Clara had been enjoying a nice cup of tea and a good book. Had being the operative word, since as soon as she'd gone to take a sip, someone had started hammering profusely on the front door. Clara jumped, startled, sloshing tea all over her jacket. And her book. "Are you-are you serious?" She spluttered, apparently questioning the cosmos. Or at least the Doctor, because there was no doubt in Clara's mind that it was him currently trying to break her door down.

Clara stalked over to the door and opened it crossly. "Doctor, you-" She broke off when the Doctor grabbed her shoulders.

"Clara, I need your help!" Clara blinked up at him, surprised. He looked slightly panicky, an expression she wasn't used to seeing on his new face. Or his old face, either, she mused.

"What? What happened now? Are aliens invading? Is the world in danger of imminent destruction?" A sudden terrible thought struck her. "Did the school blow up?"

"Worse," the Doctor said gravely, hands still on her shoulders.

"Well, what do you need me to do?" Clara straightened up, ready to help. She could yell at the Doctor later. The Doctor grabbed her wrist and hauled her out the door. Clara yelped in surprise.

"I need you to distract someone," he said, dragging her down the path. Clara blinked again, jogging slightly keep pace.

"Um. Okay. Why me, and what will you be doing? Please let go of my hand, by the way."

"Sorry." The Doctor released his death grip on her wrist and Clara rubbed at it. The Doctor was insanely strong and often forgot that puny humans were no match for him. "I will be sneaking past to the TARDIS. And as for why you, well. You're pretty."

"Okay, two questions." Clara stopped and crossed her arms. The Doctor kept walking before noticing he'd lost his companion, then doubled back.

"What?" He said irritably, shifting his weight from foot to foot.

"One," Clara held up a finger for emphasis, "why isn't the TARDIS here?" Two," another finger, "do you really think I'm pretty?" The Doctor looked her up and down.

"For a shortish human, I suppose," he admitted. Clara rolled her eyes, not entirely upset. "And the TARDIS isn't here because she wouldn't listen to me!"

"You mean you just don't know how to fly it."

The Doctor glared at her. "Clara Oswald, you-"

"Are absolutely right." She cut in, grinning cheekily.

The Doctor glared at her a bit more before grinning ruefully. Clara liked his smile; he'd rarely done so since his regeneration and it made his whole face light up like a schoolboy.

"Yes, yes, I suppose. I put in the location for your house and she materialized in a park several blocks away." He started walking again, forcing Clara to once more jog to catch up. Short legs.

"So what's the problem?" She panted, slightly out of breath. The Doctor was surprisingly spry for his age.

"Eh, well…" The Doctor stuck his hands in his pockets, revealing the bright red inner lining of his coat. "I got out and explored for a bit, then saw someone…I couldn't make it back to the TARDIS without being noticed so I got out."

"You ran away?" Clara said incredulously. "You? Just who was this person?"

"I did not run away!" The Doctor complained. "I made a strategic retreat."

"To get your pretty, shortish companion's house so you could use her as a distraction."

"Hmmph, well, when you put it like that…"

Clara had tried and failed spectacularly to get the Doctor to divulge more details during the walk to the park. "Doctor, you should at least tell me who I'm supposed to be using my feminine wiles on!" She exclaimed in exasperation as they passed through the main gates. She could see the TARDIS off to the left, neatly parked under a grove of trees.

The Doctor's response was to pull her behind a pedestaled statue and hold a hand over her mouth. Clara struggled, squeaking protests, as the Doctor slowly peeked out around the corner of the statue. Clara felt, bizarrely, that they were in some mushy romance movie where the lead has just spotted their crush and is forced to hide. The Doctor still had his hand over her mouth and Clara would rather it not be there, so she licked it. The Doctor recoiled, wiping his hand on his jacket.

"Clara, that is disgusting!"

"Works, though. Why are we hiding? Is that person here?" She poked her head out to look around, but the Doctor pushed her back.

"Not like that! You have to be more secretive-like."

