Trigger Warning: For references to panic attack and a mental breakdown.

Thank you BMG for helping me keep the momentum going on this without getting mired down in the emotion. It had to happen unfortunately, but the Tardis knows best!

"Come on, you two! Let's hurry up so we can look at the pictures. I want to see how they turned out." Wilf was hurriedly stepping out of his bright orange spacesuit, his eyes were shining with excitement as the Doctor sent the Tardis back into the Vortex.

Donna laughed softly while she pulled her helmet off, her hands reaching up to turn the collar around her neck so that the seal was broken and she could begin the arduous process of unbuckling all the fastenings of her futuristic suit.

"Give us a minute, Gramps to get comfortable! The pictures aren't going anywhere, the least we can do is tidy up a bit before we settle down for the show."

The Doctor looked up at Donna's words, his smile was somewhat mysterious as he reached for the little camera that Wilf was clutching tightly to his chest. "Let me have that, Wilf. I'll load it into the Tardis databanks so that we can look through the pictures and watch the videos down in the library."

Wilf looked confused as he handed the camera over to the Doctor, his hand rising to scratch his head before he replied, "But I wasn't taking any video, Doctor. I only took still photos."

The Doctor grinned that trademark grin and deposited the camera into a slot that had opened in the control console, his hand patting the controls tenderly before he locked them in place and left the Tardis drifting aimlessly in the vortex. "Oh trust me, Wilf, you were definitely taking video as well! The Tardis will process all the pictures and video and have them ready for us to watch in a few minutes here. In the meantime, why don't we get some snacks and head down to the library?"

Wilf laughed and danced in place, before he slipped his arm through Donna's and led the way to the kitchen so that they could prepare the snacks. "This is just like old times, isn't it, Donna? When we used to come back from our trips and sit down to watch the videos together? Oh how I wish Eileen were here to see this."

Donna looked sharply to her granddad, not at all surprised to see his eyes misted with memories of his long dead wife, but there were no tears, only a happy wistfulness. "I miss her, Gramps." Donna stated simply, because there really wasn't much more that she could say to such a sentiment.

Wilf absently patted her hand, his eyes shining even as he turned towards her and blinked the mist from his eyes. "So do I, sweetheart, so do I. But she'd be so chuffed that you and I were out here doing this together, and frankly I think she'd be taken with your Doctor."

Donna was surprised by her granddad's comment, but as he pulled away to rummage around in the cupboards for snacks, she could see that he was probably right. Eileen Mott had always been an adventurous sort and she had had a zest for life that Donna had rarely seen in other people. The Doctor with his manic excitement would have appealed enormously to her and she would have liked to think that her grandmother would have approved of her marriage to an alien.

"Alright everyone, the Tardis says everything's ready! Let's grab the snacks and head down to the library."

The Doctor breezed into the kitchen, his hands deftly plucking the bowls of popcorn and various other snack foods from Wilf's hands before he turned to lead the way through the twisting Tardis corridors down towards the library.

He kept up a steady stream of chatter with Wilf, the two of them laughing about their various antics on the moon and the fun bumbling steps that all of them had enjoyed during the last few hours. Donna followed along behind, feeling caught up in the whirlwind of energy that was the Doctor and her grandfather but she didn't mind it at all. She loved that he was as caught up with her granddad as she was and that he was thoroughly enjoying the visit. She felt that it boded well for the rest of their trip together that they were in such good spirits and truly seemed to enjoy each other's company.

"Would you look at this!" Wilf exclaimed.

Donna looked up, momentarily confused by Wilf's outburst until she realized that they'd arrived at the library. She laughed softly when she felt the rush of smug pride surge through the Tardis as Wilf stood in slack jawed wonder looking at the huge space that spread before them.

She let her mind reach out to the Doctor's, poking playfully at his thoughts before she whispered, You did this on purpose, didn't you? There were plenty of other places that we could've watched these videos.

