Doctor Clockwork Whooves felt it, a shift. There was something wrong with the universe. No, not wrong exactly... something... new?

The Time Pony stepped onto his wife's balcony. This still didn't feel like home. He had lived here for decades now but it still wasn't home... it was the next best thing. It was were his family lived.

"Doctor?" Derpy stepped out from their bedroom and onto their connected balcony. The prettiest Pegasus in the universe came to stand beside him.

"Something is coming," Clockwork informed, as he looked out at the stars, "No, that's not right. Something already happened... something terrible... yet wonderful. Our dimension feels... wrong... I never felt it before... maybe there was nothing to feel before this..."

Derpy grinned a wide grin, "Is it adventure time, Doctor?"

The Doctor smiled, "No. At least... not yet," he looked into the sky as yellow flames consumed it then died away a moment later.

Derpy gaped at the sight, well the Doctor understood the implications better, "So that's why it feels wrong," the Doctor smiled, "False Alarm," the Doctor began trotting back to bed, "Guess I'll just have to get used to how this dimension feels,"

Derpy blinked at him, "So the sky burning regeneration gold isn't something we should be concerned about?"

"Not really," The Doctor smiled, "happens a lot actually,"

"It's a first for me," Derpy snarked.

"You're only aware of it because you've been in the TARDIS," The Doctor explained, "Time Travel gives you a higher awareness of such things. We just witnessed the birth of a new dimension, very pretty. Though I wonder what caused it?"

Derpy grinned, bouncing a bit, "Seriously!? What dimension Doctor?"

"Ours,"

###

● So Many Faces Ago,
with the 10th Doctor

"You have a GRANDDAUGHTER!" Donna screamed as the Doctor covered his ears.

"Blimey, if you were even an octave louder my ears would implode," The Doctor yelped, rubbing said ears.

Donna just stared at him, mesmerized. Then back at the old black and white photo. It was being used as a bookmark for one of Anne Frank's novels, "If that girl is your granddaughter then who's the geezer!? Your dad?"

"No..." The Doctor sighed, "That's me,"

"What!? How much work have you had done!?"

"Time Lords are like Phoenixes," The Doctor tried to distract her, "Each time we die, hopefully as a result of old age, our body bursts into a fountain of energy and our body changes. We call it Regeneration,"

Donna gaped, "You're making that up,"

"Nnnnope," The Doctor clicked his tongue.

Donna continued to gape, then shook her head, "Guess that would explain how you're nine hundred and six years old,"

"Weeeeeelll that's more a guess, and a lousy one at that. Each face can potentially live for thousands of years and I've died of old age a few times but most of my other faces tend to die tragically young... In reality I have no idea how old I am. I just set the TARDIS to pick a random number and I have been counting up from there,"

Donna stared then snapped, "You're blooming mad if you think I'm going to believe all that! Don't distract me, who the bloody hell is this girl!"

"My Granddaughter," the Doctor insisted.

"Well where is she!? How come I've never heard about you having a family!"

"Because they're dead," The Doctor informed and Donna went completely quiet, "... probably," the Doctor reluctantly admitted.

"PROBABLY!? What you blooming mean 'Probably'?"

"... I never knew my parents," The Doctor admitted, "My father was some important man in European history, and no I won't tell you who... because I don't know... my mother was a Time Lady... who couldn't bear the shame of having a hybrid child and gave me up for Adoption... I came to Earth when I found out, looking for my father... and did some very bad things in the naive belief I was helping the planet... I thought I could fix so much with a global government... so I tried to conquer it... left after I realized I was doing more harm than good," the Doctor sucked in a breath to compose himself, "Traveled a bit, the usual, or rather what would become the usual,"

"The Master was there, you wouldn't know him, and no it isn't some S&M thing. It was just the name he chose, like how I'm the Doctor. There is power in a name. We were friends, back in school, and he wanted to help me but that is when we... when we both went through our heats, happens once every thousand years or so after regenerating. Most of my faces don't live long enough for that. The heat, like regenerating, was created through genetic engineering. A way of slowly increasing our population while not overwhelming our planet's resources thanks to our freakishly long life spans and multiple lifetimes...

"Anyway, the Master became pregnant and we had a kid... we were a happy family for a while but after our son and his wife died we parted ways... the Master blamed me... as he should, my fault... the boy wanted to be like his old man and did something insanely stupid and dangerous... only unlike me it didn't work out for him and his wife died with him... I took in their child and raised her... when I left Gallifrey I took her with me. Eventually, after we had been traveling for a few hundred years, she decided to stay on Earth and I never learned what became of her,"

The Doctor gasped for air as he got it all out.