"Sorry." Clara mentally rolled her eyes and repeated her earlier action, only slower this time to appease the Doctor. She glanced around, taking in the park. It was fairly well occupied, not incredibly crowded but not exactly deserted either. She stared at one person, then another, trying to figure out whoever it was the Doctor was trying to avoid. "Give me a hint; who exactly am I looking for?"

"On the bench," the Doctor muttered, waving his hand about. Clara looked in the general direction of his finger waggling. There were three benches by the tree grove, but only one was occupied. There was a man in a leather jacket sitting on it, watching the TARDIS intently.

"Him? Doctor, he looks kind of shady." Clara said nervously. Aliens and monsters she could deal with, but God forbid having to talk to suspicious looking people in the park. The Doctor shook his head.

"He's not, Clara. He's actually quite sweet. Now go talk to him while I sneak into the TARDIS."

"Not until you tell me what's going on." Clara crossed her arms. "Who's that guy and why are you so desperate to avoid him?" The Doctor looked at the ground, then at the sky, then every direction but at her. "Doctor…" she said warningly.

"All right!" The Doctor stuffed his hands in his pockets again and cleared his throat. "Old companion of mine, from several regenerations back. The fop with the velvet and curls."

"Oh, that one! You were very pretty back then." Clara said sweetly. The Doctor glowered at her for a bit before continuing.

"Anyways. Well." He hesitated. "I might've left him behind. And he probably thinks I'm dead."

"What?" Clara blinked, shocked. "But you're obviously not, so wouldn't he be happy to see you again?"

"It's more complicated than you think, Clara," the Doctor said quietly, staring at the man on the bench. Clara furrowed her brow, watching the Doctor watch his old companion. He was acting very…odd. Not in his usual weird manner, but in a way that seemed infinitely more human.

Very human indeed. Clara was suddenly reminded of the time she and her first girlfriend had broken it off; she'd spent an alarming amount of time hiding every time she'd walked by in the school halls.

Wait a minute.

"Doctor," she said carefully, "was he just a companion, or something more?"

"What are you talking about, Clara?" The Doctor looked at her sharply, eyebrows absolutely furious.

"You know."

The Doctor returned to looking at the man on the bench, gaze softening almost immediately. "I don't know. Yes. I did love him. Probably still do but…it's complicated." He sighed in frustration. "I just want to get to the TARDIS without bringing up any painful memories. Please go talk to him."

"Are you telling me I walked halfway across the city just so you could avoid your ex?"

"It was not halfway across the city! It was a few blocks and the answer is yes, so please do!" The Doctor's voice had risen slightly and the man looked around. The Doctor blanched and swore, startling Clara. She'd heard him say and oath or two around the TARDIS but it was still shocking to her. "He saw us."

The man had gotten off the bench and was heading in their direction. "Well, maybe that's a good thing. You guys should really have a talk." Clara said in what she hoped was a helpful manner.

"Not today," the Doctor muttered, before taking off in that weird, windmilling run he had.

"Doctor!" Clara exclaimed, staring after his flapping coattails.

"Doctor!" The man in the leather coat shouted as he whipped past her. "You're not getting away again!" Clara watched, incredulously, as he caught up to the Doctor and tackled him to the ground.

"Get off me!" The Doctor complained, catching her eye. "Clara, a little help?" He called plaintively. Clara shook herself into action and ran over, pulling the man, who surprisingly didn't protest, away from him. The Doctor clambered to his feet. He was a bit shorter than his old companion, she noticed. He took a deep breath and looked up. "Fitz, I-"

The man - Fitz, Clara surmised - punched him square in the face and the Doctor went down again, mostly due to shock. "You left me, you bloody alien bastard!" Fitz shouted, then shook his hand. "Ow."

The Doctor blinked up at him from the ground, completely unharmed. "Let me explain."

"You'd better," Fitz said bitterly, crossing his arms. Clara noticed he was tearing up a bit. Desperate to relieve the tension, she cut in.

