"Are you sure this is the place?" Jay asked as she strode down the crowded street with the Doctor, her fingers latched onto his sleeve so that she didn't get separated from the Time Lord. He barely took notice, hands shoved into the pockets of his trench coat. Jay found herself jogging a little to keep up.

"That's what the signal said." He stopped suddenly to eye a rather large building. Jay bumped into him, jostled by people going past. He steadied her casually, as if it was a common thing, and she studied the building, too. "Getting both of us in will be a little difficult, but we'll manage."

"I could wait out here," she offered. Jay wrinkled her nose, not fond of the idea even though she'd suggested it. She tucked her hair behind her ear, the strands brushing along her jaw. She glanced to him again, waiting for his answer.

The Doctor debated it, then shook his head. "No need, come on." He guided her around a street corner, heading for the building that was the headquarters of the supposed Adipose Industries. The pair had been enjoying a simple meal at Jay's request when the Doctor had picked up odd signals from nearby. From that building, apparently.

"Here," the Doctor said, tossing her something. Jay caught it nimbly, studying the psychic paper he'd thrown to her. "Hold onto that." She flashed him a smile, promising, and then helped block anyone from seeing him unlock the fire-exit door they'd hunted down with the sonic screwdriver. "Hah!" he muttered, opening it. They swiftly ducked in, the Doctor locking it behind them. They followed the cement-floored hallway they'd found until they emerged into a busy space, full of workers buzzing his way and that.

Jay tugged at the sleek black jacket she'd donned for the excursion. "I don't look nearly fancy enough for this," she muttered. "Neither do you for that matter," she added, tugging at his sleeve.

He sent her a small protesting look. "I like my suit, thank you very much. Incoming," he added, suddenly looking serious as a security guard began to approach them. He was clad entirely in black and looked very menacing as he looked at them. "Hello!" the Doctor chirped. "John Smith, Health and Safety! And this is my good friend and partner, Jay O'Connors."

Jay handed over the psychic paper willingly, and flashed her biggest, brightest smile at the security guard. "Hello," she hummed. "We're very busy and on a schedule, so if you don't mind-"

"Sure, sure," the security guard said, waving them onward after handing the psychic paper back to her.

Jay tucked away the paper. "Thank you, sir," she said and flashed him a final smile before starting forward again with the Doctor. He looked around as they walked, finding nothing too out of the ordinary. Then again, they'd seen more ordinary things turn into odd happenings. "So where to first?" she asked.

"There," he said, pointing to where a bunch of people were ducking into some type of auditorium. Beside it read a sign that said, Presentation on the Adipose Pill. "But you and I will be going up there." His finger moved to indicate an employee's only door. "Behind the scenes, less likely to be noticed. Come on." The Doctor started forward without hesitation, leaving Jay to scramble after him.

It took them minutes to get up to the projector room, which was already playing a clip from a video with no sign of an employee. Good for them, Jay supposed, peering out the window as the Doctor scanned the room carefully. "Doctor," she murmured, gesturing for him to listen to the clip that had been playing in the auditorium below.

"-composed of a synthesized mobilizing lipase, bound to a large protein molecule," the clip declared as the Doctor joined her, looking over her shoulder. Jay didn't understand a single word of what was being said, but the Doctor seemed fascinated by what was going on. "The mobilizing lipase breaks up the triglycerides stored in the adipose cells, which then enter-"

"You shouldn't be up here," a voice suddenly interrupted, and Jay and the Doctor both spun around. An employee had found them, a man who was clearly meant to be working the projector. Jay flashed him a faint smile, and the Doctor hastily elbowed her as he spoke.

"Hi there, Health and Safety," the Doctor said smoothly, and Jay presented the psychic to the employee without hesitation, glaring at her friend for the bruises that would likely form on her ribs. She shook out a wrist as she waited for the employee to finish studying the psychic paper. Finally, he handed it back, looking relieved.

"It says you have a solid amount of knowledge on technology, that's great! The projector, it glitches every now and then…"

It took some time for the Doctor and Jay to escape the employee. When they did, it was Jay who suggested they visit some of the lesser employees, to hear what they might say. She had no doubt that they would be the ones to give away important information without thinking about it. The Doctor agreed and together, they somehow managed to find their way into a call center.

The Doctor did a quick skim of various employees and found the one who seemed the most distracted. She was a confident looking woman, who was speaking into a headset, with dark hair that had been gathered into a bun. She was chattering away about something or another, and she she barely took notice of them as they ducked into her office-like area. Clare, read her name tag.

"We deliver within three working days," she was telling the person she was on the phone with. She glanced at the two who'd appeared.

"John Smith and Jay O'Connors," the Doctor whispered, "Healthy and Safety." She blinked at the pair. "Don't mind us."

Clare smiled a little too brightly at the Doctor, and then hastily continued her conversation, still on the phone as she began fishing around in her desk for something. Jay and the Doctor exchanged curious looks. Suddenly, she offered something to them, a single necklace of sorts. "It's made of eighteen carat gold," she said, "and it's yours for free." She paused, suddenly frowning and speaking into the phone. "No, we don't give away pens, sorry. No, I can't make an exception."

"Thanks," Jay said softly, taking it from her. She cradled the odd capsule-looking pendant in her palm and showed it to the Doctor. He leaned in to look, peering curiously at it. Jay had no doubts that the Doctor would scan it with something at a later point in time.

