Disclaimer: is necessary.

A/N: This is shamelessly romantic fluff written for 'grey lady of gallifrey's' birthday. Enjoy.

There were occasions when he… wanted. Times when he forgot himself – forgot his past and all the things that have happened in his life – and became all too aware of himself as a man, a man with needs and desires begging to be satiated. And at times, he was all too aware of her as a highly desirable woman.

He had been wrestling with said urges for the best part of three days, unable to quell them or even dissipate them slightly. It had all started after their visit to Maginus Four, where there was a war going on and he had somehow managed to lose track of her before being unable to find her for over a day. And when he did find her, covered in bruises after falling in the crowd where he lost her and in dire need of tea and chips and sleep, he hadn't been able to stop himself from pulling her against him, pressing his lips against her own in relief and murmuring, "Rose, I can't lose you. I can't." It was later that night, as he sat by her bed and watched her sleep in case she had nightmares that he had felt the tingling onset of desire. He had told himself that it was fleeting, there only because of his relief at finding her and his need to keep her close, but he hadn't been able to keep up that charade when it continued all the next day and into the night as well.

It was then that the Doctor decided to have a Good Think, the result of which was several conclusions:

1) He was very much a man.

2) Rose was very much a woman.

3) His desire for her, whilst there in some form practically since they had met, was getting stronger and persisting more frequently, and was always there, lingering deep down inside of him, making him want her.

4) He wasn't sure how much longer he could go without acting on the contents of Conclusion Number 3.

5) Most terrifying of all, what he felt for her wasn't the simple desire a lonely man feels for an attractive, warm woman. It went a lot deeper than that, to things he wasn't willing – nor would he probably ever be - to put a name to.

6) He didn't want to deny himself (or Rose, if she'd have him) any longer.

Which is how it came to be that he was dressed up to the nines in a tux – complete with bow tie and shiny shoes – waiting in the TARDIS console room for Rose to finish changing so that he could take her to the Bi-Annual Summer Ball at the Great Palace of Kasternan on the planet of Cyrus, and maybe start dropping some hints as to exactly how he felt about her.

-8-8-8-

Rose entered the console some time later, wearing a dress that could only have been made to drive him crazy upon sight. Toffee-coloured and long, it had a slit up the right side that flashed a tantalising glimpse of leg and clung to her curves as though it had been made especially for her. Which, he supposed, it might well have been. In his experience, the TARDIS was not above meddling with the dimensional properties of things if the situation called for it. Rose had a lovely amount of cleavage on display, just enough to tempt (and it definitely did) but not enough to be considered indecent or trashy. Even her bleached hair looked classy and sophisticated all mussed up and shiny. Dark, smoky eyes completed the effect that he was currently working so hard to memorise for future reference.

"What d'you reckon?" she asked, biting her lip nervously.

His mouth made a movement approximating that of a very stunned goldfish, but no sound came out.

"Not too mutton dressed as lamb, is it?" Rose continued on, smoothing her hands down her sides to flatten out imaginary wrinkles in the dress.

He realised when she looked at him expectantly that she was waiting for him to say some actual words instead of standing there looking at her with his eyebrows off somewhere in his hairline. "Not at all," he eventually said.

She frowned at him, and he instantly wanted to rid her face of the expression. "Doctor, are you all right? You're a bit… twitchy."

Hmmm, thinking about it, he supposed that he did look a bit 'twitchy.' He stopped moving, holding his hands by his sides even though all he wanted to do was reach out and twirl Rose around so he could see her from every possible angle. "I'm fine," he assured her. "It's just…" He gave up on standing still then, crossing the console room until he stood a couple of steps away from her. One of his traitorous hands brushed a wisp of hair away from her face without prior permission from his brain. "You look gorgeous, Rose," he murmured. "All the men will be jealous that I get to dance with you and they don't." And, he decided, if he had any say in the matter then they would be very jealous indeed. He intended to show Rose a bloody good time tonight. He was rapidly forgetting the reasons why he usually held himself back from such things.

She smirked at him, clearly not believing his words. "Doctor, it's a nice dress. It's not a magic dress."

He touched her cheek gently. "The dress has nothing to do with it."

Her mouth opened and closed a few times before she said, "Oh." Her cheeks flushed, and she bit her lip in that adorable way she had when she was a little unsure of something. Then, just as quickly as she had lost it, she recovered her composure, looking up at him with a smile on her face. "Thanks," she said. "And, if I may say so, you're looking very handsome tonight."

