River Song had a way of popping in and out of peoples lives, unaware of just how much of an impacted she had on others. The Doctor, well… she intrigued him, but for all the wrong reasons. To him, she was a puzzle, a piece of his life that was yet to be lived. But to Donna Noble, River was one hell of a woman.

Their day started as mundane as possible for time travelers - a quick trip to the Renaissance Era, nearly killing Michelangelo, the usual. But it was when they were back in the Time Vortex, ready to call it a day, when things started to get interesting. Bursting through the TARDIS doors came River Song, covered in soot and ash. The Doctor, who at the time had been tinkering with the controls, stood slack jawed. Donna, who had stopped midway through her journey to her room, couldn't help but let out a chuckle.

"No no no no no no no!I just cleaned her," the Doctor groaned, dragging out the syllables of his last word. He rushed over to the mysterious woman, helping her off the ground.

"Hello to you too, Sweetie," she sang, and requested a bath.

Donna knocked softly on the door to River's room, one that TARDIS had made especially for her within a fraction of a second. She waited for River to answer with a soft 'come in' before opening the door, clutching a cup of tea in her free hand.

"Hey, I just wanted to mak- oh…" Donna trailed off, only just noticing that River hadn't dressed yet. She stood at her armoire, a fluffy white towel acting as the only thing between her naked flesh and the outside air. She ginger flushed a ruddy pink with embarrassment, quickly turning away. "I didn't know you weren't dressed, I can come back."

"Nonsense," River replied, taking a hold of Donna's hand before pulling her into the room. She eyes locked onto the cup of tea in Donna's hand. "Is that for me?"

"Hmm? Oh, yes. I thought you'd might like one after… well… whatever the hell it was you were doing today!"

River laughed heartily, taking the mug from her. She placed it on her armoire after taking a small sip before turning her attention back to Donna.

"Is that all?"

Donna chewed on her bottom lip, locking her eyes with the other woman. She stayed silent for a few moments, weighing her options before giving a curt nod.

River sighed overdramatically, turning her back to Donna once again. "Pity,"

Donna found herself tracing River's spine mentally, longing to reach out and stroke the toned muscles of her shoulders all the way down to her small of her back.

"I'm sorry?" she finally chocked out, breaking away from her imagination just long enough to speak.

"I thought you'd finally worked up the courage, I guess I was wrong."

"Courage for what?" again, a lifeless, distracted answer.

River pursed her lips, peering over her shoulder. Somehow Donna had caught her movement through her delirium, quickly refocusing her line of sight on a more innocent area.

"I've seen the way you look at me, Donna. The way you're looking at me right now. It's quite conspicuous."

Donna flushed once again, but covered it up with a sputtering cough. "What? How hard did you hit your head earlier, River?"

The older woman, for the second time, turned towards Donna, leaning back against her dresser. "Don't be embarrassed, love. I've been looking as well, though I'm a bit better at covering it up. You're quite attractive, you know. Very tempting…"

With that, River made the first move. She stepped closer to Donna, cautiously placing a hand on her hip. Donna swallowed hard; she wasn't entirely sure if she was dreaming or not, but she knew she didn't want to wake up if she was.

"Come off it…" Donna replied breathlessly as River moved her face closer to her own. For a moment she thought the woman was going to kiss her, but instead her brought her lips to her jaw line. River placed soft, slow butterfly kisses down towards her jugular, before smiling against Donna's pale skin.

"Oh but you are, darling. I can barely restrain myself around you."

Donna's eyes grew dark as she accepted River's words as a confirmation of reality. As River's lips traveled lower down her neck her breath hitched, which earned her a chuckle. The blonde's fingers found their way to the buttons of Donna's night shirt, popping each open slowly. Donna, in return, rested her hands on River's hips, softly tugging at the fabric of her towel.

River, noting the woman's impatience, made quick work of the rest of her shirt before pulling off her own towel. Donna stepped back, drinking in the woman's body. Her tan skin went on for miles, not flawed with freckles like her own. River's breasts, ample and topped with dark nipples, seemed to cry out to be touched. Donna reached out for the other woman, but River simply grabbed her hand and brought it to her lips.