The Doctor just looked back to Donna with a lofty look that was spoiled completely by the boyish enthusiasm in his mind, Oh come on, Donna! What's the point of having such an amazing ship if I don't show it off from time to time? Besides, the Tardis loves it when people show proper appreciation.

There was a soft groan that echoed through the library, an almost laughing wheeze that seemed to confirm the Doctor's words and made Donna laugh even harder. Well there was nothing to it, but to let the two of them faff about for a bit while she settled down in the intimate sitting area that had appeared off to the right of the library entrance.

"Doctor, this is amazing! Just how big is this library?" Wilf looked back to the Doctor, his eyes wide as he turned to try to take in the row upon row of shelves that seemed to stretch in every direction. He could also see balconies peeking out through the dimness above them and the faint shadowy outlines of even more shelves on higher levels that seems to stretch impossibly forever into the darkness above.

The Doctor scratched his head, squinting up towards the far away ceiling as he thought about Wilf's question. "You know, I really have no idea Wilf. I've never thought much about it. I do know that no matter how many books I've collected over the centuries, I never seem to run out of room and this place existed when I first found the Tardis all those centuries ago. It was already filled with an impressive collection that must've belonged to her original pilots." The Doctor made a face as he thought about that long ago day when he'd first stumbled across the library, even before he'd gone back for Susan and the wonder he'd felt then at each new discovery within his new home. "They were a stuffy lot though, let me tell you! All of their books were on temporal theory and relativistic propulsion, not a single novel in here to be found! I like to think that I've rounded out the collection a bit over the last nine hundred years."

Wilf shook his head with a laugh, tearing his gaze away from the sight before him as he made his way over to where Donna was sitting waiting for them to finish ogling the library. She was smiling as she watched the two of them standing there with their heads together, thick as thieves as they talked about the wonders of the Tardis and the habits of her previous pilots. She wondered if the Tardis ever thought of her previous pilots, and if she did, just what those thoughts were in regards to the beings that had allowed her to be consigned to the rubbish heap.

She felt a warm touch from the Tardis as the ship gently nudged her thoughts away from those long ago times, the feelings that the ship poured into her mind were filled with memories of her time with the Doctor and the travels that they had shared over their many years together. She let Donna know in no uncertain terms that she never thought of her previous pilots other than with a gentle feeling of sadness that they were gone along with Gallifrey, but that there had never been any attachment to them like there was to her or the Doctor. To those pilots, she had been nothing more than a tool, one that was discarded as soon as its usefulness was at an end.

Donna clenched her jaw when she felt the thoughts of the Tardis, the faint aching sadness that the ship did nothing to hide. She looked up at the Doctor as he and Wilf joined her on the couch, his gaze concerned when he saw the shimmer of tears in her eyes.

Donna, what is it?

She shook her head, determined to not ruin the enjoyment of the afternoon by her melancholy thoughts of the distant past.

Nothing, Doctor. The Tardis and I were just talking a little bit while you were showing off for Gramps.

The Doctor frowned at her reply, his gaze going distant for a moment while he reached out to the ship, before he smiled softly down at her. My amazing Donna Noble, always concerned about everyone around you. I don't know what I would do without you.

She blushed and ducked her head, reaching up to take his hand in order to pull him down onto the seat beside her. Oh stop it, Spaceman! We're here for Gramps and not me!

He nuzzled into her neck for a moment, his lips parting to press a soft kiss against the pulse in her throat before he grinned and pulled back with an impish grin. Oh Donna, trust me, I'm always here for you and I'm going to show you just how much later!

Wilf laughed softly and tossed a popcorn kernel at them in order to get their attention. "Oi! You two lovebirds! Enough of that till later, we've got videos to watch!"

The Doctor pulled back with a laugh, deftly plucking the kernel of popcorn from his jacket before popping it in his mouth. "Right you are, Wilf! Let's get started."

He reached down for a small remote and pointed it at the large viewing screen on the wall in front of them, clicking the button and immediately the screen was filled with an image of the Doctor in mid fall as he had misjudged a step at the Apollo 14 landing site. "Hey! Why don't we look through the images in order and not jump around, Old Girl! No need to thoroughly embarrass me right at the beginning!"

