eyes and instantly answered it, "They're both fine . . . physically anyway but . . ." he trailed off with the pain of the memories still able to wound him.

Martha now sat studying him intently. It was clear whatever had happened it was still torturing him and left him struggling to tell her. In fact, she hadn't seen him seem this pained since that night in the alley in New New York when he had shared with her about is home planet, Gallifrey. That recollection along with his hesitancy to go forward unnerved her and forced her to press him, "Doctor? What happened to Donna and Rose?"

He looked into her anxious and compassionate gaze and saw a glimpse of the Martha he met in that hospital seemingly so long ago. Her heart was always so large, even when helping would be a detriment to her and right now he could see her gearing up to be supportive of his grief. He only hoped he could help her to see that it was because of this kind of reaction her relocation would never change the essence of who she was. He sighed quietly before reliving first the departure of Rose. He told of her staying in the parallel universe with the human Doctor to have the kind of life he could never give her. Then with husky overtones he shared about the metacrisis that occurred shortly thereafter that took Donna away as well. Martha was again stunned into silence as he discussed his decision to let Rose go and also about the painstaking choice he had to make to erase all memories of him and their time together from Donna's mind. By the time he finished, she could see unshed tears glistening in his old, tired eyes. Without thinking about it, she reached for one of his hands with both of hers and looked at him with so much compassion, he almost allowed every last tear to fall.

"Doctor . . . I don't know what to say. I'm so sorry," was her wistful reply. That was far from all she wanted to say. She was still trying to wrap her mind around all she had just been told. Rose stayed behind with the clone Doctor. She just couldn't imagine after all the longing from this Doctor and the legend that was Rose that she would have accepted a substitute for the real thing. Martha was very aware that had she been in her shoes it would have been very hard for her to make the same choice. Then there was Donna. The woman so full of life and bluster now relegated again to a mundane life as a temp. Though they were only in each other's lives for a short while, she had felt an instant camaraderie with the redhead and felt the pain of her loss almost as acutely as the Doctor did.

He finally gently covered her hands with his other one before softly replying, "Thank you. I just now hope you can understand better why I had to find you. I had to know that there was still one constant left in my life. The thought that you had also been lost to me would have just been too much."

Martha inhaled sharply. As she listened to his words she tried to find comfort and a bit of joy in the fact that he thought of her as a constant in his world but something niggling in the back of her mind wouldn't let the words be something positive. Instead, it was twisted into something else entirely. As she looked from his hands on hers into his eyes, a voice in the back of head began in 'You know he means reliable, right? He means someone who will always be there to fill in until something better comes along.' She tried to shake it off but the voice became louder, 'Second best . . . stop gap . . . place holder. . . that's all you'll ever be to him.'

Martha closed her eyes tightly trying to fight back, to contradict the incessant chirping but she couldn't. Her whole life had been about her being the in-between for others. In her own family she was the one always expected to be the mediator, even if she had no desire to do so and then she met the Doctor and old patterns were repeated. Instead of being accepted on her own merits she was thrust again into the position of being someone else's stand in. Their whole 'relationship' was based on who she wasn't, not who she was.

"Martha," came a concerned voice breaking through her fog. Her eyes flashed open and were staring right into the eyes that said more than his words ever did. Abruptly, she pulled her hands from his and rose. The Doctor's look went from concerned to downright confused as he stood to join her.

She was now facing away from him, trying to regain herself. She'd almost slipped back into it. Being so concerned about everyone else being OK that she'd sacrifice her own well being. She shook her head and admonished, No more. When she turned back to face him, the sympathy that had been so vividly captured on her face not moments before was replaced by the cold stare that had greeted him the first night he found her in the city. She looked as though something important just dawned on her and before he could question her about what it was, she answered, "I can't do this with you anymore."

He furrowed his brow, "Do what?" "Be your stand-in. I had enough of that when we traveled together. I'm really sorry for your losses but I can't be good old dependable Martha anymore," she matter of factly retorted.