He grinned. "Ah, now this actually is a magic suit. Belonged to a magician on Cyrus – that's where we're going, by the way – and he… I'll shut up, yes?"

Rose giggled. "You don't have to. I like it when you tell me things."

"Really?" He thought that maybe he sounded a little bit too eager but couldn't bring himself to care, not when his lovely companion started fiddling with the pendant that fell to just above her breasts, naturally drawing his gaze.

"Really," she replied, apparently not noticing that he'd been distracted. "So what exactly is this ball celebrating?"

"Summer," he replied absently and probably far too briefly. He lifted a hand and let his fingers brush against hers where they played with the necklace, feeling the heady combination of cool stone and warm skin and letting it wash over him. "Summer and all the things that it helps bring to fruition," he elaborated, thinking that he was doing a pretty good job of speech considering the situation.

Rose's breath hitched in her throat as his hand slipped into hers, fingers locking together as he bought their hands down to swing gently in between them. She was looking up at him with eyes big and intent and oh-so-deep. Her free hand came up to rest on his chest, and he felt the desire that had been bubbling under the surface for three days begin to spill over. "Your hearts are beating really fast," she said, concern in her voice and on her face.

"You're really warm," he retaliated, slightly unnerved by the gravely tone of his voice.

She grinned at him. "Like summer?"

"Yes!" Bit loud, that. He lowered the volume of his voice. "Yes," he said more quietly, more intensely. "You're all warm like summer and you smell like flowers and you're named after a flower, so it's really quite appropriate if you think about it. And that's largely what these people are celebrating, flowers. Their seasons are a bit strange, you see. It means they only get summer every other year, hence we're going to the Bi-Annual Summer Ball, and because of their climate it means everything flowers and comes to life in the summer so there's lots of baby animals and new life about. Magic! Just like the man who owned my suit. He was magic. He turned water into roses once – you would've loved it! Not quite Jesus, seeing as he couldn't manage the wine, but still very good and I haven't really breathed in a while, have I?"

Rose shook her head. "No." The hand that was held in his gripped him tighter while her other hand slid up to feel his forehead. "You're hotter than normal. Are you sure you're not sick? Because we can do this another time if you are."

Awww, bless her. She really was concerned about him. Her brow was all furrowed and she was willing to give up their night out and everything. But this night had a very important purpose, one that could not be ignored. "I'm not ill, Rose," he said in what he hoped was a reassuring manner. "In fact, I'm better than I've been in a good long while. And do you know why?"

"Why?" she asked softly.

There it was. His opportunity to let her know that he wanted her as more than just his companion, that he wanted to stop wasting time with her and soak up every little bit of her. He stepped into her, so close that he could feel the rise and fall of her chest against his as she breathed. His head dipped towards hers, his lips level with her temple. He let his lips brush over her skin once, twice, and then he said, "Because of my magic suit."

Oops.

-8-8-8-

The ball was wonderful, full of people and music and atmosphere, and ordinarily she'd be soaking it all up and having the time of her life (and making the Doctor dance with her against his better judgement). Tonight, however, Rose was feeling a little distracted due to the recent actions of her Time Lord companion.

The Doctor was being weird. Granted, he was always a little bit weird and so it was largely to be expected, but this was weird on a whole new level. Ever since they'd been reunited on Maginus Four a few days previously, he'd been acting strange. He'd kissed her. He'd kissed her on Maginus Four when he found her again after their separation, a fact that she had put down to relief and spur of the moment actions until the odd behaviour had continued. He'd been watching her sleep, she knew. Not that it bothered her, but it wasn't something he usually did and so it troubled her a little. Then there was the excessive touching. Sure, he always touched her and hugged her – perhaps even a little excessively on occasion – but nothing on this scale. It was like he couldn't bear to let her go, but as though he was holding back at the same time.

Desperate but hesitant, she thought it was. Like he needed her but was scared to. Especially earlier this evening on the TARDIS, when he'd been looking at her as though he was drowning and she was his salvation. She wondered if perhaps she should ask him about it, see if anything was wrong. Not that he'd tell her, of course. He never told her when things were wrong, just pretended that he was fine even though both of them knew better.

She wondered if he was looking for comfort after their somewhat harrowing experience a few days previously. Maybe something had happened to him while they were apart, something he was scared to tell her about. Maybe he was looking to her for reassurance.