Donna and Wilf laughed as the Doctor scrolled through the images to the beginning, settling back with their snacks and enjoying the time spent together as they reminisced over their most recent adventure.

The table was filled with the detritus of several snacking binges as the videos finally wound down, and Donna sat up and winced while she rubbed the small of her back with a groan. "I didn't even realize that so many videos were being taken! We all made complete fools of ourselves but it was so much fun!"

Wilf nodded as he shifted in his seat, his hands rubbing his knees because he hadn't realized they'd been sitting for as long as they had. "How did the sound get on those videos, Doctor? The camera was in a vacuum, it couldn't have picked up the sound from our communicators."

The Doctor nodded, rising so he could switch the monitor off, his hand rubbing the back of his neck before he replied, "That would be the Tardis' work, Wilf. When she processed the videos, she matched up the recordings from our comms with the timestamps on the videos. That way we could enjoy the entire experience as if we were really there again."

Donna smiled and stood up, her hands reaching down to start tidying up the mess before she stumbled when she felt the sudden shift of the deck beneath her feet. She looked up at the Doctor with a look of panic on her face that was doubled when she felt the shock in his mind.

"Doctor, what's wrong?"

Wilf straightened when he saw the look on both Donna and the Doctor's face, his hand rising from his knees to clench the back of the couch on which he was still sitting when he felt the movement that had concerned the both of them.

"I don't know, Wilf, but we're moving out of the Vortex and she didn't let me know that she was going to be bringing us in for a landing."

The Doctor vaulted over the back of the couch, clearing it with ease before he vanished through the open doors of the library and made his way back to the control room. He growled at the ship as suddenly, he found himself in a maze of corridors that seemed to lead in every direction but the one he wanted, and he had a sinking feeling that the Tardis was acting of her own accord this time.

"Come on, Old Girl. Enough of your games, we've got to take care of Wilf on this trip and be careful with where we go!" He rounded a corner and came to another junction that hadn't been there when they'd made their way down to the library. "Enough! Take me to the control room so that at least I can help us make a smooth landing."

Donna and Wilf were running behind him as fast as they could, but his strides had long since outdistanced them as he hurried further and further down the corridors. Wilf gripped Donna's hand tightly, his hand was shaking as they seemed to get completely turned around and were going nowhere fast. "Donna, I think we made a wrong turn somewhere. This doesn't look like the way we came when we went to the library."

"Don't worry, Gramps. The Tardis won't let us get lost." Donna was reaching out to the Tardis, trying to figure out what was going on but the ship had mulishly shut her out and was remaining silent even though Donna was trying to coax any information out of her. Please at least let me take my grandad to his room, Ducky, where he'll be safe. He's starting to get really frightened.

Donna pleaded with the recalcitrant ship, even as she frantically followed the Doctor as best she could. She felt her stomach clench in fear when she thought of all the things that could have caused the Tardis to begin to pull herself out of the vortex and none of them were good. Most importantly she was concerned for her grandfather's safety and hoped that she could at least get him to stay on the ship where it was safe while she and the Doctor scouted ahead to see what sort of trouble was waiting for them.

She groaned when she heard the materialization circuits firing and she rounded a corner to come flying out of the corridor into the control room, nearly barreling into the Doctor as he stood rooted to the grating in front of her.

"Doctor, what is it? What's wrong?"

The Doctor was staring at the monitor in front of him with a look of horror on his face before he hurried to the control console and quickly began to flip switches and spins dials to try to force them back into the vortex. "Absolutely nothing, Donna. Just a little hiccup in the Tardis' flight pattern, we'll be back in the vortex in no time."

Donna frowned at the overly cheery tone in the Doctor's voice, her mind trying to untangle the confusing jumble of emotions that were suddenly cascading through his mind. She was struggling to try to pin down the fear and anger that she felt, but also the hopeless feeling of failure that was threatening to drown him.

