Author's note: Post-"The Name of the Doctor". Re-edited 9 July 2013

Clara wasn't sure why the Doctor had decided to take her to the planet Mei-Ferella, although she strongly suspected that it was because the TARDIS wanted to go somewhere far from Trenzalore. When she pointed this out to him, he started babbling something about the Mei-Ferellians making the most delicious kind of bubble-and-squeak.

Even though it wasn't the bubble-and-squeak that she was used to, he assured her that she would still enjoy the confection. Somehow or other, they found themselves in what looked like a cosy tea room.

A cheery, purple-skinned, humanoid feline had shown them to a table, but left without taking their order. Clara let out a puff of annoyance, though she was interrupted when the waitress came back with two bowls of something that reminded Clara of tiny multicolored orbs. Accompanying that were two glasses of a frothy opalescent liquid.

"How did she know what we wanted?" Clara asked, gesturing to their table. "I mean, we haven't even ordered yet."

"Like I said earlier, the Mei-Ferellians are renowned for their bubble-and-squeak." he replied, beaming at the waitress. "Isn't that right, Risella?"

The Mei-Ferellian -Risella, Clara told herself- smiled back at the pair. "That is true. Ismene's in particular is universally famous."

"And this?" questioned Clara, holding up the glass. "What is it?"

Risella's responding smile became even wider. "Milk."

Of course. thought Clara, hearing herself make a noise between a laugh and a snort. She blushed.

But Risella didn't seem to notice her faux pas. "Enjoy your meal." Risella sauntered off, ready to seat her next customers.

Clara picked up one of the smooth, pearl-shaped pieces, gazing at it pensively. It felt cool in her hand, and seemed as fragile as glass. She was almost afraid that if she handled it too roughly, it would shatter into pieces.

She'd been a bit bemused when she had bitten into the first couple of pieces; they actually squeaked in her mouth, causing her to laugh.

She turned to the Doctor, grinning at him, but it faltered once she saw the dejected look on his face. If she didn't know better, she'd say he was feeling guilty about something. "Doctor?" she said.

"How much do you remember?" he asked, keeping his tone neutral.

She blinked. "Sorry?"

"You've lived thousands of lives all over time and space." he pointed out, leaving his own bowl of bubble-and-squeak untouched. "How much of it do you remember?"

Clara bit her lip, letting the question sink in. Although it had been a month, they still avoided bringing up the subject of her multiple lives. It was not something she wanted to think about, and was even more reluctant to discuss it.

Despite the Doctor's curiosity, he had chosen not to say anything, likely out of respect for her. And for that, she was grateful. But now the question hovered in the air, begging to be answered.

So she considered her options. She could lie, in order to protect him. Or she could tell the truth, which would be just as difficult. Now or never, Clara. "All of it." she confessed, not meeting his eyes.

"But how?" the Doctor countered, his brow wrinkled in confusion. "When I mentioned the Dalek Asylum and Victorian London before, you had no idea what I was talking about."

Clara let out an uncomfortable laugh. She'd been terrified of him that day. "That's true. And also false." Then she clarified: "I hadn't jumped into your time-stream yet; therefore, I didn't know about those past lives."

Comprehension soon dawned on the Doctor's face. "It was only while we were in Trenzalore that you became aware of them." He regarded her with a thoughtful expression. "I suppose I unlocked the rest of your memories."

She shrugged, idly running a finger around the rim of her glass. "Yeah, I guess so." Without meaning to, she started talking about some of the lives she had lived, and the various aliases she used. She'd been flapper Clara Stanton; Nurse Clara Fairchild; lady-in-waiting Clara Hastings; and baker Oswin Driscoll, among others.

The Doctor appeared to be sadder with each new name she had revealed. That haunted, guilty look he was giving her was exactly what she had hoped to avoid. She struggled to keep her own emotions in cheque, unwilling to cause him (and her, she belatedly added) anymore pain.

"Do you regret it?" he asked softly, though she sensed the misery hidden in his tone. "Saving me all those times, I mean."

Clara frantically shook her head, unable to speak. How could he even think that? The Great Intelligence actively sought to kill the Doctor in all his regenerations. Had she not done what she did, many more people would've died with him.

This was a rather dismal thought, and to her absolute horror, she completely fell apart. All the tears she thought she had suppressed now escaped in torrents. Embarrassed, she hid her face in her hands.

"Oh, Clara..." Dimly, she heard the soft pitter-patter of feet, then felt a hand gently touch one of hers. She lowered her own hands and was taken aback. The Doctor was now sitting next to her, instead of across. He held a purple handkerchief, which he used to dab at her face.

This action elicited a weak chuckle from her. In her mind's eye, she saw her father doing the same thing.

The Doctor was murmuring something to her, but she couldn't make out any of the words. She wanted to tell him that she wasn't crying because of him. Rather, it was because of the onslaught of new memories she now had to cope with.

He had the same amount of memories, if not more, she reminded herself. For the first time, she understood why he seemed so old. It was in his eyes. They had seen so much, knew too much. But he appeared to be okay, and she almost resented him for that.

"How," she gasped. She cleared her throat and tried again. "How have your memories not driven you insane by now?"

He gave her a wearied sigh, as if he were accustomed to answering this very question. "I try not to think about them." he admitted quietly. From anyone else, the words might have sounded tactless, even cruel. But they made perfect sense to her.

"Does it get any easier?" She meant to add to keep the memories, but she couldn't seem to find her voice.

But he appeared to know what she wanted to say, because a sympathetic smile graced his features. "It's day by day." He held up his glass, a solemn expression on his face. "A toast."

She mirrored him, raising her own glass. "To what?" she asked.

"Life."

I'm thinking about writing this again, this time from The Doctor's viewpoint. Anyone interested? Let me know in your reviews.