She took a sip of the fruity champagne-like drink the Doctor had acquired for them and then turned to face him. He was watching the huge ballroom from where they stood on its fringes, next to a set of large glass doors that led out onto a balcony. He was standing still, but he looked to Rose as though he was in permanent motion. He appeared to be vibrating slightly, humming with unspent energy.

Right, enough is enough. She used the hand that wasn't holding her glass to coax his hand out of his suit pocket and then held it, her thumb brushing over his skin. He turned to look at her, a soft smile and a startlingly open expression on his face. "Rose," he said with tender affection in his voice. His fingers wrapped around hers, squeezing lightly. He opened his mouth as though going to continue, but she cut him off.

"Doctor, I need to know something," she said.

He looked at her quizzically. "What? Anything."

She tugged on his hand and led him out onto the balcony so that they could have a little privacy, leaving her glass on a table as they went. The cool night air washed over her skin and a gentle breeze blew her hair back over her shoulders. Her dress brushed against her legs, sending little shivers through her at the contact of silk and skin. She ignored it. "I need to know if you're okay," she told him. "You've been a bit, I dunno, a bit different lately. Is anything wrong? And don't you dare say you're fine if really you're not."

He closed his eyes, dropping his head slightly. He shook his head, as though resigned about something, as though she had caught him out. When he opened his eyes once more and lifted his gaze to hers she was startled by what she saw there. In his eyes was the usual care and affection that she saw every time he looked at her, but coupled with something else. Something that was familiar but new at the same time. Something which, if she didn't know any better, she'd be inclined to call want.

It caught her off guard a bit, the way he was looking at her. Part of her was elated; she wanted the Doctor, felt more for him than she ever had for any other man. She loved him. Always had, always would. But she'd been resigned to ignoring those feelings and being content with whatever it was he was prepared to give her, which most of the time seemed to be an intimacy just chaste enough for them to remain friends instead of something more.

And she was fine with that, she really was. She loved her relationship with the Doctor, although it didn't do anything to lessen the way she felt about him, especially on those days when he was feeling more inclined towards affection than normal (if such a thing as 'normal' even existed when he was around). Sometimes the tension almost killed her.

The tension that currently hung between them seemed enough to actually kill her if something didn't happen to relieve it soon.

The Doctor cupped her cheek with one hand, his thumb brushing over the soft flesh as he gave her a smile that would do a pretty good job of melting the iceberg that sank the Titanic. "I have been different lately," he admitted, ignoring her question as she suspected he would. "But that's not a bad thing, not necessarily. In fact, I'd say it was a very good thing, although…" He trailed off, and the expression on his face changed until he was watching her with something that she would probably call fear if she didn't know better.

"Although what?" Her voice sounded quiet amid the babbling voices that came from the ballroom.

He gave her an apologetic smile. "I'm a little nervous," he admitted.

He never said things like that. What did he have to be nervous about? What was going on? "Why?"

His shoulders were tense and his hands were damp and trembling against her skin. "Because I'm about to do something I more than likely shouldn't and I'm worried that it's going to scare you."

Rose barely had time to register the words in her mind, let alone wonder what it was he was about to do that might scare her before the Doctor stepped forward, closing the gap between them. She felt his breath on her face for the smallest of moments before he leant towards her and sealed his mouth to hers, kissing her with all the passion she had only ever before imagined in the more detailed of her daydreams.

Naturally, she couldn't help but kiss him back.

-8-8-8-

Relief… sort of. The Doctor felt something give inside him as his lips pressed to Rose's, his cool flesh meeting her warm mouth and instantly melting into her. She felt wonderful against him, all soft and curves and pliable as his arms came up to wrap around her, bringing her as close to him as it was possible to get. Her hands moved to clasp the back of his neck, her fingers playing in the short hair there, tugging the strands and using it to deepen the kiss.

She was kissing him back. He wondered idly if he should be surprised at that, or if really he'd known all along that she'd want him in the same way he wanted her. He wondered if she'd been waiting for him all along. He decided that he didn't really care, not when she seemed just as eager as he did and was currently brushing her tongue lightly against his own to send little shockwaves flying through his body.

He pulled back slightly after several long minutes exploring her mouth with his tongue and running his hands over her back and sides with as much decorum as he could muster (didn't want to get them chucked out of the Ball, after all – at least, not yet). Rose's lips were swollen with his kisses, and she had a lovely flush on her cheeks that he was rather proud to be the cause of.

