A/N: The song is Apologize by OneRepublic. R&R please. This is the first time I've written anything Doctor Who, so forgive me if you think it's out of character.

The Doctor sits in his TARDIS, for once of a few times in his nine-hundred-and-three-years, he lets his mind wander. He can't help but think of her and he can't help feeling that he's failed. He hasn't failed as his duty as Timelord to save the human race. Oh no, he's failed her, failed himself.

I'm holding on your rope,
Got me ten feet off the ground

The thought of hanging in mid-air at the bottomless pit comes to mind unbidden. He had thought, despite his confidence, that he was going to die. He'd almost told her the truth. Almost. Almost wasn't good enough anymore. Even sorry did nobody any good in a parallel world of no return.

I'm hearin what you say but I just can't make a sound
You tell me that you need me
Then you go and cut me down, but wait

He can't help if he thinks of her, with the blonde hair and the dimples as she crosses his thoughts.
He knows where she is now, that she's safe, even though they're still forever torn apart.

You tell me that you're sorry
Didn't think I'd turn around, and say...

For this one time, he's glad he's alone, as the numbing pain grows sharp once again, shooting arrows through his alien hearts.
He couldn't even make himself tell her the truth, those three little simple words: I love you.

It's too late to apologize, it's too late
I said it's too late to apologize, it's too late

There had been so many times he'd almost said it, but the words just wouldn't come out of his throat. Stuck, like a fixed point in time and space. Humans said love lasts forever, but he wasn't sure if he could prove it was true.

I'd take another chance, take a fall
Take a shot for you

Going back in time, and changing the past was against the Code. He only did so when he had to, such as a final request. As long as the paradox didn't change the universe's orbit. This one time, he wished he could go back.

And I need you like a heart needs a beat
But it's nothin new

He runs his hand through his tousled brown hair, his ancient eyes staring into the console, his two hearts beating against his chest.
No matter what he did - or tried to do - he always ended up hurting the ones he cared about most - and himself.

I loved you with a fire red-
Now it's turning blue, and you say...
"Sorry" like the angel heaven let me think was you
But I'm afraid...

Rose was cut off and sending her back with a human extension of himself was second-rate. Martha was, well, he'd messed up there anyway hadn't he? With too fresh of wounds. And Donna? The mutual understanding between friends that they'd had was broken by memory erasure that saved her life -- and broke his hearts yet once again.
To The Doctor, despite his jovial attitude, Time was one infinate memory of pain.

It's too late to apologize, it's too late
I said it's too late to apologize, it's too late

Could he really be sorry for something that wasn't --and yet, nevermind, really was -- his fault?

Would an apology really do any good? The damage had already been done. I'm sorry Rose. I love you.

It's too late to apologize, it's too late
I said it's too late to apologize, it's too late
It's too late to apologize, yeah
I said it's too late to apologize, yeah-