"There's a café in the park. Why don't we go there and you two can talk?" She suggested. The Doctor nodded.

"Good idea."

"I still can't believe you caught me." The Doctor grumbled, swiping at a grass stain on his elbow.

"Yeah, well, I was fueled by desperation." Fitz glared at him from across the table. Clara sat there awkwardly, still a bit shell-shocked. They'd done introductions and idle chatter and were now sitting in uncomfortable silence. "I heard the TARDIS and about damn near well had a heart attack."

"How did you know it was me? I've gone through quite a few regenerations…"

"I saw you get out. There's only one TARDIS that looks like a police box, anyhow." Fitz quirked a crooked grin that Clara did not find very humorous. "Never thought I'd see it again." He fixed the Doctor with a stare. "Never thought I'd see you again. I thought you were dead, Doctor."

The Doctor shuffled uncomfortably.

"As you can see, I'm not."

"I noticed. And I'm glad you're alive, honestly, Doctor, I am. But I thought I was over you and I guess it turns out I'm not." Fitz's voice was raw and Clara got the sudden impression of a person who was, beneath the leather and stubble and swearing, very vulnerable and emotional. She felt like she was intruding on something private and wondered if she ought to leave.

"Fitz-"

"You left me."

"I had no choice!" The Doctor said roughly. "There was a war on."

"Yeah, I know, I fought in it, remember?" Fitz pointed out. The Doctor shook his head.

"That was only the beginning. Minor skirmishes. And you almost died in one, remember?"

"I got better." He seemed oddly sanguine about his near-death experience, Clara noticed. Maybe it had been a regular occurrence. Oh, who was she kidding? With the Doctor, there was no maybe about it.

"Yes, but," the Doctor was having difficulty finding the right words. "You- you almost died. And I realized that I would've had no way to fix it, like the other times. And that scared me." He reached across the table and took Fitz's hand, staring intently at him. "I couldn't lose you. Not again. I had to keep you safe."

"So you knocked me unconscious and dropped me off at the Chesterton's house." Fitz drew his hand away. "Thanks."

"Chesterton? As in Ian and Barbara Chesterton?" Clara blurted, before realizing she was interrupting a very emotional moment. She covered her mouth and whispered an apology from behind her fingers.

"Yeah, that's them." Fitz sounded slightly surprised. Clara shot the Doctor a look, wondering exactly how he knew her school's superintendent. The Doctor shook his head, as if saying 'not now.' "You didn't even say goodbye." Fitz had turned back to the Doctor.

"I couldn't."

"You left me a note. A note. All those years and you couldn't even say goodbye in person?" The Doctor opened his mouth to say something, then closed it as words failed him. "I cried for a good bloody two weeks after that, you know. Barbara was real nice about it, kept bringing me tea, kept saying it would get better. That wasn't true."

"I did it to protect you." The Doctor had found something to say at last.

"That wasn't your decision to make!" Fitz yelled, making Clara jump and several café patrons turn to stare at them. Clara waved apologetically. "I loved you, and you left me. I would have followed you to the end of the universe, and you know it!"

"That's why I did it!" The Doctor was getting in on the shouting now too and Clara smiled nervously at the café owner. They'd have to take this conversation outside if those two kept it up. "You deserved a normal, safe life after everything you'd been through with me."

"I did have a normal life, and it was crap 'till I met you." Fitz was crying now, emotionally overwrought. He swiped at his tears angrily. "Shit."

Clara decided it was time to leave the two of them alone. "I'm just going to step outside for a bit," she told the Doctor quietly. He nodded, grateful. Clara gave him a smile and made her way to the doors, leaning against the brick wall once outside. Travelling with the Doctor sure was complicated, she mused. Poor Fitz. She tried to imagine what it would be like to be abandoned by the Doctor and teared up a bit herself.