The Doctor waved for Jay to pocket it and then requested, "Would you be willing to print off a list of your customers?"

"Of course," said Clare, beaming. She went right to work. "The printer's over there." She pointed.

"I'll get it," Jay said, climbing to her feet. "By that plant over there, right?"

"Right," Clare said.

Before Jay could go anywhere, however, a voice that she distantly recognized filled her ears, "Excuse me, everyone, if I could have your attention!" The Doctor hastily yanked Jay back down into hiding as a stern-looking woman entered the area, two men in black on either side of her. She hissed a little when her arm sent a stab of pain through her. Clare ignored them both, swiftly standing straight.

"Sh!" he shushed, putting a finger to his lips, and both listened intently as the woman began to speak.

"On average," she said, her voice echoing around them, "you're each selling forty Adipose packs per day. It's not enough." Jay sent the Doctor a questioning look; forty seemed enough to her. "I want one hundred sales per person per day. And if not, you'll be replaced. Because if anyone is good in trimming the fat, it's me. Now. Back to it."

The Doctor gave it a minute before letting go of Jay as Clare dropped back into her seat, concerned with this new information. She still smiled at the Doctor as he asked her to print the list off a second time. Clare obliged, and the Doctor waved for Jay to go and fetch it. She rolled her eyes, but did just that.

Jay strode past various cubicles, ignoring the people who spoke into headsets. When she reached the printer, she found another woman standing there. Jay paused to take notice of her, cocking her head. A distant song seemed to come from this strange woman's head, and Jay studied her closely.

She looked to be in her forties, with red hair and a confident set to her shoulders. Jay withdrew a step, narrowing her eyes. Something about her...she took a deep breath and then pushed past the odd feelings that flooded her, instead smiling in a friendly manner. "Hello," she said. "Are you waiting on the printer, too?"

The woman smiled at her, offering a surprisingly friendly yet tight smile. "Yeah."

Jay bounced on the balls of her feet as the printer began to spit out a piece of paper, shaking her arms out some more. It was creeping, she realized, into her elbows, maybe higher. "Oh! Here we go," Jay said as the printer spat out a piece of paper. She checked the page without hesitation, plucking it up. "Alright, got what I needed. Have a good day." She flashed the woman a smile and then darted back down the path between cubicles to get to the Doctor, who was beginning to stand.

Jay paused just once to look back over her shoulder at the woman, who took a piece of paper from the printer and left, and then tapped the Doctor's shoulder, passing the paper she'd taken to him. "Got it," she said as he took it.

The Doctor skimmed over the list briefly and then folded the paper. He tucked it the inside of his trench coat and said, "Alright, Jay, let's go."

"Oh!" Clare suddenly stopped them when they turned to leave, passing something to the Doctor. He frowned, looking down at the scrap of paper. "My number," she said with a smile, eyes twinkling up at the Doctor. "Health and Safety. You be health, I'll be safety."

"Ah," the Doctor sputtered and Jay choked out a cough to cover her laughter. "I...err-"

"Let's go," Jay snickered, and pulled the Doctor away.

"Jay!" Jay sleepily pried her eyes open, half-asleep in the seat she'd found in the depths of the TARDIS library. She'd decided against joining the Doctor in interviewing a dozen or so people about the Adipose Industries business, and had instead curled up on a seat with a book.

The Doctor called her name a second time, his voice distant enough to tell her that he was in the control room. Jay stumbled to her feet, feeling twinges of pain race through her limbs, like she'd stepped on needles, and proceeded to ignore it as she made her way into the corridor. She followed it back to where the Doctor was yelling for her again, this time earning an annoyed hum from the TARDIS.

"I'm here," she grouchily said, glaring at him. She tripped her way over to the captain's seat without another word, dropping into it and rubbing her temples. "What is it that you want?"

The Doctor paused, studying her closely. "Are you alright?" he said, slowing his frenzied pacing to a halt.

"Not really, but I'll manage." Jay leaned forward, sliding her hands down her face. "What is it? Did you find something?"

"The fat just walks away," the Doctor said, echoing the words they'd heard from the projector earlier that day. He strode over to join her on the captain's seat, dropping down beside her. "Do you have the gold capsule we received?"

She nodded, digging around and handing it over. She watched him fish in his pocket and produce a magnifying glass. "What is it?" she asked.

"A bio-flip digital switch," he said, rocking forward eagerly.

"Which is?"

Rather than answering, the Doctor sprang back to his feet. "We need to get going," he declared, practically dancing around the console to send it into motion. Jay leaned back, gripping the seat expertly in preparation. He proudly flipped a lever and off they went, into the time vortex. The TARDIS shuddered and the Doctor waited until they'd landed to check the screen, ensuring they were where they needed to be. Confident, he bounced back over to Jay, sitting beside her a second time.

"Doctor," she said before he could say a word. "There was this...this woman. At the printer earlier." He glanced at her, interested. "You know how I hear songs? She had one, coming from her head. She was different from everyone else in there…" She furrowed her brow, her blue eyes darkening with thought. "There was something about her...she's important. I don't know how, but she's important."

"We'll find her after we're done with Adipose Industries," the Doctor promised, frowning. Several times, she'd heard such songs, and it concerned him. He couldn't even hear such things, not on the level she could, and he was a Time Lord.