"That's too much for even you too make up," Donna looked down at the picture.

The Doctor smiled, "Not everything I say is a lie,"

Donna pushed, as she always does, "Why didn't you ever go see how she was doing?" The Doctor remained silent but Donna wasn't dropping it, "Doctor?"

"Because I don't know what I will find... after the Time War so many of us died... I was only allowed to live as punishment for committing genocide against two races... she would be dead to..."

"You said it yourself, she's part human,"

The Doctor froze.

"Maybe you survived not because of some divine punishment. Maybe the weapon you used could only target pure blood Time Lords,"

The Doctor gulped. There was something in his eyes. Some glimmer of an emotion he long forgot he could feel. It took him a moment to decipher what it was... hope.

That would also explain how the master survived. He had trapped himself in the body of a human at the time... still, "What if you're wrong?"

"Then you'll be heartbroken," Donna looked strangely serious, "You will mourn for years, then, like everyone else, you will move on. But imagine if I'm right, and you actually do have family out there?"

###

Lily Evans, as she was calling herself then, had had many lives. Susan, Miss Frizzle, Lady Gaga, all of which were endless fun. 12 regenerations, all 13 lives, this was her last... and by far the one she was most proud of.

Her current husband fought valiantly, full of passion and courage. It was how anyone should like to live in their final moments... to truly rage against the dying of the light... and was how she lived hers. She faced the dark lord and goaded him to attack her, and the moment he did his fate was sealed. The trap was set. Her own son would become champion to the universe. She knew he would... because she heard it, that sound she longed to hear for the last few hundred years. The Wheezing mechanical groan of the TARDIS.

Look after him Grandfather... Look after them all...

###

The Doctor's heart sank as he stepped out of his TARDIS. The house before them was burning, looking as though a bomb went off. Yet it appeared as though the fire had mostly died. Still the sky burned a bright yellow. It took the Doctor a moment to realize what that meant. He shook his head and headed for the house. He would worry about parallel realities later.

There were dozens of bodies on the street, most of them appeared to be the attackers judging by the blast pattern and body positions. He heard Donna gasp behind him and try to steer him away, but now that he was here he had to see... he had to.

They stepped into the house, looking at the smoldering ruins of a suburban home. Going up the creeky stairs, the Doctor followed his other worldly senses. Tracking the essence of a Time Lord.

When they got to the final room upstairs, the source of the explosion, the Doctor felt his heart stop... with... an unfamiliar emotion.

"It's okay Doctor," Donna tried to insist, "Everything will be alright,"

The Doctor realized he was crying, and that Donna misunderstood his tears, "No Donna. This... this is wonderful. Absolutely brilliant. She survived the time war. This," He knelt by the body of the redheaded time lord, "This was her last face. Her very last face. Lucky number 13... This is the ultimate proof that she had a full life... still fighting the good fight after I'm gone..." He lightly touched her hair, "And took whoever she was fighting down with her. She couldn't make me more proud... maybe I'll run into a younger regeneration of hers now that I know what I'm looking for," He stood tall.

"Doctor," Donna spoke strangely gently as her own mind tried to reject where they were, "We're in a nursery," looking at the colorful wallpaper, covered in burn marks... and the crib in the corner...

The Doctor quickly pounced at the crib and picked up its occupant. A small baby, a little over a year old... it wasn't moving... On closer inspection Donna was relieved to find it was breathing, but the child appeared to be unconscious. The Doctor quickly waved his sonic screwdriver over the child and sighed with relief at the scans the wand-like device recorded.

"Just a bit of magical exhaustion," He held the baby close and looked around at all the destruction, "The little guy did this,"

"Did what?" Donna asked.

"He blew up the house,"

"It did what!?" Donna gaped, "How can a baby blow up a house!" she didn't really ask. More like trying to get him to see the ridiculousness of that statement.

Still the Doctor answered, "It's more than just him. The sheer energy pulsing in this tiny body," He frowned and looked at his granddaughter, "Oh Susan... what did you do...?"

"Doctor! You're doing that thing again," Donna groaned losing her patience. She was trying, she really was. The Doctor just lost his granddaughter and effectively became responsible for her child, but the Doctor did this all the time.