Clara found Fitz sitting on one of the benches outside the café, smoking. She wrinkled her nose and sat down next to him. "Those things are terrible for your health, you know," she felt obligated to point out. She'd had a boyfriend once who smoked. That relationship didn't last long.

"Yeah, I know." Fitz said, exhaling smoke. "Not even running around time and space for the better part of a decade made me kick the habit."

"Where you really with him that long?" Clara was surprised; she'd been travelling with the Doctor, off-and-on, for about three years by her count. A decade straight seemed almost unimaginable.

"I think so. I met the Doctor when I was twenty-seven and I'm honestly not sure how old I am right now," Fitz confessed, "but it's been- it was years." He turned to look at her. "How'd you get involved with him, then?"

"It was really weird…"

"Tends to be."

"I was calling for help with the Wi-Fi and he showed up in time to stop me from being uploaded to a data cloud," Clara explained. Fitz looked completely blank. "You know, computers?"

"Not really," he muttered. "I'm still not good with technology. I'm from 1963!" He said defensively in response to Clara's arched eyebrow.

"Are you serious? That makes you old enough to be my grandfather," Clara teased. Fitz scowled at her.

"Hey. I've seen loads more weird stuff than you, so have some respect."

"I've seen some pretty strange stuff myself," Clara challenged. She wasn't sure how this had turned into a competition. "I've had things happen to me."

"Me too.

"There are multiple versions of myself."

"Same here." Clara frowned, searching for something she didn't have in common with this blast from the past.

"I'm a computer genius!" She exclaimed triumphantly, smirking. Fitz looked at her.

"You don't look like one."

"Yeah, well, I'm sure you don't look like whatever you are either." She said hotly.

"A clone." Clara blinked, uncertain if she'd heard right.

"What?"

"I'm a clone," Fitz said, simply, before laughing. "God, that really used to tear me up inside. Now it's just a fact of life. " He dropped the cigarette and stubbed it out on the ground. A slightly awkward silence ensured, before Clara found the need to break it.

"Where did the Doctor go anyway?" She'd noticed his absence earlier but had forgotten to ask. Fitz shrugged.

"He said he had to go get something from the TARDIS." Clara thought about asking if he was afraid the Doctor would leave, but decided that was tactless. She played with her necklace instead.

"Did you two talk everything out, then?" She asked quietly. There was a long silence as Fitz took out another cigarette and lit it up.

"Yeah." He said finally. Clara bit her lip.

"Please don't hate him," she said when it became obvious Fitz wasn't going to say anything else. He looked at her, surprised.

"Hate him? I've been mad at him before, yeah, but I could never hate him." Fitz sighed. "It's just-difficult. I'm not sure what to feel. I mean," he waved the cigarette around, "he's moved on. I've moved on. Mostly. Trying to. I'm doing music. Talking with Anji, haven't seen Trix since we broke up. UNIT won't leave me alone. Anyway." Fitz paused, frowning. "What am I even saying?"

"I'm not entirely sure," Clara confessed. He grinned wryly.

"Me neither." Fitz took a long drag on his cigarette. "I guess what I'm trying to say is that I don't know what to do."

"You could come with us," Clara offered before her brain fully processed what she'd said. Oops. Fitz looked shocked but also slightly hopeful. Damn. Too late to take it back. "Part-time, like me."

"I don't know…" Fitz said uncertainly. "He's…he's not the same. Does he still like Darjeeling? Play the violin? Say your name a million times in a row and kiss people when he's happy?"

"I don't know." Clara said, softly. She really didn't; if the Doctor hadn't regenerated she might've been able to give a definitive answer, but now…

"I mean, he's still the Doctor but he's not my Doctor. Does that make sense?"

"Perfectly." Clara paused. "I saw him regenerate recently." She admitted. "It took a long time for me to see that it was still him, even if he had a new face. Because he is, Fitz. He's always the Doctor, no matter what."

"What about me?" Clara looked up sharply, cheeks flushed. She hadn't heard the Doctor approaching.

