The Doctor stood at the console, waving his hands around enthusiastically, pointing to each button, knob and handle as he explained what each one did.

Rose had asked what he was doing as she walked into the console room that morning to find him fiddling. Somehow a simple explanation had turned into a full on lesson on the inner workings of the TARDIS.

He was vaguely aware of Rose sitting on the captain's seat, her legs curled under her and she watched him with fond amusement but fully attentive to everything he was saying. She clearly hadn't expected to receive so much information, and he hadn't been expecting to give it, but he was quickly learning this new body of his certainly liked to talk and Rose seemed open and welcome to it.

He was suddenly broken from his long winded explanation by a quiet giggle from Rose.

The sound was sweet and musical and his attention was immediately drawn to her.

"What?" He asked with a smile and quirked a brow.

She was smiling at him, bright and warm, all the same affection she held before he regenerated. "I was just thinking…" She mused and then paused and bit her lip. Then her cheeks flushed and she shook her head, averting her gaze. "No, nevermind…"

He turned to face her fully, now completely intrigued. "What is it, Rose? Something I said?" He didn't know how how anything about the TARDIS' cooling systems could cause that reaction in her but Rose Tyler was constantly a mystery.

"No." She giggled again and lifted her eyes back to him. She eyed him for a few moments, clearly debating with herself whether to continue. Then she took a deep breath and spoke, "I just find it funny is all…" She trailed off again.

His brow pressed together and he briefly glanced towards the console to find what could possibly be so funny. "What?" He prompted again as he looked back up.

She let out a quick breath and twitched in the seat. "That before...I mean...you would always complain about how I brought "pretty boys" aboard."

His smile faltered and one of his hearts stuttered as he thought back to Adam and then Jack. Pretty boys, indeed. Pretty boys that flirted with Rose and who Rose flirted right back with. He sniffed, "Yes, so?"

Her cheeks flamed again and she smiled almost sheepishly. "Well it's just…" She visibly swallowed, but her head turned and she gave a cheeky smile. "You're a bit pretty now, aren't you?"

His hearts soared. The corners of his lips twitched but he forced them to stay in a firm line as he glanced down at the console, fiddling with one of the knobs. "Am I?" He shrugged innocently. "Hadn't noticed."

Rose scoffed lightly. "Yeah, alright."

The smile that had been threatening finally pulled across his lips.

He had noticed, in fact it was the first thing he had noticed upon looking in the mirror.

He had done a quick check of himself upon first regenerating, and knew at once the hair was worth noting and certainly impressive but he didn't have much time to consider his appearance between having to explain regeneration to Rose and crashing the TARDIS.

His new gob had gone away with him when he asked Rose if he was sexy and hoped fluttered in his hearts when she blushed and smiled at the comment. Still, he hadn't had a good look at himself until later when he finally got into the TARDIS.

He thanked the universe and the regeneration energy that this body certainly was better than the last one and was indeed, pretty.

He was drowning in the leather his former self wore and tore through the wardrobe until he came across a brown pinstripe suit that seemed to fit his new, alarmingly skinny, body perfectly. He sent a silent thank you to his ship for bringing it to his attention.

He had been a little anxious about his regeneration, especially because of Rose and how she'd take it. It broke his hearts to have her look at him the way she did - in fear and suspicion...like he was a stranger.

He had convinced her though, at least that was what she had said, and with this new body he hoped he could impress her. He was still an old Time Lord but he didn't feel like one anymore. The burden of the Time War had slowly been lifting the longer he spent in Rose's presence and his regeneration lifted even more weight off his shoulders. There would always be a guilt that would never go away, a deep ache in his hearts for the loss of his people and planet but he felt alive again. He felt like the Doctor again. Not to mention, this body had boundless energy.

A pretty face, a new outfit, a new outlook on life...everything he needed, and wanted, to continue on his travels with Rose Tyler. He'd never be worthy of her, no matter how he looked, but at least it was a step closer.

"Did you do that on purpose?" Rose stirred him from his wander into his thoughts and he looked up to find her grinning at him, her tongue between her teeth and her brow raised inquisitively.

"Hm?" He was momentarily distracted by the sight of her but quickly cleared his thoughts and registered her question. "Oh, ah, no. I have no control over it. I get what I get...though I do try to hope for the best, usually." He grinned. "I could be anything, look like anyone. Two heads, though that's never happened. It could though, theoretically, I suppose. Some Time Lords have even changed gender from time to time."

