The Doctor wasn't supposed to fall in love with Rose. She wasn't supposed to astound him like she did. He wasn't supposed to have his breath taken away every time she smiled. And he certainly wasn't supposed to want to kiss her every time she brushed against his arm. But he did, and all he could think was This is wrong.

He was over 900 years old, she was barely twenty. He was a Time Lord, the last of the Time Lords, and she was a human. And there was no possible way she could have the same feelings. No, he knew that wasn't true. He knew she felt the same every time she looked at him with wonder, every time she squeezed his hand when they ran, every time she laughed at his not so funny jokes, every time she smiled with her tongue between her teeth; and every time he pushed her away, instead of being angry or upset, she would just sigh sadly. No, he knew she felt the same way when she picked that dress. Out of all the dresses in the closet, she had to pick that one. As she walked in, he swore both of his hearts stopped.

flashback

"Where are we going?" Rose asked as the Doctor flipped several levers, and pushed various buttons.

"It's a surprise. But wear something nice." He replied absentmindedly.

"How nice?"

"Unlucky Tux nice." Was all he said.

end flashback

Now Rose was in the wardrobe searching for the perfect dress. The two travelers had been unusually flirtatious that day, and as always, the Doctor pushed Rose away and pretended like nothing happened, for God knows what reason. So she wanted a little payback. Something that will show the Doctor what he was missing and maybe even give him a double heart attack.

Then magically, as if the TARDIS agreed with Rose wholeheartedly, she found it. It was perfect. It was dead gorgeous and it was sure to make the Doctor incredibly nervous. Rose smiled wide as she went to try it on.

The dress was simple for the most part. It was long, the hem just brushing the floor, and a blood red that accented her milky skin beautifully. It had one slit one either side, each stretching all the way to the middle of her thighs; showing off her long legs. The dress was strapless, with just a little bit of ruching on the bust and a silver band just under it. But Rose's favorite part of the dress wasn't that it showed off her legs, or let her shoulders lay bare, it was the fact that the dress was completely backless all the way to just above her bum.

She smiled as it fit like a glove. "Oh Doctor, wait until you see this."

Because of the boldness of the dress, Rose went light on the makeup, and put her hair up in a simple low-lying bun that sat just off to the side. She wore strappy red heels, but packed a pair of foldable flats. Knowing that the Doctor was going to wear his unlucky tux, undoubtedly there would have to be running at some point in the night.

The Doctor tapped his foot impatiently as he waited for Rose in the console room. What could possibly take her this long?

As he sighed, slightly annoyed, Rose walked in. And his breath hitched when he saw her.

"Well?" She asked smiling, knowing full well that she just knocked him speechless.

The Doctor swallowed hard as he tried to say something. Why did it have to be THAT dress? "I...uh...um..."

"I see. Well in that case- eat your hearts out Doctor." Rose winked playfully as she headed to the doors.

That's when the Doctor noticed the back, or lack thereof. He swallowed hard, trying to maintain his composure, but not sure that he could. He caught up to his companion before she opened the doors, took a deep breath, and said "You look stunning."

The surprise was a ball. An independence day ball for some planet in the Andromeda galaxy. Rose forgot which. With a quick flash of the psychic paper they were inside.

The hall was enormous. With vaulted glass ceilings that revealed the stars above. Shiny marble floors and columns circled the room and all around tables with various nibbles surrounded an open dance floor with a complete orchestra.

Several men also noticed how stunning Rose looked, and offered her nibbles, and glasses of champagne, flirted with her shamelessly. Aware that the Doctor was watching, she smiled bright and flirted right back. Causing the Doctor to go stiff.

He shouldn't have been as jealous as he was. No, he shouldn't have been jealous at all. Strictly speaking they weren't a couple and the way he kept pushing away Rose, she had every right to flirt with whom ever she pleased. But that didn't stop the Doctor from being angry, and did the only thing he could think of to keep his precious Rose from her entourage of suitors. He silently walked behind her, giving the group of men a glare that would stop an army, and slid his hand into hers. She turned around and noticed that he was frowning, and smiled, knowing that he was completely jealous.

When the men had dispersed, a smile returned to the Doctor's face and he looked down at Rose, who raised an eyebrow at what just happened. The Doctor blushed slightly before asking, "Rose Tyler...may I have this dance?"

"It's been a while since I've seen you dance, Doctor. Sure you still got it?" Rose looked at him with a sultry smile. She was torturing him and he knew it.