She arched a brow questioningly when he suddenly began to eye her critically, studying her as if she was a new kind of alien he'd never come across. "Well?" she said, waving to him. "What?"

"How long?" he suddenly asked, entirely serious. He was debating something, she realized.

"I've got some time. It hurts, but I can run if I need to," Jay said in response, kicking a leg thoughtfully to test it. It made her grimace a little. "Why? What's our plan? Something's clearly going on that needs to be stopped, Doctor, so what do you want me to do?"

Usually, she would have pushed for him to let her go with him, as she normally did, but...she didn't want to purposely put them at risk with something like this. Realistically the attacks weren't very long, but they could happen at any moment and she tended to be unable to run right after.

Jay tapped her fingers on her leg as she waited for her friend to answer. Finally, he said, "I want to infiltrate the building. We'll have a few hours of waiting. I'm going to hide out until everyone leaves, and then sneak up to the top floor and see what's in there."

"That's a plan," Jay said, nodding and not saying whether it was a good plan or a bad one. She leaned back a little in the seat, slouching comfortably. She shook her wrists almost mindlessly, grateful when the needles let up a little. "I can do that. As long as there's no one in there that we need to worry about, I think I'll be fine. No running if we can avoid it."

"I'll do my best." The Doctor flashed her a cheeky smile and then prodded her arm gently, handing the capsule back to her. "Don't lose this, we're going to need it later," he told her. Jay nodded and put it around her neck. "Now," he said confidently. "Let's get hiding."

"This," Jay seethed, peering nervously over the side of the massive Adipose Industries building, "is quite possibly one of the worst ideas you've ever had, Doctor." The cars beneath were like ants, and she could see for miles around them. The tops of other buildings seemed too far away for her liking.

He shushed her, sonic screwdriver clamped between his teeth as he fidgeted with the controls to the machine that was used to lift and lower those who washed the windows of the building. Jay felt a little dizzy at the idea of getting into it, remembering what had happened back on the Titanic. Taking hold of his sonic screwdriver, he hopped down into it, glancing at her.

"You can stay here," he decided. "It wouldn't be good for you to have an attack in here."

"Fine by me," she said, backing away from the edge. Her brow furrowed with concern as she watched the Doctor closely. "Be careful, you hear me?"

"No promises," he said in response. The Doctor winked, clicking his tongue playfully, and then lowered the machine with his sonic. Jay peered back over the edge just to make sure nothing broke and he found himself plummeting to his death. He'd mentioned previously that Time Lords didn't necessarily die, but she didn't want him to display such things today.

The Doctor stopped eventually at a series of windows and ducked down. Jay took a few steps back again, determined to stay there until the Doctor came back. She didn't bother to sit down despite the pain forming in her feet, and merely lifted a leg to rub at her calf with a grimace. Ouch.

She should have stayed in the TARDIS, she decided.

A sudden gasp from below had her quickly rushing to peer cautiously over the edge. "Doctor!" she called softly, worried she'd be heard by some unfriendly creatures. It seemed to happen far too often for her liking.

He was paying no attention. She squinted. Was that a stethoscope in his ears? It sure looked like a stethoscope in his ears. He'd pressed the metal piece against the window to listen in on whoever was in there - meaning, she was sure, that someone was in there.

"Doctor!" she hissed again, and he glanced up. He wasn't too far below, and he waved her off before focusing on whatever was going on down there. She huffed, sitting back to wait. She was waiting a few minutes before the Doctor suddenly shouted. "Run!"

"Here we go," Jay said under her breath, seeing the machinery launch into action. She tensed her muscles ready to bolt, and the Doctor didn't disappoint. The second the lift had returned, he was springing over the side, sonic screwdriver in hand. "Doctor!" Jay said sharply and he paused to look at her, somewhat exasperated. "Trouble?"

A somewhat silly smile flickered over his face. "Trouble," he echoed, holding out a hand and playfully wiggling his fingers. Jay smiled and took hold of his hand. They tore off as fast as they could, descending down a flight of stairs after throwing the door to the roof open.

"Are you going to tell me what happened down there?" Jay called as they thundered down the stairs. "What were you freaking out about?"

They sprinted down a hall, flying around a corner, and rather than answering, the Doctor yelped as they ran right into someone. He dropped Jay's hand in favor of gripping the arms of the startled woman, who gripped his forearms in response. "Donna!" he cried, grinning in a pleased way that told Jay he'd seen the woman before - as if the name hadn't been give away.

"Doctor!" the woman - Donna, the Doctor had called her - said happily in response. "Oh, my God! I don't believe it!" The Doctor beamed when she threw her arms around him a big hug. He hugged her back with a delighted laugh. "You've even got the same suit!" she gasped. "Do you ever change?" Jay suddenly caught her attention and she sputtered. "You! I saw you earlier!"

"You," Jay echoed, stunned.

"Who are you?" Donna asked, cocking her head a little, and the Doctor suddenly grimaced as a pair of guards, the same who'd been with the boss lady earlier in the day, Jay realized, suddenly came running down the hall.

"Not now," the Doctor decided. "Back up!" He pushed both women, and they took off at a dead sprint, heading back for the roof. Jay winced with each step, but pushed past it as they clambered up several flights of stairs, heaving for air. Her blonde hair stuck to her forehead.

Donna couldn't seem to stop chattering as they slowed, the Doctor flinging the door to the roof open. He ducked through, ushering them out after him, and then closed and locked the door with his sonic screwdriver behind him.