Rose's eyes widened. "What, really?" She eyed him curiously. "Have you?"

He shook his head. "Nope! Only ever been male, me."

Rose nodded thoughtfully, chewing lightly on her lower lip. "How many times have you...what'd you call it, regenerate?"

"Regenerated, yeah." He confirmed and then pursed his lips in thought. "This is number ten, I believe. Hard to keep track sometimes."

Rose's brow rose. "Ten? You've had ten different bodies?"

"Over nine hundred years." He said with a nod and then smirked. "Bit of a rebel, me. Time Lords could go thousands of years before regenerating but as you know I have a certain knack for getting into trouble."

Rose laughed quietly. "You could say that again."

"Well it certainly doesn't help my companions are equally predisposed to danger, Ms. Jeopardy Friendly Tyler." He teased.

Rose just shrugged with a smile and he chuckled. She laughed right along with him, grinning brightly and then slowly it faded.

He frowned as her expression changed to one of shy nervousness and his stomach twisted. He hated that she was still so unsure around him and he knew it was his own fault for not warning her long before his regeneration. Rose had never been this way around him before, not even when they first met. The man she had come to know, to care for was suddenly gone and the new him stood in his place and she didn't know how to react.

"Rose?" He questioned quietly, taking a step towards her. She met his eyes and the corner of her mouth twitched up slightly.

"I know you're the same." She started quietly and then let out a soft sigh. "But you changed, Doctor...and you've changed ten other times before this...into someone different every time and over nine hundred years I just have to wonder...do you remember everything?"

"Oh Rose…" He breathed and crossed the space between them to sit beside her on the captain's seat. She moved over to make room for him and he tried to ignore the sting of the small space she left between them as she stared up at him curiously. Usually she'd be curled right up to his side, not an inch of space between them.

He wanted to take her hand, as he had done so many times before. After a couple seconds of debating this, he hesitantly reached out to place his hand over hers. When she didn't try to pull away, his fingers curled around hers and he gave them a gentle squeeze.

He smiled at her as he answered her. "Yes, Rose I remember. Exceptionally sharp memories Time Lords. And even if that weren't the case, I'd never forget you, Rose Tyler."

He was delighted when the light returned to her eyes and her lips curled in a smile. She straightened up and inched that much closer to him. "Yeah?"

"Yeah." He confirmed. "My face changes, my body changes, some very basic personality traits change but who I am, all my memories, my thoughts, my feelings, my values and morals, they never change."

There was a flicker of something in Rose's eyes when he mentioned his feelings. Hope, perhaps and he smiled reassuringly. He didn't like to think too much about his feelings for her, because he couldn't allow himself to go there, but he knew that for sure that they haven't changed. If it were possible, they might have even grown stronger at the fear of losing her. He couldn't bare the thought of her leaving, especially if it was because of his regeneration, so he needed to let her know that his feelings, whatever they were, had definitely not changed.

"Okay." She muttered but her smile grew and she bit her lip for a moment before slowly leaning her head to rest on his shoulder. "Good."

An immense relief swept over him, accompanied by a grin to match, at the familiarity of the simple action. Rose still accepted him as the Doctor. It would take a little time for her to get used to the very alien concept of regeneration but this simple action spoke volumes that she would get there.

"So," she began a few moments later, letting go of his hand and instead slipping her arm around his. She turned her head up to look at him with a little mischievous grin.

He chocked an eyebrow, waiting for her to continue.

"You said you were from the North, and that lots of planets have a North, but clearly, your accent has changed so you're not really from the North, are you?"

He laughed and leaned into her. "No, clever girl, I'm not. Though I think you suspected that before. Northern Gallifreyan wouldn't sound like Northern English, would it?"

She hummed in agreement and her tongue poked out at the corner of her mouth. "So?" She prompted.

"Well, to be honest, I'm not sure where the last accent came from but this one...well, I think I've got you to thank for that."

Her head lifted off his shoulder and her eyes widened in surprise. "Wha'? Me? What have I got to do with it?"

He smiled fondly, hearing the almost accusation in her tone. "You haven't noticed it's similar to yours?"

