A/N- Sorry that this kind of turned into the Chapter of Donna Complaining. I was feeling strapped for dialogue, and in Donna's defense, she has had a bit of a rough journey over the last few TARDIS-days. Donna is my absolute favorite, but for some reason, in this chapter she came across as a whiner, and I'm not fond of it. That's a large part of why it has taken me so long to get this update out. I wanted to get it just right. Unfortunately, it looks like "just right" just isn't going to happen this time around, so I said "screw it" and posted after all.

Chapter 2: Ipsilion

Donna stumbled out of the TARDIS, swearing loudly as she weaved across the pavement. She had been right- it had been a rough trip. And not just one, either. At least two dozen jumps across galaxies, always just a few steps behind the mystery woman they were tailing, and every one of them had been a near-disaster of a landing. Whatever kind of time-travel this woman was using, it was making the TARDIS very upset!

"Blimey," the Doctor said, following her through the doors and waving a hand ineffectually through the smoke billowing after him. "Old girl hasn't been that upset since she accidentally crashed into herself! We'd better give her a rest for a few hours."

Donna nodded her agreement, peering through the door to survey the damage. It wasn't as bad as the smoke would seem to indicate- the TARDIS seemed to enjoy pyrotechnics a little too much for her own good, and frequently made minor damage look more... theatrical.

That didn't mean, of course, that she didn't plan on giving this Lieutenant a what-for once they finally tracked her down. It had been quite a merry chase thus far, and the stories they had come across on each world on which they landed were wild. A planet whose sun had been set to explode prematurely, rescued with the help of a simple gravitic anomalyzer. A political struggle on Raxicoricofallapatorius, solved by an unknown woman who had unmasked a traitor just in time. A space station with failed engines, repaired in minutes by someone the crew described as an "absolute mechanical wizard." A tiny human colony living on a massive asteroid, plagued by carnivorous worms and unable to send a distress signal, rescued by a woman who held the worms at bay with a homemade flamethrower until the evacuation was complete.

And those were just the first handful they came across! Some of the places the trail led them had no fantastic stories to tell; sometimes there were just strange people and beautiful worlds and lonely footprints in the dust, but for the most part, there was a continually growing list of worlds and people sitting safely in the sky, and trying to remember all of them was making Donna's head hurt.

Yes, a merry chase indeed. If the Lieutenant, whoever she was, kept this up, there wouldn't be much work left for the Doctor!

"So then, where are we now?" Donna asked, surveying the place in which they stood. A green-tinted sky arched above them, and a vast landscape of vaulting scarlet and gold rocks that glittered vibrantly stretched in every direction around them, sparsely populated with low-growing plants. The air around them shimmered ever so slightly as if with a mirage, though it wasn't particularly warm. The sunlight was unusually bright, but the heat wasn't anywhere near unbearable.

He glanced around briefly, and his face brightened considerably as he took in the landscape. "We're on Ipsilion!" he exclaimed. "Oh, this is brilliant! I haven't been here in years! Mind you, last time I was here there was a nasty bit of trouble with people turning green and losing their digits... but that was ages ago, literally. All sorted now. Gorgeous planet, anyway. Desert, mostly, and so beautiful it puts the red rocks of the Sonoran to shame! It's actually pretty well known in this sector of the galaxy, because the star it orbits emits low-spectrum radiation known as Corval radiation. Deadly if you're exposed to it outside the atmosphere- anything not properly shielded becomes molecularly unstable and dissolves- but Ipsilion's upper atmosphere is composed mostly of a phosphoric compound that binds with the radioactive particles and neutralizes them. It makes the compound heavier than the oxygen-rich lower layers of the atmosphere and the particles filter down to the surface of the planet. Mostly it ends up forming that crystalline layer you can see on the rocks there, all sparkly-like, but most carbon-based life forms can absorb it through the skin and metabolize it. Kind of like how your lot uses solar energy from your sun to produce vitamin D, but with the Corval radiation, it works to promote rapid cellular growth, to stimulate healing. People from all over the galaxy come here as a kind of... I guess you'd call it a day spa crossed with an oxygen bar crossed with a physical therapy centre. Brilliant, really."

"God, man, take a breath!" Donna said, making her best play at irritability, but she knew- and she knew the Doctor also knew- that she was just teasing him. "So, Ipsilion, then? Is this where the trail ends, or have we still got another dozen planets, two rockets and a black hole to go through before we catch up to this... this... whoever-she-is?"

The Doctor grimaced, throwing a glance at the still-vaporous TARDIS. "No, this is as far as I've been able to trace the energy signature."

"So... I suppose we'd best go take in the sights, hadn't we?" Donna said. "We're not gonna find anything just standing around here! Middle of nowhere, that's where we are! Which way to civilization, Doctor?"

"At my best guess, if we've landed where I think we have, is due east," the Doctor said, pointing toward a horizon mostly obscured by a large obelisk of carnelian stone. "There should be a leisure spa about a mile past that rock."

Donna grimaced. She loved traveling with the Doctor, but was it really too much to ask for once- just once- to be able to get where they were going without having to trek long distances under less-than-ideal conditions? "Come on, then," she said, feeling grateful for the straw-brimmed hat she just happened to have brought from home.

"How in the world can you possibly still have the energy to whistle?" Donna asked crossly. "It's boiling!" And it was. The temperature had steadily increased as the sun climbed higher in the sky.

"It's 'cause I'm not wearing a great big floppy hat!" the Doctor replied cheerily. Then his expression became briefly contemplative. "Mind you, I used to. Big old floppy brown hat... Can't for the life of me think what I've done with that..." Then he shook his head, snapping back to the present. "You're not getting any sun on your skin, Donna! It's rejuvenating, even to an old bloke like me. Give it a go for a few minutes without the hat; I think you'll see the difference."

Before she could protest, the Doctor's thin fingers whipped out and snatched the hat from her head, bathing her pale face in sunshine. She opened her mouth to protest...

And suddenly closed it again, as a rush of energy swept through her. It was a difficult feeling to describe, like a flash of slow-burning heat beneath her skin, but rather than making the already warm climate unbearable, she felt cooled and refreshed by it instead.

"Oh," she said.

The Doctor grinned brightly. "Corval radiation!" he exclaimed. "Come on, then!"

The rest of the trip went much more quickly, with Donna easily keeping up with the Doctor, and within half an hour the pair had reached a sparkling city of crystal and steel. As they stood at the top of a ridge, gazing up at the shining metropolis, Donna's breath caught.

"It's beautiful," she said softly, awe in her voice. No matter how many gorgeous worlds she saw during her travels with the Doctor, she was continually surprised by how much beauty the universe could produce in the most unexpected places.

She glanced at the Doctor, and saw that he had a wistful little smile on his face as he surveyed the city. "It is, at that," he agreed. "Very beautiful."

He looked over at her and the small smile turned into a full-blown grin as their eyes met. She couldn't help but grin back. "Alright then, let's go on in," she said, gesturing to the city across the plain.

Next Time: Ipsilion seems like paradise, but the Doctor quickly realizes that there's something very wrong, and he's not the only one...