"I thought," Donna said, bouncing almost, "'How do I find the Doctor?' And then, I just thought, look for trouble and then he'll turn up!" Jay snorted. That was a way to do it, and a very good way of doing it, she supposed. "So I looked everywhere! UFOs, sightings, crop circles, sea monsters. I looked, and I found them all! Like that stuff about the bees disappearing! I thought, 'I bet he's connected!' 'Cause the thing is, Doctor, I believe it all now. You opened my eyes. All those amazing things out there, I believe them all. Well, apart from that replica of the Titanic flying over Buckingham Palace on Christmas Day, I mean that's gotta be a hoax!"

Jay coughed to cover a laugh. "Try again," she murmured before flashing a smile. As the Doctor muttered, fiddling with the controls of the window-washing station, she offered Donna a hand. "Hi. I'm Jay O'Connors, a friend of the Doctor's. I travel with him."

"Donna," Donna said without hesitation, taking that hand and giving it a firm, confident shake. "Donna Noble. I'm glad to see he found someone." Jay cocked her head, a little confused by that, but didn't say anything, merely considered how the song seemed stronger in Donna's head for the moment. But she ignored it as the Doctor suddenly crawled onto the small platform.

"In you get!" he announced.

Donna and Jay immediately recoiled, horrified by the idea. Jay's hands trembled, remembering such a thing before. Donna glared at him. "In that thing?" she demanded. "But if we go down in that, they'll just call us back up again!"

"No, no, no," the Doctor said, indicating his sonic screwdriver. "I've locked the controls with a sonic cage. I'm the only one who can control it unless she's got a sonic device of her own. Which is very unlikely."

"Oh, fine," Donna hissed and let him help her into platform. She gripped the railing nervously. Jay was already shaking her head when he turned to her, offering a hand.

"No way in hell," she gritted out, glaring at him. "Why do you always get us into things that are very clearly meant to kill us?"

He rolled his eyes, scowling a little in annoyance. He leaned out a little, gripping her wrist before she could back away. "Jay," he said warningly. "Not now." She shook her head. "It's not like last time, I promise, this is safe."

Jay made a wild gesture with her hands. "As if anything like this is safe," she seethed. "No, no, no way in hell, you can leave me up here to the mercy of-"

"Jayden," the Doctor snapped, cutting her off. She met his gaze evenly, nervous, and he studied her closely before softening a bit, feeling the way she trembled at the idea of getting in. "It won't fall," he said gently, releasing her wrist and instead offering his hand. "Trust me?"

She took a deep breath and then finally nodded, taking his hand willingly, still trembling, but looking more confident. "Always," she said fiercely and swung her legs over. She kept a tight grip on his hand as he lifted his sonic screwdriver. The window-washing station began to lower and a worried sound left her lips as it did. Donna took notice and gently took Jay's other hand, startling her. She flashed Jay a warm smile.

"Don't worry, sweetheart," she said kindly, "this twig won't kill us."

"Oi," the Doctor grumbled, although he didn't sound too upset.

Suddenly, the platform dropped. It plummeted a few feet, and Jay gasped as the Doctor yelped, immediately using the sonic screwdriver above their heads to try and stop it. The suddenly halt of the platform knocked all three to the floor and Jay grimaced. She was going to have bruises after they finished here.

Heart racing more than she thought possible, Jay scrambled to her feet, helping Donna up. "Doctor-"

"I'm working on it," he reassured hastily, sonicing the window they'd stopped beside. "Hold on, we can get in through the window - I can't get it open!" he cried a moment later, horrified. "Deadlocked!"

"You need to fix that stupid thing so that it handles deadlocks!" Jay spat, and then jumped when Donna nearly smacked her by accident with a heavy piece of metal.

Donna wielded it with far much too expertise for Jay's liking as she lifted it and smashed it against the window. "Smash it then!" she said sharply, trying again. Several more tries resulted in failure; Jay swore, earning a disapproving look from the Doctor as he backed away from the window, studying it to try and figure out what to do.

"Cutting the cable!" Donna suddenly alerted them, pointing up.

The Doctor's head snapped back and Jay took a tight grip on the railing in fear. She'd just barely snagged it when the cable above their heads suddenly snapped. Jay screamed along with Donna when the platform suddenly gave out on one side. The Doctor managed to snag a hold of the railing as well, but Donna's grab missed. "Donna!" Jay cried as she narrowly managed to snag a piece of metal connected to the broken cable. She dangled a dozen feet below them.

Jay could feel tears hot on her face, fear making her pull herself up a little bit to hold on tighter. Still, despite her fear, she helped the Doctor try to pull her up, but failed. "Hold on!" he shouted down to her.

"I am!" Donna barked back, furious.

The Doctor scowled, annoyed with all of the attitude being thrown his way, and then cranked his head back to stare up and see what was going on. He heard the distant buzzing, so similar to his own sonic device, and immediately reacted, knowing what the owner was going for. Foster, the girl inside the room he'd been spying on had called her. He pressed the button on his own, making the other sonic device spark. "Jay," he said fiercely when it fell. She reached out and managed to snag it, shuddering as she hoisted herself up better.

"Try the window beside you," the Doctor called, struggling to pass his own to her. She took it, fingers nearly dropping it as they shook, and did as he said, pressing the button. The sonic screwdriver buzzed as she scanned it against the window's locks. "Yes!" he laughed when the window unlocked and she kicked at it until it opened. "Can you get in?"