She stepped closer to him, dropping her granddad's hand when it was obvious that they weren't in imminent danger and placed a single hand on the Doctor's arm. "Doctor, where are we?" she asked in a calm and quiet voice.

He paused in his madcap rush around the control console, his eyes wide with panic when he looked pleadingly at the time rotor. "Not now, Old Girl. You know I'm not ready yet."

For all of his dial twirling and lever flipping, the Tardis hadn't budged and Donna could tell from the quality of the silence in her mind, that the Tardis had somehow made a decision and that she wouldn't be swayed.

"Doctor, what aren't you ready for?" Donna was worried because she felt that the Doctor was nearing a complete panic attack, his arm tensed under her hand and he pulled roughly away to try to throw the lever that would normally send the Tardis back into the Vortex.

Instead the doors swung open and Donna looked out onto a vast red landscape.

Wilf gasped when he saw the red Martian soil on the other side of those doors, his head turning to look at the Doctor when he suddenly understood the painful pleading in the Doctor's voice from mere moments before.

"I thought you didn't want to go to Mars, Doctor."

The Doctor pulled back from the control console as if he had been burned, his eyes were suddenly devoid of any emotion as he leaned back against the railing that encircled the raised area. "I don't want to go to Mars, I'm not ready to come back here after the last time, I don't know what she thinks this little stunt will accomplish."

There was an annoyed grunt that echoed from the walls around them, the groaning quality from the ship seemed to say that the ship felt that there was no time like the present.

Donna stepped closer to the Doctor, her arms reaching out to wrap around his chest but he would have none of her comfort and he pushed away to begin pacing moodily around the control console.

"Doctor, maybe she feels that you're more ready than you think you are?" Donna ventured, her voice gentle before she continued, "Maybe she feels that it's time to face some of those demons?"

The Doctor turned back to look at Donna, the whiplash of his thoughts in her mind were enough to sting and she winced when she felt the maelstrom of emotion that exploded within him. "I think I know my own mind, Donna. Too much happened on Mars, and with Bellatrix and the prophecy I can't afford this kind of a distraction now."

He was looking away from the open doors, his eyes kept skittering away from the Martian landscape and kept falling on either Wilf's concerned features or Donna's beloved face. He was shaking inside, his mind recoiling from the thought of stepping foot out on that landscape again and possibly feeling the relentless rise once more of the Time Lord Victorious.

He'd barely managed to get a hold of the monster the last time, he didn't know if he had the strength or will to force it back onto its leash if it ever broke free again. He was tired, and he just didn't feel strong enough anymore for the battle that he knew was coming. As much as he felt that he wasn't ready, he knew that the Tardis was right and that he had to face his demons as best he could. He'd run for far too long, through too many regenerations and the result had been his descent into near madness.

He jumped when he felt an aged hand touch his arm, looking down in surprise as Wilf had crossed the space between them and reached out to try to anchor him back in the present. "I know a little about how you feel, Doctor. I remember feeling the same way when the war was over, but back then we didn't talk about our feelings. We just shut up and got on with it, we never talked about the nightmares or the shakes that would come with no warning."

The Doctor froze when he heard Wilf's soft words, his breath catching as he felt the calm façade that he had constructed begin to crack under the strain of trying to convince himself and all those around him that he was alright.

Donna stepped back from her grandfather and the Doctor, quietly settling in a corner of the Doctor's mind in order to lend him any strength that she could but she knew with absolute certainty that this was what the Tardis had hoped would happen and that together, the two men from two completely different worlds, would be stronger than either could be apart.

"It never helped to just bottle it up, Doctor. I know some of my mates from the war tried all sorts of different things to stop the memories, some tried drink, others tried living on the edge or running away from the demons." Wilf smiled softly up into the ancient eyes now looking down at him with such pain that his voice caught in his throat and he could barely continue. He swallowed hard and forced his voice past the lump that suddenly welled in his throat. "The demons were always there, Doctor. No matter how hard we ran or tried to bury or drown them, they always came back stronger than before."