She shrugged. "Well, yeah...I guess I have but…" She slowly shook her head. "I don't understand how I've got to do with your sudden change of accent."

"Well, as I've said I have no control of it but I'm thinking….you've been such an integral and important part of my life for the last year." Her lips twitched up at that, her cheeks flushing and he grinned. "You have. So, I think, somehow your constant presence influenced how I would speak. I mean, you were right there in front of me and the last thing on my mind before it happened."

And during it. He added silently. All he could think about was that his next body would be good for her, and so far, mercifully, it has been.

"So, I changed your accent is what is you're saying?"

He smirked. "The regeneration energy changed my accent but I think there's a pretty good chance you were the influence, yeah."

"Has that happened before?" She wondered.

He pursed his lips for a moment and slowly shook his head. "Not that I can specifically recall, no. Regenerations are usually random and it could be just mere coincidence I sound like you."

"But you don't think it is." Rose concluded, still smiling.

He eyed her for a moment, taking in her expression, trying to read her. She didn't seem put off by the notion. In fact, judging by the light in her eyes he would say she seemed happy, if not honored by the notion.

"No," he told her with a blossoming smile, "I don't think it is. Rose Tyler, you've changed my life in so many ways, seems only right you'd change my accent too."

She started beaming, her mouth pulling into that full smile that he loved so much. "And you like it?" Her voice was teasing but as she softly bit her lower lip he could see the genuine question and hesitance in her eyes.

He grinned brightly. "Oh, it's brilliant! No one I'd rather sound like, Rose Tyler. Really, there's only one complaint I have about this new body of mine."

Her brow twitched as she blinked at him, almost nervous again. "What's that?"

"Not ginger!" He exclaimed and reached up to ruffle his hair.

Her features immediately relaxed and she let out a good laugh. "I don't know, Doctor...it's still some really good hair." Her eyes focused on his head where his hair was no doubt sticking up in all odd angles because of the ruffling. He seemed to have magic hair this time around but if it could put the look in Rose's eyes that was currently there he would not be complaining.

He had a sudden flash to the day before when Rose, well Cassandra-Rose, had suddenly kissed him and ran her fingers through that hair. It may have been Cassandra forcing the action but it was Rose's fingers and he suddenly longed to feel her touch again.

He viciously fought the thought down, ignoring his pounding hearts.

Still….Rose still had her eyes locked on his hair and he knew what they both wanted.

He smirked at her. "Oh, go on then!"

His voice seemed to startle her out of her thoughts and her eyes dropped to his. "Wha'?"

He didn't say anything, instead tilted his head down and towards her.

"Really?" She laughed, catching on and he could see her hands rising but hesitating on the move.

"As you said it's some really good hair. We might as well enjoy it, eh?"

She bit her lip and hesitated a moment longer before she grinned and finally lowered her hands down onto his head. Her fingers started to gently comb through the strands and his eyes shut at the sensation. Oh yes, he loved having hair.

He smiled once she started giggling again, her fingers continuing to play with his hair. "This is a bit silly, Doctor."

"I think it's fantastic." He practically purred, surprising himself. He truly was enjoying this just a little too much. Finally he pulled back, already missing her touch, but she took one look at him and burst into a hearty laughter and that more than made up for it.

"What?" He questioned with a grin.

"God, Doctor how does it do that?" She asked between laughs, pointing to the top of his head.

He moved his hands to his head, attempting to flatten out his wild hair. "Time Lord hair." He winked at her.

She let out a few more peals of delighted giggles. "Is that a real thing?" She asked incredulously.

He looked affronted. "Of course it is! I don't have human hair!"

Rose rolled her eyes affectionately. "I know that but I mean, is that really what makes it do that?" She waved her hand above her own head, indicating the wildness of it.

"Well, you've felt it, I don't have anything in it and oh you should have seen the hair I had in some of my other bodies! Just because I didn't have much hair the last time doesn't mean this is the first time and it certainly is not. I had curls once, Rose, curls! Couldn't do a thing with it, it was just sort of-" His hands flailed wildly around his head and she laughed again.

"I can't imagine that." She said softly.

He hummed. "It was something, alright. I was blonde too, once or twice."

She eyed him, raising a brow, clearly trying to picture this. "Oh you are so going to have to show me. Please tell me you have pictures or something."