"I'll get in, whether I can or can't," Jay said darkly. She tossed the sonic devices into the room and then reached desperately for the window with her free hand, hooking a foot in. She screeched when she ungracefully tumbled in, hitting the floor hard enough to drive the breath from her. She groaned, as the Doctor somehow managed to clamber in.

"Alright?" the Doctor said breathlessly, not taking a moment to even catch his breath. He straightened, tucking his sonic screwdriver and the new spare into his suit jacket's pocket. He offered his hands and helped her to her feet.

She grunted wordlessly and gestured to the window. "Donna."

The Doctor ran off and Jay followed suit. She ignored the cries of a woman who'd been tied up when they burst through a broken door into an office. Instead, she locked onto Donna's legs. The woman dangled just above the window, and the Doctor flew over to help her in, throwing the window open.

"Doctor," Jay said as she rushed over to help. The woman began to splutter furiously from her seat, and both ignored her as the Doctor took hold of Donna's legs. She screeched in fury and tried to kick him away.

"I've got you! Stop kicking!" he shouted up to her and she did as he said.

Donna's face was white by the time he and Jay had dragged her in. She looked more than relieved when her feet were planted on the solid floor of the office, and she gripped the Doctor's arms shakily. "I was right, it's always like this with you, isn't it?" Donna huffed, glaring at him a little, and the Doctor smiled hugely.

"Oh, yes," he said, spinning on his heel. "And off we go! Come on, Jay!"

"I told you no running today!" she snarled as she followed him out of the office. The Doctor backtracked to let the tied up woman go for just a minute, but then they tore off again. Jay scrubbed drying tears from her face as she thundered down a flight of stairs and sprinted through the call center aisles they'd seen earlier that day, where Clare had worked.

The cubicles seemed endless, she was thinking when the Doctor and Donna suddenly stopped, and Jay grunted when she ran right into the Doctor. She let him steady her as she realized that they'd been cut off. The woman and her two guards from earlier in the day were standing there, and none of them looked very pleased. The woman's silver hair was somewhat frizzed from bustling about in her stilettos as she removed her glasses and studied them calmly, not looking the least bit concerned about them. Instead, she looked interested. "Well then," she murmured, "at last."

"Hello there." The Doctor didn't look the least bit concerned as he smiled broadly at them. He pushed his hands into the pockets of his trench coat and rocked back on his heels, giving off every show of being friendly. Jay knew better, however, and kept a close eye on him, ready to pull him back if need be. "Nice to meet you. I'm the Doctor And this is Jay, and this is Donna."

"Partners in crime," the woman said, eyes drifting between each of the three that were interfering with her work. Her face hardened with dislike. "And evidently off-worlders, judging by your sonic technology."

"Oh, yes, I've still got your sonic pen." He removed it from his pocket, showing it to Donna and then to Jay. "Sleek, it's kinda sleek." He handed it to Jay for her to look at.

"Definitely sleek," Donna agreed, and Jay eyed her with amusement, wondering just who in the world Donna Noble really was.

Ignoring the pair going on about the sleek sonic pen, Jay cleared her throat and asked with false politeness, "And what's your name?" The woman lifted her chin in surprise at the question.

"Matron Cofelia of the Five-Straighten Classabindi Nursery Fleet. Intergalactic Class," she said coldly.

The Doctor's eyes lit with understanding and he rocked back again. "A wet nurse, using humans as surrogates." Jay and Donna both wrinkled their nose in distaste at that, fairly sure that there'd been no consent given for the humans to be used in such a way.

"I've been employed by the Adiposian First Family to foster a new generation after their breeding planet was lost. Politics are none of my concern, naturally, I'm just here to take care of the children on behalf of the parents."

"Lost?" Jay said, looking to the Doctor. He looked just as puzzled as she did. "How do you lose a planet, Doctor?"

"I don't know," he said under his breath to his companion before looking over when Donna suddenly spoke.

"What, so you're like an outer space supernanny?" Donna furrowed her brow in thought. "So...so those little things. They're...they're made out of fat, yeah, but that woman, Stacy Campbell...there was nothing left of her!" Donna put her hands on her hips, worried about whatever had happened to the woman. She'd gone to investigate, and had instead come out with a missing woman and no idea of what to do.

"Oh, in a crisis, the Adipose can convert bone and hair and internal organs. Makes them a little sick, poor things," Cofelia said sympathetically, patting strands of hair into place. She ignored the look of disgust that appeared on Donna's face, the horror at the lack of care for the humans.

The Doctor had lost any semblance of kindness at that. His gaze darkened as he said warningly, "Seeding a level five planet is against galactic law." When Cofelia turned an accusing look on him, suspecting that he was threatening her, the Doctor said quietly, "I'm trying to help you, Matron." Jay pressed her lips together, recognizing his tone of voice. He did this regularly, when they were facing against monsters and evil creatures or people. She knew what he was going to say before he say it, and she had no doubt about what was going to happen in return. "This is your one chance, 'cause if you don't call this off, then I'll have to stop you."

"I hardly think you can stop bullets," Cofelia said in response, quite smug about it. The moment she'd spoke, the guards on either side of her lifted their guns.

