The whoosh of the TARDIS engines pulled Martha from sound sleep. Not Tom though; he continued snoring away beside her and Martha ruefully smoothed his hair away from his face. She'd refuted Jack when he'd claimed there would always be a part of her listening for those engines. It looked like she would owe him that twenty quid after all.

She found the Doctor already in the doorway when she opened it, standing there disheveled with his tie loose and his hair even wilder than usual. "Martha!" he said, his eyes lighting up like the sun. Then he frowned as it sank in that she was standing there in her robe. "Did I wake you?"

"It's two o'clock," she said, too puzzled to be angry.

He blinked, as if this was a new and strange concept. "Is it?" He ran one hand through his hair, standing even more up on end. "That's late, isn't it?"

She put one hand on his arm. "Doctor, are you all ri---?"

"Why did you wake me?" When she shook her head he repeated. "At the school. When I slept in the watch, why did you wake me?"

"Because...the Family was going to destroy the world?"

"You shouldn't have. I should have stayed there. It's all gone wrong, all of it wrong."

She put both hands on his arms now, forcing his to look at her. "Doctor, what's happened? Tell me."

"I killed a woman." At her gasp he explained, "No, no, I didn't pull the trigger, but that doesn't matter. Oh, Martha, you should have met her, she was a great woman, such a great woman, and she's gone now, all because of me. And she tried to tell me, she tried, but I was so stubborn. I've gone too far. Too far now, and there's not time to find my way back." He put his hands on her shoulders and stared deep down into her eyes. "Did I ever tell you how brilliant you are?"

"I...I don't understand...."

"Because you are. You are completely brilliant." He suddenly cupped her face in his hands. "If I don't get to see you again, I wanted to make sure I told you that."

"Don't see me again? What do you mean?"

"My song is ending."

"What does that mean?"

He shook his head. "I don't know. But it's happening soon." He let out a long, shaky breath. "Martha, I am so, so sorry. For everything."

She shook her head, gently pulling his hands away so she hold them in hers. "You have nothing to apologize for. You never did." He stared at her for another long moment, lost and alone and frightened as she'd never seen him. She leaned forward and kissed him, swept away on a surge of memories both good and bad.

When she pulled away she didn't know which of them was trembling more. "I'm so glad I met you, Martha Jo....Is it still Jones?" She nodded, and he repeated, "Then I'm so glad I met you, Martha Jones."

"And you will see me again, Doctor. Count on that."

He kissed her forehead without another word, then opened the TARDIS door behind him. For a second she was bathed in the TARDIS' otherworldly glow, then he closed the door and the slow drone of the engines began.

She closed her own door and sank down to the floor behind it, listening until the last trace of the TARDIS was gone. By the time she could bring herself to move again it was long past dawn.