Please, you've got to help me! You said I could survive. You said you'd help me!

HELP ME!

The Doctor gasps awake, head flinging up from where it had fallen back, feet that were precariously balanced on the edge of a desk slipping off and hitting the floor. Unable to shake the image from his mind, it takes a large number of deep breaths in order to restore some level of calm.

His back is hunched, and he places his head in his hands, rubbing his face to try and make it go away. By the time he feels more comfortable, his elbows have left sore stings in his thighs, and he rubs at them in the vain hope of comfort.

This is how he's spent the last few days – lost in a bad memory that in the end was resolved, exhausted but aware that every time he closes his eyes it all comes pulsing back. After Clara's deposited home, safe and sound for a night of sleep, he just drops off whenever the mind can't shout 'Just another five minutes!' anymore. Hence how he'd fallen asleep with boots so close to the edge of the desk.

Broken out of his musings by the shrill ring of the phone, he stood up and stretched out his back before moving slowly to answer it. He checked who it was before picking up – although he'd be genuinely amazed if it was anyone other than Clara. "Ah, Clara. Is everything all right?"

"Yeah, just checking up on you."

"Clara, I must have dropped you off ten minutes ago."

"No, it was more like an hour and a half ago."

"Oh." Had it seriously been that long? He was being generous when he'd said ten minutes. "That's still much sooner than usual. Clara, are you alright?"

"I'm… I'm fine honestly… All right I'm not great, and yes I can hear you glaring through the phone." He smirked at that. "Doctor, I can't sleep."

"I know the feeling – Err, well, I could always pop round." The first bit he mumbled, but then the latter was audible. The second section was a little of a shock to himself: did it say more about how he saw Clara, or his own wants?

"You not busy running off somewhere?"

"Nah, not tonight."

"Oh okay then. But try not to park right across a doorway again, bit of a pain."

The sound of the TARDIS was almost instantaneous after she hung up the phone. A great beaming smile already sneaking across her lips, she went into the kitchen to fetch a nice bottle of wine and two glasses. A clunking sound signalled the TARDIS had landed, and she turned round to the creaky door opening. "Have you even tried to sleep?" The Doctor quizzed her, noticing she was still wearing the same clothes as when he'd dropped her off.

"… So I may have told a slight un-truth, but I missed you. And you offered to come…!"

"Ah, you have a point, I guess." He exclaimed as he collapsed into the sofa, Clara placing the de-corked bottle and glasses on the table before joining him. She poured out two glasses and offered him one, to which he smiled broadly for and sat further upright. His fingers drummed the edge of the glass, ring clinking as it made contact.

"Never mind me, something's up with you."

"How come?"

"You haven't been like this since the beginning. The very beginning, when you asked me if you were a good man."

"Well-"

"Well?"

"I'm definitely not sure if that's true now."

"… What could have happened to get you so shaken up?" It was then he realised she meant literally shaken, as he glimpsed the level of wine jitter around the side of his glass. He returned it to the table, and rubbed his hands together, mentally preparing himself from the onslaught that followed.

He closed his eyes and began, detailing in as much as he was capable the events which led up to her and Missy very nearly dying (God knows what would have happened if Missy hadn't been there, even if what she did was for her own survival). By the end, his breaths were ragged, his lungs barely filling and his hearts falling out of unison. What he didn't notice until the very end, however, was the soft hand rested on his thigh, with a thumb rubbing gently backwards and forwards.

"And you've been hung up about the whole affair ever since." Clara finished for him. "That's why you were so unfazed by that snake-man taking us to Davros."

"Colony Sarff."

"… Sorry?"

"The 'snake-man' is Colony Sarff, and 'he' is actually a colony of snakes taking humanoid form, and… oh it doesn't matter. Plus, it wasn't meant to be 'us', just 'me'. Or 'you' from your viewpoint. Oh WHATEVER!" With that he took a large gulp of wine from the glass that still sat on the table before sinking back into the sofa, rubbing his temples profusely.

"What happened? In the end."

"I went back. Saved him. Figured I had to, because of that Dalek."

"It had to know mercy…"

"Yeah. Something like that."

"But you still feel shame. That you still did something wrong." For once he had no reply, and simply sat there, with a face Clara recognised from once before.

The silence lasted an uncomfortable minute, that felt like an hour for Clara and even longer for the Doctor, as he battled with what was within. "Tell you what," she spoke softly so as not to press him during this troubling time, "How about I stick some mindless Saturday night telly on and that'll bore you to sleep?"

He hummed at the suggestion, the noise faltering a little in the middle. "Why not?" She flicked on the television and then, much to the Doctor's surprise, beckoned him to lie down. After a moment of hesitation, he did so, his head landing on her thigh as she stretched her legs out underneath him.

Potentially even more surprising was the soothing hand that landed on his head five minutes into the programme, slowly massaging his scalp and fiddling with his tight curls. Immediately, the sensation was too much, and he jolted away from the touch. "Shhh, shh, sorry, it's okay." He lay back down and the movement continued, but after a while he became fond of it, having to stop himself from leaning into it. He had to retain some of his edge, after all.

Once three good dances or baked goods or whatever it was that Clara was watching (quite intently to his dismay) had passed, his eyelids felt a lot heavier than before, but not in a sense of striving to stay strenuously awake. For once in a long while, he felt content and comfortable, his vision not flooding with distressing visions as before. Still, he initially resisted the temptation of sleep, but as Clara's arm moved from his head to his arm and began lightly dancing over his shoulder, he gave in with a large exhale signalling his defeat.

Clara heard the deep breath, and looked down over the Doctor's small smile. Although a simple thing, it was a look she hadn't seen on him for a long while, perhaps since they ran off together after Christmas and the Dream Crabs. His breathing was still rapid for a while, but gradually slowed to something that resembled sleep, soft snores eventually following that. She continued to stroke him however, giggling a little when he'd react to somewhere ticklish or nice. She'd remember that for later. To the unknowing eye, they would appear in this moment as two lovers. As far as Clara was concerned, she was just helping out her best friend.