He nodded. "Should do, somewhere…"

Her smile widened for a moment as she nodded and then it slowly faded again.

He knew she must have a thousand questions and he'd answer as many of them as he could to make her comfortable with it all.

"Why didn't you tell me, Doctor? That this was something you could do."

Guilt tugged at his hearts and he frowned as he regarded her almost sad expression. "It didn't occur me to say anything." He answered honestly. "It's just a normal process for me, it's like having to explain sleeping, you just wouldn't think of having to explain that to anyone. And also...it had just happened. I just regenerated shortly before I met you in that basement and it never has happened again so quickly...I thought I'd have time…."

He could see the question in her eyes and he knew he never fully explained what had happened on Satellite Five. She was owed an explanation but it wasn't something he wanted to go into presently.

"I'm sorry, Rose." He said quickly before she could ask. "I should have told you. It was wrong of me to just surprise you like that so quickly. But I'll tell you anything you want to know now."

She nodded, biting her lip thoughtfully. "Are there any other surprises about you I should know? I mean...you did grow another hand…" She glanced down to his right hand that was now rested on her knee.

"That doesn't happen regularly." He assured her. "It was only because I was so recently regenerated, the healing energy was still within me. If I lost a limb now I'd be tragically limbless." He smirked and her lips twitched in response. He sighed quietly, knowing she wasn't completely satiated by the fact. "Alright let's see then…" He inched in closer to her. "Two hearts, longer lifespan, regeneration, being absolutely and utterly brilliant," She nudged him lightly and he grinned down at her, satisfied to see a twinkle of amusement in her eyes.

"Colder body temperature." She noted as she reached for his hand and the warmth from her naturally higher body temperature radiated deep into his skin.

"Right-o, Rose Tyler." He praised, bumping his shoulder against hers and she smiled. "I think that about covers Time Lord 101, actually."

"You sure? Because Doctor, if I get another one of these life changing surprises I might just slap you into your next regeneration."

His eyes widened slightly at the threat. He could definitely hear a bit of Jackie Tyler in her tone and knew she was serious. Rose Tyler would do it first and then Jackie would do it after and that'd be two regenerations gone. He carefully wracked his brain to make sure there was nothing else too huge that might happen. He swallowed as she watched him with narrowed eyes and then after a moment he shot her a big, reassuring grin. "Positively sure, Rose. And you have my word if there is something else I've neglected to mention then I probably deserve being slapped into a new regeneration."

She hummed in agreement and nodded shortly. She eyed him seriously for another few long moments and then her features relaxed and she leaned against him.

"Alright?" He asked and she nodded with a small smile.

"Yeah, alright."

He nodded and debated his next words. She had said it several times but he had to ask, to ease that little bit of doubt still tugging at the back of his mind.

"Still the Doctor, then?"

Her eyes met his and her lips softened into a smile, a pure, wonderful smile. "Of course you are." She assured him, wrapping her arm around his again. "I'm sorry if I'm being weird but...this is...very weird, Doctor, you get that, yeah?"

"Yeah." He nodded with a small, relieved smile. " 'Course I do, yeah. You need time, Rose...I get it."

"I do." She nodded slightly. "And I think I'm mostly there. Just sometimes I still look up and expect to see him...I mean...the other you, I mean…"

"I know what you mean, Rose." He said quietly, assuring her with a small, comforting smile.

She smiled back and continued, "But I know its still you and I want to be here. I still love being here with you and you changing your face is not going to change that, Doctor, not ever."

He grinned at her and she grinned right back and he thought his hearts were going to beat right out of his chest. His brilliant, clever girl still wanted him...still wanted to stay.

She jumped, startled, as he was suddenly on his feet and racing towards the console, excitement pulsing through his veins. He spun around to face her, that grin still plastered on his face.

"Where to then, Rose Tyler? We've still got a whole big universe to explore, just you and me!"

She grinned and jumped off the seat, bounding towards him. She settled to stand at his side, her body pressed against his as he raised his brow in anticipation of her answer.

She tilted her head, tongue poking out between her teeth, eyes twinkling in delight. "Surprise me, Doctor."

At once a million different options ran through his head, there were so many different planets he wanted to take her too, so many things to show her, so many moments to share and they had all the time in the universe to do it in.