"Tonight is for you, Donna," she whispered, nudging the ginger down onto the bed. Donna settled in against the white cotton sheets before allowing River to continued her exploration.

Her first move was to push Donna's shirt away from her body, revealing to her the woman's flushed body. Donna looked away, unsure of how River would take to her. She wasn't accustomed to people taking her in, examining every bit of flesh that clung to her bones. Especially not someone as beautiful and sexy as River Song.

But, to her surprise, River brought her lips to her chest and murmured a soft 'perfect' against her skin. Donna fought a blush and watched silently as the time traveler trailed kisses down to her left breast, taking her nipple into her mouth. The rosy bud sprang to life under River's skillful tongue, flicking and massaging the flesh. Donna could only imagine what a tongue so talented could do on other parts of her body, and she moaned in anticipation.

River brought her right hand to massage Donna's other mound, kneading it, rolling her erect nipple between her middle and index finger. Donna panted softly, bucking her hips against River. The shocks that ran through her veins were too much - she needed her.

"River," she breathed, locking her glassy eyes with River's devilish ones. Instead of answering to her pleads, River brought her knee between Donna's legs, allowing the woman a bit of friction while she waited for her to be done teasing.

Finally River let her right hand travel down Donna's smooth, warm skin. The ginger wanted to watch, but she couldn't keep her eyes open any longer. She rested her head back, trusting River to put her out of her agony. And she did, to some extent. The blonde brought her hand to Donna's core, kneading her just as she had her breast. While she was thankful for the much needed attention, Donna wanted more.

"River," she said again, this time with a slight hint of finality in her burr. River smirked, unlatching herself from Donna's nipple before peaking up at her. Donna had opened her eyes once again, and she found them dark and dilated.

Teasingly but not slow enough for Donna to grow impatient, River trailed open mouth kissed down towards the area that Donna needed attention the most. She settled between her legs, dragging her tongue across the soft skin of her inner thigh. Donna sighed, gripping the sheets in anticipation for what was coming.

River stayed still for a moment, allowing Donna to squirm and writher, to beg to be given a release. The younger woman whimpered, bucking her hips off the mattress. River finally gave in, gripping Donna's thighs before spreading her open. Her tongue sought Donna's clit, flicking and poking at the engorged nub. Donna gasped, which bled into another whimper. River drank in her sounds as encouragement, suckling and scraping her rough tongue against the sensitive skin on Donna's bundle of nerves.

As Donna's moans and pants grew louder and closer together, River added her fingers into the mix. She slid a single digit into Donna's heat, finding her warm and wet. A few slow strokes later she added another, setting a slow pace for her new lover. Donna bit her bottom lip, focusing on the feel of River moving within her. Her body screamed for a release, yet she wanted to make it last as long as possible. Who knows when they'd get a chance to do it again, if at all.

Against her hearts judgment, Donna moved against River, speeding up the pace. River found her need intoxicating and ran her teeth against Donna, thrusting her fingers quicker into her core.

Donna arched her back, whimpering River's name as her orgasm drew near. She wanted to hold out, but her talent fingers and mouth were making it impossible. River sensed Donna's reluctance and curled her fingers against Donna, slamming as far into her as possible.

That sent her over the edge. Donna yelped, her body tensing as stars exploded behind her eyelids. She rode the waves of her pleasure out as far and as long as possible before collapsing against the mattress, limp and numb. River gave a few last flicks of her tongue, savoring Donna's sweetness before pulling away. She kissed her way back up to Donna's lips, allowing the woman to taste the product of her orgasm.

Donna chuckled breathlessly, searching River's eyes. They were just as unreadable as ever. It was impossible to tell what that woman was thinking.

"Thank you," she finally forced out, which earned a musical laugh from River.

"No, thank you," River replied, brushing a strand of dampened hair from Donna's face. "I've never had a ginger before."