"What thing?" The Doctor blinked.

"That thing where you spout gibberish and expect other people to know what you're saying," Donna rubbed her temple and tried to keep her voice calm.

She was trying to be understanding but from what she pieced together this place actually gave the Doctor comfort. Of course it would. He was always surrounded by death. Knowing how his granddaughter died wouldn't trouble him. He probably came here intentionally to see if she had a good life before she went. The fact this was the woman's last life did nothing but comfort the non human... Half human... he was half human so maybe for all his strangeness this was getting to him. He just wasn't showing it.

The Doctor frowned, "Sorry... You know how you became the incubator for those particles when we first met and it permanently gave you limited energy manipulation, AKA Mass Effect Biotics. Well some species can do that naturally, to an even greater extent, specifically a human subspecies that evolved on Earth. They have an extra circulatory system that spirals around the veins. Instead of pumping blood, this pumps energy many of the more civilized (well I say "civilized") worlds call Chakra. It is pure concentrated energy that, when combined with their limited psychic powers, allows for some devastating and near reality warping displays,"

"Doctor..." Donna rubbed her temple, "Make sense,"

"The baby is a witch," While Donna gaped at him he explained, "Well the male word would be 'wizard' but point is he's got what primitive civilizations call magic... a lot of it actually... far more then he should... A Time Lord, a 4th dimensional being, breeding with a descendant of the Eternals... would create quite the battery but it's more than even that... Susan used this to give him her own lifeforce ontop of that,"

His eyes lingered at another body in the corner that Donna hadn't noticed, "Susan tricked her attacker to use his energy to transfer her own to Harry,"

"Harry?" Donna blinked.

The Doctor pointed at a burnt picture frame on the floor. It looked like it got knocked off the table in the blast. The words "Harry James Potter," etched on it.

Donna put the pieces together. She was getting used to deciphering everything the Doctor said, "Okay so the kid's got Time Lord magic, Witch Magic, and his mother's magic,"

The Doctor looked at her, "I have enough raw energy in me to power a planet but this kid... He could very well become as powerful as an Olympian if trained properly... He's a solar system buster... we can't leave him here. Who knows what The Witches will do when they realize what he is capable of,"

"I already assumed we would be taking him with us," Donna scuffed.

The Doctor... smiled.

###

● Amity Park, Earth

Danny Fenton... had lost them all... his family... his friends... everyone. The 14 year old didn't know what to do but go to Vlad... but he never made it.

A box, a blue phone box, began to fade in and out of existence in front of his hospital bed. The moment it was solid a man popped out wearing a blue pin stripe suit and brown overcoat... and sand shoes.

"Hello Daniel," The man looked serious, "I'm your great great great great Grandfather, on your mother's side,"

"Are you a ghost?" Danny asked. The man didn't feel like a ghost.

The man smiled a bit at that, "Well with how ancient I am I might as well be," His face got serious again, "I know you are going through a hard time right now, and you don't see a lot of choices for yourself. I'm here to give you another option... Come away with me... to the stars,"

###

● Planet Elemental Prime

The Doctor walked down yet another battlefield. This time it was the aftermath of a literal Army, hundreds dead. He walked up to a man wearing a white cloak with fire-like trim. A dead man, seemed to be the running theme.

The man was clutching a crying baby in his arms. Protecting the child even in death.

"I'll take it from here," He promised the corpse, picking up the little blonde child... with whisker marks on his cheeks and a seal on his stomach, "Naruto?" He said to the baby as he turned and started walking back to the TARDIS, "That's a nice name... sorry lad I won't give you any ramen... because you're too young... Just because your mom ate a lot of ramen when she was pregnant doesn't mean you can eat as much as you like now... because it's bad for you!... It is! You haven't even got any teeth to chew it!... Oh you're going to be a troublemaker, I can tell... I wouldn't count on that. Most grownups forget how to speak baby so you are stuck with me... Oi Language! Keep talking like that and you won't get any Ramen until your 30!... No little one, we can't wait for daddy to wake up..."

###

● Planet Z'Kai

Goku hugged his Grandfather's motionless body. Tears leaked from the toddler's eyes as he hugged the corpse. The little boy could do nothing but wailed in despair.

"Goku,"

The little boy turned his head to see a skinny man in a long coat. Other than Grampa, Goku had never seen a different person before.

"I'm the Doctor," The man began to explain.