"W-we-"

"-were just sharing embarrassing stories about you, Doctor." Fitz cut in and Clara composed a mental thank you and thought it his way. "Hey, is that-" He pointed to what the Doctor was holding. Clara looked. It was a guitar case, an old one by the looks of it.

"Yeah." The Doctor handed it to Fitz, who opened it immediately and took the instrument out, running his fingers over it.

"My old guitar!" He exclaimed. "Figures you had it." Fitz glared at the Doctor. "I had to buy a new one. What, did you keep it?"

"No, honestly. I meant to leave it with you but the TARDIS wouldn't let me in your room."

"Yeah, she was probably pissed at you," Fitz snorted. "She likes me."

"She does." The Doctor agreed, rubbing his neck. "I did keep your jacket, though." He said quietly. Fitz looked up.

"What?"

"I wore it after you left, and for two regenerations after that." He sounded almost embarrassed. "It was a bit big." Clara remembered the Doctor's secret incarnation, who'd had a leather jacket, and there'd been that big-eared bloke too…she cast a sidelong glance at Fitz, who was blushing slightly.

"Not my fault you're always so short," he muttered, looking down at the guitar.

"I am of average height. You just happen to be freakishly tall." The Doctor scowled back.

"Whatever you say, Doc." Fitz smirked, meeting the Doctor's gaze for the first time. Clara rolled her eyes.

"Children," she interrupted. She stood up and walked over to the Doctor. "I told him he could come with us. Part-time." Clara said softly, standing up on her tiptoes to reach the Doctor's ear.

"What? Clara-"

"Does that really upset you?" Clara crossed her arms and arched and eyebrow. The Doctor looked flustered. He glanced over at Fitz, who was watching them hopefully, with the expression of someone struggling and failing not to give a puppy a treat.

"Of course not! It's just…you can't…don't invite people! That's my job!" The Doctor pouted and Clara snorted with laughter, covering her mouth to suppress her giggles. He glared at her before turning to Fitz. "I know I didn't say goodbye last time."

"No, you didn't," Fitz said warily, unsure of where this was going. The Doctor took a deep breath.

"I'm sorry."

"It's okay."

"No, it's not. So this is my goodbye." He leaned down and planted a kiss on Fitz's forehead. Fitz blinked and looked up at him quizzically.

"Doctor?"

"And this is my hello." The Doctor held out his hand. Fitz took it and the Doctor pulled him to his feet. "Fitzgerald Michael Kreiner," he said solemnly, "will you do me the honor of being my travelling companion along with Clara?" Fitz blinked some more before grinning hugely.

"Yes." He let go of the Doctor's hand for a moment so he could sling the guitar case over his shoulder, then grabbed it again. "Fitz Fortune: rock star by day, time-travelling adventurer by night. I could get used to that."

"It sounded like you were proposing, earlier," Clara said wickedly, smirking at the Doctor. They were in the TARDIS and the Doctor was showing Fitz around. The ship had let out a decidedly happy-sounding hum the minute Fitz had stepped through the doors. Apparently he had been telling the truth when he said the TARDIS liked him.

"Nah, the Doctor and I are already married," Fitz replied, staring at the central console with a slightly dazed expression. "Twice, actually. Although neither of them are official outside of those planets…" He trailed off, evidently overwhelmed by the TARDIS' interior.

"Doctor, you never told me you were married! Well, there was River Song, but…"

"Who?" Fitz asked. The Doctor waved them both off irritably.

"I've don't have time to discuss my marital statuses with you."

"What, not even with your husband?" Fitz said, feigning affront. Clara laughed and he winked at her. The Doctor glowered at them.

"I can kick you both off this ship right now," he threatened.

"But you won't," Clara said brightly.

"'Cause you love us," Fitz chipped in. The Doctor glared a bit more before throwing his hands up.

"Okay, okay." He smiled, acknowledging defeat. "I've got the TARDIS back. Where do you want to go?" Clara and Fitz exchanged a glance, then spoke as one.

"Somewhere awesome."