He coughed slightly and said "I know I've still got it. The real question is, do you?" He smiled in spite of himself and led Rose to the dance floor where a Waltz was playing.

The Doctor wrapped his arm around Rose's waist. His fingertips grazing her bare back, sending a shiver up her spine. Rose placed her hand on his shoulder and her other in his free hand. They spun to the music, quickly become lost in each other's eyes and completely oblivious to the world around them.

"Why were you wasting your time with those imbeciles?" The Doctor asked painfully.

Rose sighed, because she realized however much she was torturing him, what she was doing to him didn't even come remotely close to what he was doing to her. "No. You don't get to do that. You don't get to be jealous or upset, we've been doing this dance for ages and I'm so tired of trying to figure it out. Why can't you just admit that there are feelings stirring between us?" Rose was surprised that she sounded bolder than she felt.

The Doctor closed his eyes for a minute and then looked into Rose's. She wasn't angry, she wasn't impatient, she was sad, her heart seemed to break every time he rejected her, and it broke his hearts to see her as she was. "I have no problem admitting it. It's just-" He paused, unsure of what to say next.

"Accepting it?" Rose finished for him. "Yeah, that's how it always is isn't it? You think I deserve better, and that there is no way you could give me a better life. Well the thing is Doctor, you have given me a better life. I couldn't possibly go back. Not after all that I've seen. And you- well you sell yourself short. I have never met a more perfect man than the one I am dancing with right now."

The music had stopped and so had they. Rose smiled sadly at the Doctor, and lightly kissed him on the cheek. Then she ran off, back to the comfort of the TARDIS. Where she could cry her eyes out at the fool she had just made of herself. She wasn't wrong to pack those flats. That tux always meant running from something, she just didn't think it would be the Doctor.

The Doctor stood there speechless, completely shocked at what had occurred. So shocked, that he didn't have time to stop Rose before she ran off, hopefully to the TARDIS. He ran his hands over his face and through his hair.

How could he be so incredibly stupid? And why was he still standing there after all this time? The Doctor dutifully said his goodbyes to a few of the guests he had become acquainted with and ran after his Rose. His Rose- his beautifully, funny, brilliant Rose. How could he have let her run like that? How was it, that she of all people was the one that could make him feel so wonderful and so awful at the same time?

When he returned to the TARDIS he heard the faint sound of crying echoing through the halls. And he quickly found his way to her room, as if the TARDIS was telling him "Go to her, you idiot!"

He gently knocked on the door before entering. Rose was sitting on her bed, with her face in her hands. Her shoes were in a heap in a corner and she hadn't noticed him come in.

"Rose?" He choked out. He felt terrible. So terrible that he was the one that caused her unhappiness at the moment.

He ran to her side and wrapped his arms around her, clutching her tight, not ever wanting to let her go.

"Doctor, I'm sorry. I shouldn't have said anything. You are right of course, we shouldn't be... I mean I shouldn't-" Rose whispered through her tears.

The Doctor pulled away only to look at her face. He lifted her chin and looked deep into her eyes. "Rose Tyler. I want you to listen to me very VERY carefully. You have absolutely NOTHING to apologize for."

"But-" Rose started, but didn't finish because the Doctor had shut her up by locking his lips with hers. Nothing had ever felt so right. The way her lips fit into his own so perfectly, the way she kept up with his movements as they became more hungry and aggressive. His hands moved from her shoulders to her waist, his hands stroking her bare back.

Rose's hands ran through his hair as she leaned her weight on top of him, causing him to fall back onto the bed with Rose lying over his chest, not daring to be any farther apart. His jacket came off, his tie on the floor, and his shirt unbuttoned. Rose's dress was thrown into the corner with her shoes. The Doctor wrapping his arm around her waist bringing her body as close as possible to his.

Rose ran her tongue along his bottom lip, and he opened his mouth allowing her free range. Their tongues met, and it was like fireworks. The Doctor let his tongue run across every inch of Rose's mouth before breaking away and kissing her shoulders, chest, and neck. Rose stretched, allowing him access as the remainder of the clothes removed.

Rose smiled has her hands ran over his body and his over hers. As they lied there, stroking each other, smiling uncontrollably, Rose nestled into the Doctor and kissed his chest. She whispered, "My Doctor. What have you to say about us now?"

The Doctor kissed the top of her head and lifted her chin, so he could see her beautiful brown eyes and replied, "You are my one and only Rose. Never run without me again."

He wrapped his arm around her while his other hand intertwined with hers.