"DOCTOR!" Goku yelped as he stood up, "Grampa told me about people like you! You can make him better right!"

The man frowned, "No little one, I can't,"

"B-but Grampa told me doctors fix people!" The little boy wailed, "Why won't you fix Grampa!?"

"It's not a matter of won't, so much as can't," The man sighed, "He is beyond my help," he walked up to the little boy and crouched down on his level, "Let me show you how to say a proper goodbye,"

The little boy continued to cry over his Grandfather's corpse as the other man dug a large hole a little to the side of the house. Goku wasn't sure what the hole was for, and frowned when the man laid Grampa into a blanket. He started crying again as the man put the body into the hole and proceed to bury it. Afterwards the man built a small shrine out of rocks and placed them at the head of the grave.

At the end of it all the man had Goku stand next to him at the foot of the grave.

"I know you bare him no ill will," The Doctor said to the newly built shrine, "You always knew there was a chance this could happen but did you falter, no. You risked everything to do the right thing. You're my kind of man. It pains me to know I never was able to meet you in person but Timelines you know... I'm risking enough just coming here... but don't worry. I won't let that scare me off any more than it did for you. I promise to look after our grandson,"

Goku blinked at the man. He was a grampa too?

"Now you say something," The man encouraged.

The little boy frowned, then did the only think he could do. He hugged the dirt pile, "I'll miss you grampa," those simple words meaning far more then the Doctor's entire speech.

"Come on," The Doctor tried once Goku stood up again, "It's time to go,"

"What about Grampa?" The little boy asked.

"There is nothing more we can do," The Doctor insisted.

"No!" Goku stomped his foot, "I'm not leaving grampa!"

The Doctor frowned, "We will visit him often," he tried.

"I'm not leaving him EVER!" Goku declared with all the devotion a toddler could muster for their beloved parent.

The Doctor sighed, looking up at the setting sun, "Alright," he strangely relented, "I'll be back tomorrow morning. Remember to get inside at night and don't look at the full moon,"

"Will the monster that got Grampa get me?" The little boy gulped.

"Not so long as you don't look at the moon," The Doctor assured, "When you look at the Moon, the monster looks back,"

The little boy nodded as the tall man walked off into the forest. The sun was fully set now. Goku wondered back into his and grampa's house, being sure not to look at the moon so the monster couldn't see him.

###

● Planet Equus

Celestia stood over the tiny dragon's crib. How did a dragon egg get mixed up with the Couatl? How did that filly even hatch it?... and what was the Sun Princess supposed to do with it now? She didn't know anything about dragons. They were such reclusive creatures and were proud of their secrets. She wasn't even sure what she was supposed to feed the baby.

As Celestia pondered, her ears twitched. Swirling wind filled the room as a blue box faded in and out. A strange man stepped out, "Doctor?" Celestia blinked. She didn't recognize this face. She was aware there were many Doctors out there, most weren't even ponies, but this one... his eyes. This one was actually younger than herself.

"You know me?" The Medical Student, as Celestia decided to dub him, stepped away from his box.

"Spoilers," Celestia smiled.

The Medical Student scowled but decided to move on, "Then you probably know I'm tracking my genetic blue print throughout space and time," He nodded at the hatchling, "A few dozen generations apart but no mistaking it. That's a Time Tot,"

"He looks like a dragon to me," Celestia smiled, hoping to banter with a Doctor again. It had been so long.

"My guess is my granddaughter regenerated into a dragon. An Equus Dragon no less, doesn't she have all the luck. Their version of puberty only last a couple days. Talk about luck, for me that is. Got a whole literal boat load of children and they are bound to go through that little terror of an age around the same time, don't know how I'm going to deal with that. Did you know one of these kids is actually half dead? Going to be stuck as a hormonal teenage for all eternity, ain't that rich?"

Celestia sighed, he was certainly chatty but not really bantering. Of course not, he didn't know her, "So I take it you wish to take the hatchling with you,"

The Medical Student got a serious look on his face, "I'm taking it on myself to look after my descendants that got left behind. The ones that became orphaned with no other chance of a proper home. I can only assume the only reason my Granddaughter didn't do it herself was because I already had from her perspective,"

Celestia smiled and floated the cute hatchling over to the Medical Student.

The Medical Student looked suspicious as he picked the dragon foal out of the air, "You seem eager to be rid of him,"

"I trust you," Celestia explained, "I'm sure he'll do well in your care. If your anything like your counterparts you should have a knack for child rearing."