He looked at her as though she had sprouted another head, "What are you talking about, Martha? That's not what this is."

She sighed heavily, "Isn't it? From the first day we met, you made it perfectly clear that I was never going to be more to you than a substitute for the one you really wanted with you. I was there with you not because of what I could bring but because you were lonely just like right now. If either of them were still there what I was doing would not be this 'important' to you. So let's be for real here, Doctor. I have no more energy or sympathy to give, so if that's why you're here you wasted a trip."

The Doctor look genuinely hurt by her words but she didn't care. How many times had she felt the way he was looking while they were together? He stomped over her feelings without a second thought and expected her to take it and come back for more. Even back then, she knew she deserved better than to be treated like runner up to someone she'd never even met.

He took a step closer to her and softly tried to soothe, "Martha . . . I came to help you not for symphathy. Even if I had a TARDIS full of companions, I would have come. I know things haven't been easy for you lately and I was hoping you'd let me help you with that. I want you to see that no matter how much you might want to hide from everything you can't hide from yourself . . . your true self."

Martha furrowed her brow, "And just what is my "true self", Doctor?"

"That vibrant, compassionate young woman that I met on the moon. A woman who kept her head about her in an extraordinary situation and who even took the time to close an already dead man's eyes out of respect. A woman who gave her last breath to an almost complete stranger and saved his ass more than a few times after that. These are not things you should be running from but embracing because they are things surely lacking in this world," he passionately returned.

Martha appeared to be considering what he had said and briefly looked surprised at his vehemence but his hopes were again dashed with her next words. "You're right. I was all those things once but she's gone now. I learned that being that person only led to hurt and heartache. Letting everyone depend on you to fill their needs and never having you own met, it's exhausting. I don't want to do it anymore and I'm sick of people telling me who I should be or how I should live my life. These are my choices. End of discussion."

The Doctor was dumbfounded. He had no idea she had become so weary. He knew that he played a role in that with his constant façade of disinterest. It had help to wear her down. He knew he couldn't allow this to stand. He needed to make her see everything she had done and been hadn't been for nothing.

For her part, Martha was just ready for him to go. Once again she had allowed him too much power. He made her say more than she had intended and she was mad at herself. She was tired of him making her feel like some wayward child that needed his guidance to return to the right path. All this, her desire for his attention and approval, was supposed to be behind her now but here he was dredging it back up all over again.

"Martha, please . . ." but she cut him off with a raised hand.

"No. I mean it. I'm done with all of it. I listened to what you had to say and now I think it's time for you to go." His eyes remained planted on her and he made no move to do as she asked so Martha turned and went to her door, opening it before turning back to him and emphasizing her position. He continued to stare at her without moving which caused her to become terser. "Leave. Now."

The Doctor finally appeared to be taking her seriously and slowly began to head towards the door. Once at her side, he gave her another lingering gaze before reaching out and placing his hand on hers as it rested on the doorknob and then much to her surprise, he closed the door back and firmly responded, "No."

She quickly shook off her shock at his actions and narrowed her eyes at him, "What do you mean no?"

So softly she thought she might have to strain to hear him even though her was right in front of her, he said, "I mean I'm not leaving you here like this. I'm not." His tone and demeanor sent a shiver through her that she tried to ignore. She quietly studied him for a long moment, trying to figure out what his true motivation was before disregarding that line of thought all together. This was her house and he would not take that away too.

So just as unexpected as his refusal to leave was, she suddenly began shoving him in his chest and proceeding to berate him, "Who the hell do you think you are? You can't come into my home and dictate things to me. I want you gone, do you understand? Out of my place and out of my life, got it?"

If he was startled by her flash of anger the Time Lord didn't show it. He just stood there, taking both her physical and verbal jabs so she continued. She was now poking and pushing him with every heated sentence.

