The Doctor's eyes snapped open as he felt the bedding shift beside him. Sarah Jane was squirming in her sleep. Again. Suddenly, she threw the blankets off to the side and sat up. The Doctor watched intently as she cradled her swollen stomach and adjusted her position on the bed.

When they found out Sarah was pregnant, they made the decision to return to Earth and stay put for a while. Now they were living together in her little flat in South Croydon. The Doctor had taken quite well to domestic life, he found he rather enjoyed the uninterrupted alone time with Sarah Jane. Now that she was in her seventh month of pregnancy, she was often awake at odd hours of the night.

"Settle down little one," she cooed softly, rubbing circular patterns on her stomach.

The Doctor smiled up at her, continuing to watch her quietly. She sighed, slowly pushing herself out of bed and beginning her nightly ritual of pacing around the room.

"Is she at it again?" The Doctor asked, sitting up and crossing his legs Indian-style.

Sarah jumped a little, then softened when she saw the Doctor grinning at her.

"Yes. Same time every night," she said.

"Do you need me to do anything?" The Doctor always felt helpless when Sarah couldn't sleep.

She simply shook her head and continued with her pacing. The Doctor sighed, climbed out of bed, and began pacing alongside Sarah Jane.

"What are you doing?" She asked. He could hear the amusement in her voice.

"Pacing with you. It's the least I could do after all."

She laughed and gave him a light punch on the arm. As they paced together he couldn't help but gaze at her, taking in her whole appearance. Her long brown curls cascaded down around her shoulders and framed her face beautifully. She was wearing a white T-shirt that was stretched out over her growing bump, and pink underwear that the Doctor couldn't help but enjoy just a bit.

"See anything you like Doctor?" She asked playfully, catching him in the act.

"Oh yes. Definitely."

She shook her head and gave him a devilish grin. She glanced over at her bedside clock and yawned when she saw that it was nearly three o'clock in the morning.

"I think she's settled down now. Let's go back to bed."

Once they were comfortable, Sarah Jane laid her head on the Doctor's chest. He smiled and placed his hand on her stomach, rubbing it gently as she began to fall asleep listening to the rhythmic sound of his hearts beating. Just when the Doctor thought she was asleep, Sarah Jane groaned and sat up.

"What's the matter?" He asked, a hint of concern in his voice.

"She won't stay still." Sarah whined, rubbing her eyes sleepily.

"Shh shh, it's alright Sarah. Come here," he whispered. She laid back down, staring straight up at the ceiling.

The Doctor re-positioned himself so he was level with her stomach. He placed a hand on top and rubbed it in soothing motions.

"Hey precious little one, you need to let your mummy get some rest. Alright? She gets very tired having to carry you around all day." The Doctor smiled and kissed Sarah's stomach. He could already feel the little kicks and squirms ceasing.

"Any better Sarah?"

"Yes very much. Thank you," she said, running her fingers through his ridiculously curly hair.

He stayed by her stomach and sang Gallifreyan lullabies until the baby calmed and Sarah Jane fell into a deep sleep. Even after they'd both gone to sleep, the Doctor stayed in his position, marveling at the life they'd created. It wasn't a usual event for a Timelord to conceive naturally. On Gallifrey they didn't need to; they left all that to the looming process. He was in complete awe of the life he'd made for himself with Sarah Jane and their impending arrival and he wouldn't trade it for the entire universe.