The Medical Student looked at her with a glare, "Spoilers," and turned to walk away.

Celestia got one last word in, "Say hi to Professor Starswirl,"

"Oi! Stop it!" The Medical Student demanded as he got in his TARDIS. The doors immediately closed and the box faded out of existence a moment later.

Celestia smiled, "I know you'll do right by him,"

###

● In the Time Vortex

The Doctor brought the final baby into the sickbay of the TARDIS.

"You're Granddaughter gave birth to a lizard?" Donna gaped.

"If it helps she was likely a lizard as well at the time," The Doctor smiled as he set the hatchling on a table with rails, next to his infant cousins, "And he is more a distant descendant. Most of them are," He looked at Donna with giant smile, "My family thrived, Donna. Each of Susan's face lived a full life, at least to the point she went through a heat during each one.

"Each face had a family, a baker's dozen family lines... and these are the only orphans that other family members weren't able to claim... and they're all heroes,"

"Wha'cha mean? Heroes?"

"Each and every one of these children are destined to grow up and save their planet, on numerous occasions no less. I'll have to bring them back to their worlds frequently, so as to not disturb the timeline too much. I would like to think it's just the glory of Susan, giving birth to the saviors of worlds... but if I'm honest with myself that is a trait she got from me,"

The Doctor stroked the sleeping dragon's fin, "My blood has been saving the universe for generations and I didn't even know it,"

"That's some legacy Doctor," Donna commented.

The Doctor pulled an xray like machine down, "I just need to isolate the Time Lord DNA and bring it to the surface, activate their third chain of chromosomes and what not,"

Donna blinked, "Is that safe,"

"Of course, common medical procedure on my planet," The Doctor assured, "At least with Hybrids. They won't feel a thing. Then they will have 2 hearts and a Chakra circulatory system and... they will live as long as me, all 13 lives will. They won't exactly regenerate like I do. They are too distant for that, so they can't recover from any instantly fatal deaths, but their own internal Chakra system will work with their hearts to repair the damage when they're dying and get everything working again. They won't change their face, or even their age, but they won't normally die and will have lifespans as long as mine."

As he talked he fiddled with the controls. The Dentist style xray machine shining a light on the babies. The babies wiggled and giggled, as if the light tickled them.

"What about that Danny kid?"

"If I tried this on him it would likely kill him. The machine wouldn't even know what to do with him. His organs are barely functional and he already has an immortal's lifespan. There is more danger than benefits to even attempt the procedure on him... You haven't asked the obvious question though,"

"Asked what?" asked Donna.

"If I can do this to you," The Doctor pushed a few more buttons, "Give you a Time Lord's near immortality,"

Donna stared at him.

"Didn't even occur to you to ask,"

Donna shook her head.

"It would be a more invasive surgery for you, as I would have to graft the 3rd chromosome chain and reconfigure your circulatory system to accommodate 2 hearts. You'll still have a human lifespan but you will partially regenerate once you start dying like the kids and-"

"Doctor-" Donna put a gentle hand on his shoulder, "I don't want that,"

"Donna..." The Doctor looked at her, "You gave me back my family, let me repay you,"

"I'm your friend, Doctor," Donna smiled, "You don't owe me anything. You hear me, nothing. Besides, with how horrible a pilot you are you think I would trust you to carve up my insides,"

The Doctor smiled at her, "You really are something,"

"I'm really not," Donna insisted.

The Doctor smiled at her, taking his eyes off the machine. Then jumped as he heard beeping. He looked back to the machine and gasped to see a blinking light.

"No no no NO!!!" The Doctor gasped as he began fiddling with the dials.

Donna felt her chest tighten, "What's that sound for!? That's not a good sound Doctor."

"I should have put them in one at a time," he growled. "Don't worry, the safety protocols are on so the machine just needs to compensate and make further adjustments to their biology." The Doctor looked at Donna, and swore to her, "They'll be alright."

There was a burst of yellow light, which forced both adults to shield their eyes but once the lighting returned to normal the babies...

They were still babies, the Doctor was thankful, their age hadn't changed but... they looked... slightly different. They all appeared humanoid with big anime style eyes. They had dragon wings and a monkey tail, sharp teeth with a tiny bit of fang sticking out of their mouths. Spike looked humanoid now, only with green hair.