Instinctively, the Doctor swept Jay back, putting an arm protectively in front of Donna after doing so. "No, hold on, hold on," he said, repeating the phrase a few more times. "One more thing, before...dying." He made a face, not too pleased with that idea. He put his hands behind his back, suddenly smiling broadly. He wiggled his fingers, catching Jay's attention. She caught on and hastily slid the sonic pen into his hand. "Do you know what happens if you hold two identical sonic devices against each other?"

Cofelia paused, caught by surprise. "No."

"Nor me," the Doctor said, grinning broadly and ripping his own from his suit jacket pocket. "Let's find out!" Without hesitation, he pointed both of the sonic devices at each other and pressed the buttons. Jay and Donna both immediately slapped their hands over their ears as the worst sound either had ever heard ricocheted though the air. Cofelia and the guards cried out as a pane of glass shattered over them, sprinkling with them with shards.

Donna, losing patience, shoved the Doctor so that he stopped. "Come on!" she snapped, and then turned and ran the other way. The Doctor pushed Jay after her, and the trio vanished out of the call center.

"You said no running," Jay cried as they bolted down a deserted corridor. It was cold, unfeeling, gray. The Doctor ignored her protests as he nearly slammed through a door, studying his sonic screwdriver. "This way." He darted for the back of the room and practically tore off a cabinet door. "Here we are!" he cried.

"Doctor," Jay said desperately, heaving for air. Her knees buckled beneath her, and Donna caught her elbow, slowing her fall with a frown. The Doctor paid them no attention.

"Hacking into this thing is important. The matron's gota computer core running through the center of the building. Triple deadlocked, and now I've got this! I can get into it!" He held the sonic pen up proudly.

"Jay?" Donna asked anxiously as she desperately shook out her arms, trying to get rid of the sudden rush of pins and needles. "Doctor, what's wrong with her?"

The Doctor spun around immediately, dark eyes snapping wide. "Jay!" he echoed, abandoning what he was doing.

"I'm fine, I'm fine," Jay wheezed, shaking her arms still. "Sorry. Sorry. I'm okay. It's not...I'm okay for now. We have to stop with the running." She smiled faintly at Donna, waving the Doctor back to his actions.

He hesitated, studying her, but decided that he needed to figure everything out with the matron before focusing his attention elsewhere. Reluctantly, he turned back to his work and ordered, "Donna, keep an eye on Jay."

Donna nodded. "Are you alright, sweetheart?" she asked Jay kindly as Jay ran a hand through her hair, fighting to catch her breath still.

"Fine, fine," Jay repeated, curling her legs to her chest. "Thanks, Donna."

Silence fell as Donna stood between she and the Doctor, ready to help either if she could. The Doctor worked furiously on the cables, messing with them. It was as he was working that Donna suddenly spoke, addressing him quietly. "You look older." The Doctor snorted softly, muttering a thanks, and she added just as softly, "How long were you alone?"

Jay's gaze shot to Donna, curious, and the Doctor paused before continuing with what he was doing. "Not long. Before Jay, there was this woman...our friend, Martha she was called. Martha Jones. She was brilliant….and I destroyed half her life. But she's fine, good. Gone."

"Hey," Jay said firmly, "Martha doesn't blame you for all of that, and she knew what she was getting into. Besides, you saved my life several times over, so there's that."

"There's that," the Doctor agreed, throwing her a warm look.

"What about Rose?"

Jay focused all of her attention onto Donna, caught entirely by surprise. She knew Rose? Knew of Rose, Jay corrected, noting the distinct lack of familiarity on Donna's face. She'd heard of Rose, just as Jay had, but hadn't known her personally. Jay was somewhat disappointed; she wanted to hear more about Rose, who she'd been, but she didn't want to ask the Doctor in case it drudged up old grief and hurt.

The Doctor took a moment to respond, said grief flickering over his features before it was gone. "Still lost." He took a deep breath, snapping something. "I thought you were going to travel the world?"

"Easier said than done," Donna laughed softly, sounding sad about it. Jay shoved herself to her feet, taking her hand and giving it a comforting squeeze. She'd only known Donna for a short amount of time, most of which had been spent running, but she liked her a lot. "It's like that one day with you and I was gonna change. I was gonna do so much.

"Then I woke up next morning. Same old life. It's like you were never there...I tried, I did try. I went to Egypt. I was gonna go barefoot and everything. And then it's all bus trips and guidebooks and don't drink the water. Two weeks later, you're back home. It's...it's nothing like being with you. I must have been mad, turning down that offer."

"Offer?" Jay asked softly, although she was already guessing what the Doctor had offered Donna.

"To go with him," she explained.

The confused Jay understood in an instant. The Doctor must have met Donna before he'd met Martha. Before Martha had joined him. But after Rose, for certain. And she'd turned down the invitation to travel with him, regretting it immensely afterwards.

The Doctor paused to throw Donna a surprised look over his face. "You'd come with me?" he said, startled, and then quickly corrected, "With us?" Donna nodded hesitantly, offering a hopeful smile, and the Doctor's expression shifted to one of happy amusement.

"Right," he murmured, and then focused when the space before him spoke in a computerized voice.

"Inducer activated."

Both Donna and Jay scooted forward to join him, peering over his shoulder. "What's it doing now?" Donna asked, eyes locked on the mess of cables the Doctor had created.