"I'm not that naive girl you met back at Royal Hope. I'm a grown woman with my own issues. I'm not interested in yours. So why don't you just go. Run! It's what you're good at."

The Doctor, though, didn't so much as budge. It wasn't until she began to speak about the role she was cast in and how exhausting it was that it dawned on him what she needed . . . how he could help her. She didn't need to be reminded of who she was but needed the chance to release some long built up frustration. She had been holding in so much because it was what everyone else needed from her, including him, but she was now able to release some of it and after all she had done for him, he knew she deserved to have that opportunity. As she continued her mini tirade, he could begin to hear her voice crack with anger, frustration, and exhaustion and he wanted nothing more in that moment but to take all of it on himself. He wanted to give her back that carefree nature that had attracted him to her in the first place. It was after a few minutes more of her rant that he did the only thing he felt he could, he engulfed her in his embrace. Martha, of course, wasn't expecting that response and immediately began to fight in the hold. The Doctor refused to relinquish her, however, and so eventually her struggle began to lessen until she was both quiet and still in his hold. The pair stood this way for a long while before Martha finally broke the silence with a quiet, almost childlike inquiry, "Why do you care now? You never did before."

She heard the soothing rhythm of his two beating hearts interrupted by a deep inhaling of air before his eventual reply, "That's not true, Martha . . . I always cared. I just . . ."

She slowly pulled back some from his hold and looked up at him, "You just what?"

He stared just over her head for a moment before looking back into her sadden, searching brown eyes. He still wasn't prepared to tell her all the things he had come to realize over his time alone. Things that involved her. Now wasn't the time. He was here, first, to make sure she was on sure footing again. He held her still questioning gaze but remained silent. He instead did something else that caught Martha completely off guard. He first placed a sweet kiss on her forehead, like a father soothing an upset child, and then another on the bridge of her nose. She closed her eyes at the unexpected gestures and tried to take them for a comforting move. However when she opened her eyes again, expecting to see that familiar smile placing everything into perspective, she was instead greeted with a dusky gaze that confused and startled her. Then without warning he lowered his lips to meet hers. At first she was so surprised that she could not even respond. The last time this happened he had prefaced it but as his lips tenderly caress hers, there was no precondition offered. He was simply a man kissing a woman and Martha found herself giving in to the moment and sharing in the kiss. As his hands moved from her waist to her face, she allowed herself to briefly savor what was happening.

Sure that it was probably just a calculated move on his part to placate her, she placed every bit of frustration she had about this strange, invigorating alien into the exchange. She wanted him to feel her exasperation as well as the longing. In her head she knew it wouldn't change anything but for the moment it changed everything. The Doctor recognized that she was now actively participating in the embrace and he too allowed it to be a way to send a message. He wanted her to know she had never been invisible. That he saw every beautiful, brilliant piece of her and that she was more than desirable. Yet he also knew her and knew that this action had to be backed up with words . . . words he wasn't ready to share. So slowly, achingly he pulled back from her. Her eyes immediately opened and caught his now hesitant gaze. She could already see his retreat beginning and so she rested her hands upon his wrists and lightly began to pull his hands away from her face and move back from his grasp in a single move. The duo stood staring again, both breathless and neither with words for what had just happened.

She had to admit that the exchange felt different but the look in his eyes afterward told her more. She couldn't let him play with her emotions this way again. It was too hard to moving on the last time. So with memories of past experiences still vividly in her mind, Martha did the only thing she could think to do. She reached for the door again and opened it. "Please go."

He could read her like a book and attempted to clarify, "Martha . . ." But she just shook her head while looking away. He stood a bit longer studying her before replying, "Call me when you are ready to talk, please."

She returned her gaze to his briefly and could have sworn she saw a flash of uncertainty there but shook it off. On auto pilot after everything, she simple offered a nod at his request. The Time Lord appeared less than convinced but finally did as she asked, walking out of the opened door. Once he was gone, she exhaled and slid down the door to the floor, also not convinced she would ever make that phone call.