"Bugger," The Doctor groaned as he pulled out his Sonic Screwdriver and buzzed at the kids with the blinking blue light. "Good thing the machine is more competent then I am. It reaffirmed their genetics to create... a brand new species. They have all those nice Time Lord features, plus a traits of all their original species. A Wizard's magical Awareness, combined with a Shinobi's Chakra pathways design (allowing for the body to channel complex Jutsus), a dragon's breath... wait.." the buzzing whiched to whirring, "A Purple dragons ability to channel the core magical elements... minor healing factor of The Uzumaki Clan, even larger Chakra reserves... how's this? A Saiyan's durability and even the potential for their transformations."

The Doctor picked up a stray hair on Naruto. "A Saiyan tail hair, must have gotten on me well I was helping Goku bury his Grandfather... it has some skin on the end, so the DNA must have gotten mixed in as well. I must have transferred it to the babes... I wanted Time Tots... and ended up accidentally creating a new species..."

"Sounds like your kind of screwup," said Donna, "But their really okay?"

"Yes, perfectly healthy... whatever they are." The Doctor lightly wiggled his fingers in front of the tots. Spike giggled and grabbed a hold of the hand with a claw. The Doctor switched his machine off and put it away.

"Hello my little abominations," He smiled affectionately as Harry began sucking the man's fingers well Naruto kicked at Harry. After a few minutes of cooing at the babies, as they assured him they were okay, the Doctor spoke, "It's been so long since I was a grandfather."

"I don't think that's the right term Doctor," Donna informed, having shoved her way into the babies' view.

"Oh?" The Doctor blinked.

"You're more like a father,"

The Doctor stiffed at that revelation, as if he truly hadn't made that connection, "I suppose I am... been even longer since that happened..."

"You'll do fine Doctor," Donna assured.

"Does that make you their mom?"

"Oi, Watch yourself martain boy," Donna glared, "I'm the fun aunt," she proudly declared, as if it was obvious.

"Fun aunt it is," The Doctor smiled, "That works better for me anyway. You're not my type,"

"Oi, What's that supposed to mean!?"

###

● Later That Day.

The Doctor looked at the picture curiously. It was the one Donna found. How it got in that book he couldn't fathom... he had locked all his old pictures away yet this one was being used as a bookmark. Stuck in the pages of a novel he read frequently... how did it get there?

Looking up at the TARDIS as it gently hummed the Doctor smiled. He lightly stroked the console, "Was this your doing?" There was a bell like hum which echoed through the TARDIS. "Thank you." The Doctor smiled. "You're always looking out for me, Sexy." He patted the console and stood up.

"Doctor!" Donna was screaming. "Doctor I need you to put your gizmos to use!" She said rather panicky about something.

The Doctor found her running around sickbay with the younger Time Tots cooing on the exam table.

"Doctor!" Donna howled running around like a chicken with her head cut off.

"Yes?" The Doctor blinked, slightly tilting his head as he tried to understand why she was acting this way.

"Don't bloody well look at me like that you idiot," Donna snapped. "We got to help them! Something is seriously wrong."

The Doctor blinked. "Whatcha mean?"

"God your thick! The babies, Doctor, they haven't used their diapers since you got them!"

"I just changed their diapers ten minutes ago." The Doctor rolled his eyes.

"They should be doing more then PEEING you moron!" Donna snapped.

"They should?" The Doctor blinked. Then it clicked. He tried to hide a smile and couldn't resist having a bit of fun with her. "More how?"

"By god you ARE an idiot," Donna wailed. "They should be, you know, messing them to."

The Doctor tilted his head to the other side.

"FOR FUCKS SAKE," Donna screamed and the babies started crying. "They should be shitting themselves! It's been hours since we got them! Something is horribly wrong."

The Doctor thought about the terminology a moment. "Oooooooooo, your worried they aren't excreting waste." He laughed. "Is that all?"

Donna slapped him.

The Doctor blinked staring at her, realizing teasing her like this might not have been the best idea. She was obviously taking this very seriously. "Donna." the Doctor rubbed his cheek. "Time Lords don't excrete waste. Our upper intestines absorb all the nutrients then disintegrate what's left and uses the ash to feed our Chakra pathways. The Tots don't even have lower intestines anymore. Instead they have something similar to ovaries for reproductive. The anus is, well, pretty much your girly bits."

Donna was staring at him like he was, well, an alien.

"I told you I moved their organs around to bring out their Time Lord Genes. We don't ever have to worry about that particular grossness."