"She's started the program." The Doctor dug around furiously, as if trying to find something in the mess without knowing precisely what he was looking for. He threw things over his shoulder without looking and nearly whacked them several times in the process. The Doctor spoke between clenched teeth as he did so. "So far they were just losing weight, but the Matron has gone up to emergency pathogenesis. Which is when they convert skeletons, organs, everything. Million people...all dead! We've gotta cancel the signal."

He suddenly whirled on Jay. "That capsule-"

"Here." She ripped it from around her neck, snapping the golden chain without hesitation. She pressed the capsule into his waiting hands and he quickly began to take it apart, revealing a chip that resided in the end of it. "What is that?" Jay asked, looking up at him.

"This contains a primary signal," the Doctor explained to them as he went to work on hooking it up to the machinery he'd been messing with. He kept his eyes on his work as he spoke, distracted. "If I can switch it off, the fat goes back to being just fat." Before he could get too far, however, the computerized voice announced that the inducer was increasing. "No, no, no, no!" the Doctor cried, frustrated. "She's doubled it! I need...I haven't got the time! It's too far, I can't override it!"

Jay's heart missed a beat as he raked his hands through his spiked hair, the dark strands even messier than normal. "They're all going to die," she breathed.

"Is there anything we can do?" Donna followed Jay's question up. Her eyes blazed with determination when the panicking Doctor shook his head, claiming it was far beyond their capabilities. That they needed to double the base pulse, whatever that was. "Doctor, tell me what you need," Donna snapped fiercely, cutting him off.

He nearly exploded, crying loudly, "I need a second capsule to boost the override, but we've only got the one!"

Donna stilled and Jay looked to her in confusion when a slight smile crept across her face. "Donna?" Jay whispered, and Donna's smile widened as she reached for her pocket, withdrawing the very same golden capsule from it. She dangled it in the air and cleared her throat to catch the Time Lord's attention. He glanced at her, and then stared in shock at the second golden capsule she'd offered.

"Donna!" he cried in delight, snatching it from her. He did as he'd done with the first, attaching it to the machinery, and within seconds, everything had shut down. "Genius!" he declared, kissing Donna's head. She beamed in pride, brushing off her purple flowing shirt so that the fabric shimmered. His smile faded a little when he looked to Jay. "Can you run?"

"I'll manage," she said simply, shaking out her wrists.

Before they could leave, the computer he'd shut off suddenly spoke. "Incoming signal," it announced and was followed by a series of words in a language Jay couldn't understand. Confusing, she thought, considering the fact that the TARDIS translated everything for them… "Hang on," the Doctor murmured when Donna insisted they get moving, "instructions from the Adiposian First Family….she's wired up the tower block to convert it into a levitation post...oh. Ooh. We're not the ones in trouble now."

"She is?" Jay guessed, and he nodded. "What do we need to do?" she said calmly, and he glanced at her in surprise before smiling proudly at her lack of willingness to outright let someone be killed - unless they were truly evil, of course.

"Roof," he declared, earning simultaneous groans of protest from Donna and Jay as he took off at a jog for the room's door, and then down the corridor. The pair followed him at a swift walk, neither wanting to run. Donna was reluctant to leave Jay alone, not knowing what was wrong with her when something clearly was, and Jay didn't want to run period.

They caught up to him on the roof, and when they did, the Doctor was standing near the edge, watching beams of light carry small creatures into the air, towards a massive circular ship that hovered above the city of London. "Are those-"

"Adipose," the Doctor finished, confirming her thoughts. Jay studied them closely, smiling a little. They made her ill to look at, looking every ounce the fat they were made of, but at the same time...they were rather cute, she thought. She could easily hold one in her palm.

"What are you gonna do then? Blow them up?" Donna suddenly asked the Doctor, who grimaced at her question. Jay frowned at her.

"They're just children," he said softly, echoing what Jay was thinking. "They can't help where they come from."

"Oh, that makes a change from last time." Donna nodded in approval, as if she'd been worried he'd answer yes to her question. "That Martha must have done you good. Jay, too," she added, flashing Jay a warm look. Jay smiled, proud. She liked to think she helped the Doctor where she could, although she didn't think she'd been all that useful so far that day.

"Ah, Martha," the Doctor hummed. "She did. She fancied me," he added to Donna, and Jay rolled her eyes. "Fancying" the Doctor had done Martha little to no good and had only caused her pain.

"She must have been mad," Donna snorted, making Jay's lips quirk. She suddenly began waving as an Adipose floated past them, waving. Jay joined in, waving back, as did the Doctor, and Donna suddenly said, voice full of awe, "I'm waving at fat."

The Doctor chuckled and then suddenly pointed, saying, "There she is!" He started for the edge of the roof, moving carefully when he grew close. "Matron Cofelia, listen to me!" he called to her as she rose through the air the same way the Adipose had been doing. The masses were starting to thin out, many gathered into the ships.

"Oh, I don't think so, Doctor," Cofelia denied, practically purring. "And if I never see you again, it will be too soon."

"Why does no one ever listen to me?" the Doctor snapped rather crossly, and Jay muttered under her breath in response, "Because you ramble far too much."

It earned her a small glare before the Doctor continued. "I'm trying to help. Just get across to the roof. Can you shift the levitation beam?" She glared at him accusingly, worried that he'd arrest her, and the Doctor pushed on, trying to convince her. "I saw the Adiposian instructions, Matron, they know it's a crime, breeding on Earth. They want to get rid of their accomplice!"