"Well, that wasn't scary," she murmured.

He smiled. "Good."

"It was good."

His smile grew wider. "Good. I thought so, too."

She grinned at him. "Good."

He laughed then, desire unabated but somewhat calmed for the moment. He took her hand and led her to the stone wall that ran around the edge of the second floor balcony, positioning her in front of him to look out on the lush gardens that surrounded the Palace of Kasternan. He looped his arms loosely around her waist and her hands came up to rest on his.

"It's a lovely night," she said as a gentle breeze blew her hair back over her shoulders to tickle the skin of his throat.

"It is," he agreed, thinking that their beautiful surroundings were only a tiny part of what made this a lovely night. Any other time he was certain that right about now he would babble on for a time about summer and plants native to Cyrus, but tonight there were more important things, more lovely things that deserved his attention far more than did alien flora and fauna. He kept quiet despite his natural disinclination to be brief.

There was a loaded pause before she spoke again. "Why now?"

Oh. He hadn't been expecting that question. He wasn't entirely sure how to go about answering it without sounding like a bit of a ninny. He thought about it for a few moments before answering, knowing that he couldn't lie to her, not about this (at least not totally). "Because I did some thinking, and decided that I didn't want to wait any more," he said eventually, honestly. It was easier to be honest when she couldn't see his face. "I didn't want to be in the TARDIS one day years from now, looking back on our time together with regrets when I could have beautiful memories instead." He waited a moment, a flicker of worry beginning to creep up on him. "Is that okay?"

He could hear the smile in her voice when she replied, "Yeah. It's definitely okay." She laced her fingers with his and pulled him closer to her so that his chest brushed against her back with every breath he took. He was careful to keep his lower body away from hers for now, however, to avoid her coming into contact with a part of his anatomy that was entirely too happy for their semi-public situation and hesitant first steps towards becoming closer. "More than okay," Rose continued. "As long as it's all right with you, that is…"

"Yes," he said simply. "I started it, didn't I?"

She hummed in her throat in response. "That's good. Because that kiss was very… satisfying. I don't think it will be able to remain a one-off for very long."

The Doctor couldn't resist that one. "Oh, Rose, you have no idea how close I am right now to being satisfied." Semi-public situation be damned, he let his hips brush against hers for a moment to make sure he got his, um, point across.

She didn't miss a beat, his wonderful human who he wanted more than anything and, more amazingly, wanted him too. "Then maybe we should go back to the TARDIS so I can make sure you're completely satisfied."

He'd been expecting a snappy comeback – after all, he wasn't foolish enough to think that Rose was a blushing virgin (although there was something strangely appealing about that notion) – but her words still managed to provoke a sharp rush of blood somewhere south of his head, leaving him a little light-headed. He tried to form some words into the shape of a coherent reply, but failed. "Guhhnsh," was the approximate sound he managed instead.

"Indeed," Rose replied dryly. And then, as though she was completely unaffected by the events of a few minutes ago (he knew better though; he could sense her elevated heart and respiration rates), she moved away from him before holding out her hand and nodding towards the doors. "Shall we?"

What could he do but follow her anywhere, everywhere?

-8-8-8-

Some time later…

They lay together in his bed, Rose sprawled across his chest and sleeping soundly while he idly traced patterns up and down her arm and thought some Important Thoughts about Things.

Tonight had gone well, he decided. Very well. His lips quirked upwards slightly as looked down at Rose, all pink and yellow and bare skin and in his bed. It hadn't really been the great seduction he'd envisaged when he'd planned this evening, but that was largely due to him being so distracted by her that he didn't have the concentration left to make even the slightest attempt at subtle seduction. The same went for his plan to drop a few hints about how he felt for her and nothing more.

Things had definitely been more explosive than anticipated, but, he thought, perhaps that was only right. He and Rose did nothing by halves. They threw themselves into things wholeheartedly, be it danger or new experiences or bed (apparently). They did things with passion, because in this life there was never any time to be cautious. Caution or hesitancy could mean the loss of something that should most definitely not be lost if it had even the smallest chance of existence. Action was everything in the Doctor's world, and currently, everything was the way it should be.

He smiled, and let his eyes drift closed as he tightened his arms around Rose. There was, he thought, something to be said for desire, and he was very much looking forward to exploring the notion further now that the way was open. That, however, could wait for another day. For now, he was satisfied.