A/N: Woo, this was a faster update than you guys probably expected! Let's hope I can keep this going. *crosses fingers*

This chapter makes a blink-and-you-miss-it reference to one of my other stories Best Friends Forever.

Allons-y!

. . .

Neighbors II

Donna doesn't tell the Doctor how many one-night stands he's made her miss out on, mostly because she is afraid of the solution he'd propose. It is, apparently, a universal fact that no matter where they land in time and space, blokes are insecure enough in their masculinity to assume that she and the Doctor are a pair whenever he approaches with her requested pint and sits down beside her, waggling his fingers at whatever man who had been, till two seconds ago, chatting her up.

"I am sorry," said one who, she could see under his loincloth, was hung like a horse. "I did not realize." Feeling about ready to scream in frustration, Donna had dismissed the Doctor's concern with a don't worry about it, Spaceman.

"Donna," he'd persisted, "this race is extremely sensitive. The tiniest thing you say, they might take it as a major slight. Are you sure you didn't. . . ."

Donna took a long swallow of her drink. "Trust me, Doctor. It's nothing."

If a man couldn't understand what she and the Doctor were to each other then he wasn't someone she wanted in her life. It would never be a question of choosing one over the other, but of when the man would come along who wouldn't ask her to.

But if she just so happened to run into Loincloth Man again at this planet's version of a police station - where she was bailing out the Doctor and Rose out for public indecency, no less - Donna certainly wasn't one to let opportunity pass her by. Besides, they'd be leaving in the morning anyway and she'd always had a thing for a man in uniform. Especially when that man happened to remark that he would remain ever-loyal to such a beautiful woman (unlike the good-for-nothing scumbag in the cell down the hall) and didn't look at her like she was mad when she said they were just friends. (To be fair, experiencing the Doctor's drunken rambles about the scent of Rose's hair firsthand probably lent more than usual credence to this argument.)

"So you are just friends?"

"Yes."

"You are a man and a woman of childbearing age and you are just friends?"

"Yeah. Rose, she's his woman for childbearing and you know what they say about too many cooks."

"And you, Donna. Would you like to bear children?"

But this just so happened to be the day that Donna skipped the pill and it turned out the whole bear children bit wasn't just a pickup line, leaving Donna as the broodmare for a litter of blue-skinned, ginger-haired children who followed the Doctor around like a bunch of baby chicks and called him Daddy because Loincloth Man (who was the real good-for-nothing scumbag, talk about irony) had up and left her for Rose instead which left the Doctor grief-stricken and angst-ridden till, on the kids' fifth birthday, he told her he wanted to be their father in more than name and ghosted a hand down her bare thigh.

Donna chokes on a scream. Jolting upward in bed, she places a hand to her racing heart, waiting for it to resume its' normal pace before flopping back onto the mattress with a groan. Leave it to the Doctor to turn a perfectly nice wet-dream into a nightmare.

"Donna? Donna, are you alright?"

Speak of the devil.

"I'm fine, Doctor."

"I heard screaming."

"I'm fine, Doctor." She knows exactly what a nightmare about having sex with your best mate on top of an ice-cream cake means and isn't up to being psychoanalyzed and/or heckled for the next month because she ate too much of it the night before.

"You don't . . . have somewhere in there, do you?"

"Yes, and Channing and I would prefer some privacy, thank you." There's a lengthy pause, the shuffling of socked feet, and she adds, "I'm kidding."

"I knew that." He goes quiet again but Donna watches the doorknob twist under his hand, the door ease slowly open.

"I can hear you, Doctor."

The tip of the Doctor's nose is visible between door and wall. "Do you want a cuppa?"

"No."

"Hot cocoa? Coffee? We have some leftover ice-cream cake in the fridge."

Donna wraps the covers tighter around herself. "Doctor, I want to sleep."

"But I can't sleep."

"Then go bother Rose."

"But Rose is already asleep. You're awake."

"Doctor. . . ."

"Please? You don't have to get up, I can come in there. I can just sit there."

"While I sleep."

"If you want."

"You have no idea how creepy you sound right now, do you?" But Donna is already swinging her legs out of bed, the image of the puppy-dog eyes he must be making serving to propel her from its' warmth.

"Donna? Donna, you didn't go back to sleep, did you?" He sounds almost worried and Donna sends the nose tip a strange look before reaching for her dressing gown.

"Donna?"

"Don't get your panties in a wad, Spaceman, I'm - oi!" Donna clutches the bathrobe to her chest as the door is pushed open . "Who the hell do you think you are?"

"You can't go back to sleep," he says with all the authority of a five-year-old announcing the sky is purple.

"What if I was naked?"

"You're not."

"But what if I was?"

"The TARDIS would have told me if you were naked."

"The TARDIS would have told you if I was. . . ." Donna grits her teeth; any attempt to convince the Doctor of his borderline-Edward Cullen tendencies is an exercise in futility ("Time Lords don't sparkle, Donna"). At least if he looked like Robert Pattinson she could forgive him these shortcomings, but no. All Donna Noble gets is a stretched-out, bug-eyed bloke in a pink bathrobe that reveals far too much of his far-too skinny legs.

"Sorry," he offers after a second, one hand flying to the back of his head. "You shouldn't grind your teeth like that, it's - right, sorry."

"Did the TARDIS tell you I had a nightmare, then?" Donna asks, tone softening slightly. However misguided this attempt may be, he's obviously worried

"Something like that."

"Something like what?"