The Doctor pulled away from Wilf, his gaze finally rising in slow tortured increments to look at the red landscape that lay beyond the doors of the Tardis. "It's not that simple, Wilf. I ended up causing the death of a good woman, an important woman. I stole her destiny all because I felt that I knew better, because I was a Time Lord." The Doctor injected such scorn and disgust into the last two words that Wilf leaned back in shock, feeling the self-loathing that lurked just beneath the glib exterior that the Doctor always projected to the world around him.

Wilf turned back to look helplessly at Donna, feeling so terribly out of his element as the Doctor's control seemed to be fraying by the moment. She smiled encouragement to him, her eyes were shining with tears as she looked between him and the Doctor. He could only wonder what she was feeling with that magical bond that she shared with the Doctor, but he hoped that he hadn't inadvertently opened wounds that were best left closed.

"So you've said before Doctor, but really are you completely to blame for the actions that she chose to take? Did you hold that gun to her head and pull the trigger for her?"

The Doctor shook his head, pushing off the railing that he had been resting against and resuming his agitated prowling. "No Wilf, but I changed her history from the proud future she should have had to a sad side note. I stole that sacrifice from her when I brought her back to Earth and she chose to die alone instead of having the hero's death that she should have had. I'm the one that took that from her. No one else."

"Yuri and Mia chose to make the most of their second chance, Doctor, or so you said. They chose to live and carry on the legacy that you had given them when you snatched them from Mars in those final seconds."

The Doctor looked up at Donna's words, her mind stayed perfectly still within his so as not to sway him in any particular direction but she was reminding him of everything that he had shared with her when they had lain together what seemed years ago on Bellatrix Prime.

His breath caught in his throat and he paused in his restless prowling, his eyes clenching closed before he whispered, "I liked the feeling of power, Donna, I liked it too much, and I was drunk on it until she snapped me back to myself. I think I would've gone on forever, a tyrant bent on imposing my will on the universe if she hadn't stopped me."

"So what, Doctor? There were times even when I liked the power, when I felt that I was fighting against a huge evil and I alone had the power to stop that evil. It's what I did with that feeling in the end that mattered," Wilf earnestly stated, his eyes shining with the memories that he had left buried for far too long. The memories of those long ago days when it seemed there was no hope left anywhere in the world.

"I nearly lost myself, Wilf. I nearly lost myself and I was too tired to care anymore."

Wilf smiled softly and reached out a trembling hand, his eyes pleading with the Doctor to trust him. "So did I, Doctor, so did I. But you're not alone and we can help you find yourself again."

The Doctor looked at Wilf's hand with barely disguised longing, his mind scrabbling to hold tightly to Donna's as he dared to let himself hope that he could ease some of the crushing guilt that he felt. She held her hands to her lips, her breath silent while she waited for him to make the final move that would allow both of them to help him battle those demons together.

The Doctor took a deep breath, his eyes darting back to the doors of the Tardis before he reached out and clasped Wilf's hand in his own.

"Come on then, Doctor, let's go talk about Mars and the past and the things that hurt you the most, let's go talk so that you can finally put the weight of the universe down for a little while."

Wilf tugged the Doctor towards the open doors of the Tardis, his demeanor unhurried as he waited for the Doctor to decide to take that first step.

The Doctor paused, his breath catching in his throat as he looked with undisguised longing out on the endless red landscape that lay outside the Tardis doors, before he nodded and allowed Wilf to tug him towards those open doors.

The Doctor felt like he was walking towards a barely hoped for freedom, a freedom to finally let go of some of the pain with which he so relentlessly tortured himself and he allowed himself to finally trust in the little family that he had somehow managed to find.

Donna stepped back as the Doctor and Wilf walked towards the open doorway, her smile was tearful when two comfy chairs suddenly appeared in the opening and Wilf led the Doctor over to the chairs so that they could sit and talk together of days gone by. Talk of love and war, of pain and loss and of decisions that no Time Lord or human should ever have to make. She shimmied up onto the jumpseat and just sat back while her granddad helped the Doctor shoulder some of the awful burden that he carried alone for far too long.