"I'm far more than that," she denied, sneering at him for such a suggestion. She gestured to the last of the Adipose reaching the ship above. "I'm nanny to all of these children."

"Exactly!" Jay coaxed, stepping forward to try and help. She eyed the edge of the roof anxiously. "They've got their children. Why would they need your-"

Before she'd finished speaking, the light that had been transporting the Adipose and Cofelia into the air disappeared, and she suddenly plummeted. She screamed as she fell and Jay plunged forward, as if she'd be able to get to her in time to keep her from falling. Before she could take more than a step, however, she collapsed, pain slamming through her.

"Oh, my God!" Donna cried, darting forward as the Doctor immediately dropped down beside her, checking to make sure she was okay. He tapped Jay's cheek gently to see if she'd respond, but the young woman's eyes rolled blankly, unseeing. When he checked her pulse, he didn't find one, and he grimly murmured, "It'll be over soon, just hold on a few more moments, Jay."

"Is she okay?" Donna fretted. "Should we call an ambulance?"

"She'll be fine," the Doctor said firmly, though he didn't believe his own words. It had been some time since she'd last had an attack. Since just before they'd been stuck aboard the Valiant, if he was correct. Over a year. He should have made her stay in the TARDIS, yet he was glad he'd not. Especially as he'd put the capsule on her person rather than keeping it in his pocket.

Donna hesitantly knelt beside them as Jay struggled to choke down air that wouldn't come. Slowly, she smoothed a hand over Jay's forehead, murmuring in a soothing manner. The Doctor smiled a fraction, although the smile vanished when a few seconds later, Jay finally gulped down a gasp of air, choking and heaving, coughing. Agonized tears rolled down her face, and Donna helped wipe them away.

"You're alright," he murmured, leaning over his friend. "Just rest for a minute."

The world had been saved - for the time being.

They could spare a few moments for that.

Jay didn't seem to notice just how much she was leaning on Donna as the red-haired woman confidently and firmly helped her outside almost half an hour later. Police, EMTs, and other such people were still out and about, dealing with the aftermath of the Adipose. They avoided them all as the Doctor tossed the sonic pen into a trash bin, and then pushed his hands into his pockets, watching the commotion.

The peace between the three was interrupted when the woman that had been tied up in the building suddenly emerged, creeping out of the doors - still tied to the chair. She froze when she saw them, and then spat, "You're just mad! Do you hear me? Mad! And I'm going to report you...for madness!" She scampered away, still attached to the chair, and Jay arched a brow, exhausted.

"Some people just can't take it," Donna mused.

"No, they can't," Jay agreed quietly, shaking her head.

Donna's thoughtful expression vanished, replaced with excitement. "But some people can. So, then, TARDIS! Come on!" Jay yelped as she was yanked away, and the Doctor quickly took up a brisk walk to keep up, letting Jay guide the way to the alley the TARDIS had been left in. Jay looked relieved when she saw the old blue box, eager to get inside and take a nap while she could.

Donna suddenly stopped, astonished. She pointed to a blue car that had been parked in the alley. "That's my car! That is like destiny! I've been ready for this." She scrambled for the trunk, prying it open. Jay stared at the suitcases held within. "I packed ages ago, just in case. Hot weather...cold weather...no weather…"

The Doctor, just as stunned, barely reacted when Donna began to unload a variety of suitcases into his arms. "Is that...is that a hatbox?" he demanded.

"That is a hatbox," Jay confirmed with a tired giggle. She turned to the Doctor, gesturing to the TARDIS. "I'm going in," she murmured. Preferably before an aftershock hits…

The Doctor waved her off and she strode over to the police box, brushing her fingers fondly over the wood before unlocking the door with the key that hung at her neck, pushing her way in moments later. He watched after her worriedly before Donna suddenly spoke, frowning at him, "You're not saying a whole lot."

"Sorry," the Doctor said immediately, turning his attention on her.

She watched his face, suddenly worried and nervous. "It's...it's okay, right? If I come?"

"Yeah, course you can." The Doctor blinked, startled she'd think otherwise. "I'd love it, and Jay would, too." Jay had said as much on their way down from the roof, when she'd requested a break from climbing down stairs. She'd wanted Donna to come with, had said that the woman deserved to go with them, even for just a trip or two.

Of course, "one trip or two" was definitely going to be an exaggeration with the amount of luggage being handed to him.

Donna practically bounced on her feet, happy. "Thank you!" she practically squealed and then gasped, eyes wide. "Car keys!" she yelped, fishing them out of her pocket. "I've still got my mum's car keys! I won't be a minute!" She darted down the alleyway, pulling out her phone, and the Doctor sighed, amused that he'd been left alone with her luggage. Still, he went to work on moving it into the TARDIS, who hummed as he entered in greeting.

He dropped what he carried onto the grated floor, looking around at the large control room, meant for five or six pilots versus the one the TARDIS carried. The Doctor listened to the familiar hum of his home, and admitted to himself that he was happy that the little family he'd made was going to permanently be one person bigger.

Got that written fairly fast. I decided to go with Donna, as you can see. :D Very excited for some things to come. Particularly Midnight, Pompeii, the Ood, and the end of series four!

Thanks to reviewers (BlackbloodedSoul2 and bored411!) as well as those who favorited and followed! It means a lot to me. :)