"Well, first I had a nightmare. And then the TARDIS told me you'd had a nightmare - or, rather, that your sleep pattern had been disrupted which is odd because you're usually a pretty sound sleeper. A very sound sleeper. An extremely sound sleeper. Seriously, Donna, do you have any idea how many amazing sunrises you've missed out on just because. . . ."

"Doctor. The point, please?"

"Right. Yes. The point. The point." He drags out the two syllables for an impressive length of time, managing to pop both the p and the t. "The point, Donna Noble, is that I was worried and, being your best mate, I went to check on you because, being your brilliant best mate, I thought we may have had. . . ."

"Oh, my god. That's why you mentioned the ice-cream cake, isn't it?"

"Yes," he admits, gaze fixed on his feet. "Yes, it is."

"Oh, my god." Donna sinks to the bed, burying her face in her hands but just as quickly springs back up again. The Doctor, hand extended in midair as if he was debating putting it on her shoulder, starts back. "Why would you even come to me after something like that?"

"You're my best mate. I thought - I. . . ." The Doctor's hand drops to his side but Donna is too angry to feel guilty. "I thought we could sort it."

"Sort it?" Donna screeches incredulously. "Sort it? Doctor, this is not something you just - just sort out! This is not something you go to your best mate about! This is the equivalent of seeing your best mate in his underwear. How hard would it have been to get dressed before we had this conversation, anyway?"

"I was a bit out-of-sorts."

"Were you?" Donna mocks. "Were you a bit out-of-sorts? Well, guess what? So was I! Especially when my best mate shows up in a teeny pink bathrobe to tell me that we'd apparently had some telepathic mind-meld thing about shagging on top of a birthday cake!"

"Which we wouldn't be dealing with in the first place if you hadn't insisted on these bloody things." The Doctor pulls back the sleeve of the bathrobe, shaking his friendship-braceleted wrist in her face.

"Oi, don't you go blaming this on me! You're the one whose mind is like a dirty Dr. Seuss novel!"

"So I was the one who invited Conan, was I? I can assure you, Donna, I don't have a thing for loinclothed blokes. Ask Jack."

"Oh, no, you just have a lactose fetish!"

"You're the one who had a litter of kids! Are your sexual urges so repressed that. . . ."

"Doctor, I do not want to talk to you about this right now."

"I'm worried about you, Donna. You act like what Rose and I do is such a depraved activity . . ."

"You two can make breathing look dirty."

". . . and I see you chatting up guys every time we go out, but you never seem to make the next move. Do you really consider yourself that undesirable? Because you're not. You're a very - very . . ."

"Doctor, if the next word out of your mouth is sensual, I will punch you in the face."

". . . special woman, Donna. Any man would be lucky to have you in his life."

"But not you."

"No." His answer is immediate and unequivocal but he locks his eyes to the ground a moment later, looking for all the world like a man who'd just confessed to genocide. He mutters something that might be an apology but Donna ignores it.

"Good. I'd prefer not to have to kill you before cheating on Rose." At his lack of response Donna briefly nudges his shoulder with her own, inviting him to face her. She makes a show of stroking her chin and twisting her mouth in thought before continuing. "At least that would make it easy, though. I'd only have to reach across the bed and strangle you or suffocate you or something. After I finished picking up the pieces of my shattered self-esteem."

The Doctor's lips twitch and Donna counts her little act a success.

"So you're not attracted to me either, then?"

"Spaceman, that was never even in question."

"Good. That - that's good." But he can't suppress an audible sigh of relief and Donna allows him to envelop her for a hug, strategically positioning herself to avoid the lower, less-clad half of his body.

"I told you, Doctor," Donna reminds him after several silent seconds, winding her arms around his shoulders to return the embrace, "I'm not going anywhere."

"I know. But if you ever want to. If you ever change your mind."

"I won't."

"Or if you think Rose and I are ever being - being adorably obnoxious or we're making you uncomfortable or. . . ."

"You're always adorably obnoxious." And, as the Doctor blanches, eyes going wide in panic, "Doctor, you're the Doctor and Rose. You're the textbook definition of adorably obnoxious and I'm not about to make you change that just for me."

"But if it bothers you. . . ."

"Sure, it does. But you're my best friend, you show me these amazing things . . . you help me do things I never thought I could do. I'm not about to leave you over a few pairs of underwear in the library."

"Done."

"Did you even hear what I said?"

"'Course I did. No more underwear in the library. Got it. Anything else?" He bounces on the balls of his feet, awaiting her next command.

Donna knows she should reiterate her point. She knows she should tell him that he and Rose are two of the most important people in the universe to her and she couldn't imagine leaving them anymore than she could chopping off her own arm. She knows she should remind him that she isn't Martha, that she doesn't feel shunted to the side, that she has no problem intruding when they've been making googly eyes at each other for three hours straight because he promised to take her to the universe's largest shopping mall to find a suitable replacement for the pair of heels he lost in the time vortex. Because Donna Noble isn't anyone's third wheel, she's the Doctor's best friend.

And every best friend needs to be humiliated a bit now and then.

"You know, I wouldn't mind some more of that cake."

. . .

A/N: As always, let me know what you thought in a review!

I'm debating doing a third Neighbors chapter from Jack's POV before moving on to more Doctor/Rose stuff. Is this something you guys would be interested in reading?

I'm also currently working on a reunion/Christmas fic from Jackie's POV, so be on the lookout for that in a few weeks/months/whenevers. ;)