"Well you could have bloody well told me!" Donna snapped. "When a human baby doesn't do that it means something is seriously wrong! It means they are likely DYING!"

The Doctor blinked. "Not much of a prank then."

She slapped him again and stormed out.

The Doctor sighed. "That's what I get for trying to be funny." Humans really did take all those gross things they did seriously.

###

Danny sat in the console room, looking out the open door of the TARDIS, at the wonders of space. His feet dangling out in the void well he sat on the edge. His elbows on his knees and his hands on his chin. It should mean more to him, but truthfully he felt kinda numb. Maybe he should have gone with Vlad... it was kinda cool that mom was descended from aliens though. It would explain why she was so damn brilliant...

Danny felt his eyes begin to water as he thought about his family.

Danny jumped a little as he heard a door slam. He turned around and spied that red headed woman. She looked all kinds of pissed.

Her expression immediately changed when she saw Danny. "Oh! How you holding up?"

Danny immediately looked away and wiped his eyes. "I'm fine." He looked back at the stars. Things were silent for a few minutes, but then Danny stiffed a bit as the woman sat next to him.

However, after a few moments in silence, Danny spoke up. "So are you like, space Gramp's girlfriend?"

Donna scoffed. "Fat chance of me ever getting THAT lonely. No, he's more like the annoying little brother I never wanted."

Danny lightly smiled. "Speaking as one such little brother I can assure you-" Danny lost his train of thought as he realized he wasn't a little brother anymore. It hit him like a ton of bricks. He quickly looked back at the stars so she wouldn't see his face.

"If you need to talk about it..." Donna tried.

Danny felt his eyes misting over, but refused to let the tears fall. "It was my fault."

Donna immediately tried to say "NO," but Danny wasn't hearing it.

"It was!" Danny snapped. "If I hadn't cheated on that stupid test none of this would have happened!"

"That's a bit of a leap," Donna tried. "Lots of kids cheat on test. The worst that is supposed to happen is they get their hides skinned by their parents."

Danny shook his head. "Not the worst... Mr. Lancer, my teacher, he asked my parents to meet him at the Nasty Burger. He was always doing little things like that. Trying desperately to be the 'cool' teacher with his stupid misuse of slang he got off the Disney channel." Danny gave another smile, but it was short lived.

"He asked my parents to meet him at the Nasty Burger... he was always doing stuff like that to... trying to make students and their parents more comfortable as he talked to them about serious stuff... I told my friends how I was probably about to be expelled for cheating on a national test... so they tried to support me by hiding a few booths away from us... all the adults pretended they didn't see them, hiding behind their menus like a couple of dorks... they all wanted to make me more comfortable...

"Lancer told my parents he caught me cheating and that he wasn't going to tell the school. He wanted to handle the situation off the record as to not ruin my life... he said he knew why I did it but that I couldn't let my 'after school activities' interfere with my life... I was kinda... ever since I got my powers I was basically acting as a Superhero for my town.

"Ghostly obsessions come out in different ways. It's what anchors us to this world. I was a major comic book nerd in life so in my half death I got this weird compulsion to act out my superhero fantasies... When I tried to stop it literally hurts and I can feel things twist and burn. It is legitimately part of my after life. Something I have to do or I'll die or worse, become twisted like the more deranged ghost... Mr Lancer knew all that. Is why he had been trying to help me so much the last few months. He learned my secret and wanted to see me succeed in all my passions... He really was a great teacher...

"He took me cheating as a 'cry for help'. It proved to him I couldn't balance my school work and my 'after school activities'. Basically as punishment for cheating he made me confess what I had been up to my parents and promised he would protect me if things went south... I didn't have the chance... there was an explosion. The restaurant's boiler had gotten damaged in a ghost fight I had gotten into earlier... no one realized it and it blew up. I only survived because I'm already half dead...

"If I hadn't cheated none of us would have been there. If I had paid more attention to collateral damage, the boiler wouldn't have gotten damaged... and if I had told my parents I died from the start none of this would have happened in the first place... it was all my fault, in every conceivable way. You can't tell me differently."

"I wasn't going to," Donna promised.

The tears finally began to fall. Donna gently pulled the child into a hug and rested the boy's head on her shoulder. She wanted to say something but couldn't find the words. So she simply hugged him as he cried.

The Doctor watched with the babies from the hall.

As if to ease the tension, one of the babies spit up a burst of green flame.