Warnings: Angst, Character Speculation, Introspection, Hurt/Comfort, Mild Slash, References to S6 - TGWW, TGC and CT, Mentions of OCs
A/N: Written for ivoryandgold's Let's Make Out Ficathon Original prompt by jemzamia can be found here Doctor Who - Eleven/Rory: Fleeting. It took several tries to get this one just right. I now have a few ideas stored away in my WIP/Notes folder because of this prompt *grins*. Let's just say I tried to tackle it with both of My Boys - and they both proved to be long-winded and wordy! Oi. So...this took a few days to get nailed out right. And it still turned out wordy and blithery and...omg, why always the ANGST with these two?! *Sigh* Anyway - hope it reads well, even as I had some struggles with it. As always, mostly unbeta'd and written in one go, so please forgive any mistakes and/or blatant vagueness. I apologize for any repetition, misspellings, sentence fails, grammatical oh-noes and general horridness. Unbeta'd fic is overly-thinky/blithery/dark and unbeta'd.
Originally written 08-29-13.
Disclaimer(s): I do not own the scrumptious Doctor or his lovely companions. That honor goes to the BBC and (for now) the fantastic S. Moffat. The only thing that belongs to me is this fiction - and I am making no profit. Only playing about!

He watched for a moment as Rory was united with Amy (the original one, that was), before retreating to the depths of his ship. He had a feeling things were drawing to a close between himself and the Ponds. There was just too much danger. Too much heartache. So many things left unsaid - and so many ways to avoid saying them.

Rory had said enough, while he had said...too little. And what he few words he had spoken weren't the ones he wanted to say, but they were the only words that mattered at the time. There was no way to take it back. There was no way to rewind it all, make it better. It was what it was. And he could feel the metaphorical ground between him and Rory crumbling. It was always shaky, that ground - now it was practically non-existent.

One more adventure. Just one. Then he would see if it all fell apart (as it always did), or if this time - there was a saving grace. It wasn't as if it could possibly get worse.

O-o-O-o-O

He came to regret that line of thought.

O-o-O-o-O

There was no retreating. There was no way of making it better. He dropped them off and ran away - so much like every time and yet very much like it was the first time. He couldn't take it. Amy's faith was gone, Rory was...distant. He loved Amy - he loved her so deeply his hearts ached with the weight of it. But there was another that he loved that he didn't dare to tell. Not that Rory would object or be disgusted or upset. It was more the fact that he wouldn't care. And after the last two disasters disguised as adventures...he wasn't sure he cared anymore, either. But he cared enough to not tell him. Not add to the burdens Rory already carried. He had shown him in so many ways that he'd had his fill of the madman in a box. He had told him there were other adventures - adventures on Earth - that he would rather undertake. It was his plea to escape.

So the Doctor said his goodbyes to his beloved Amelia and disappeared before Rory came to make his polite farewells. He could take a lot - his years, his experiences had beyond proven that. But he couldn't take any more of Mr William's thinly veiled contempt. His weary impatience. His boredom. His pain. So he shut the door and forced himself to not look back.

He had done it once (a long time ago), when enemies were friends and the universe was young. It should be easier now than it was then.

O-o-O-o-O

He regretted thinking that as well...

O-o-O-o-O

He had said his goodbyes to Craig. That was hard enough. He wished he could have seen Sophie again - but there was an urgency within him that told him that staying would lead to, well...staying. And he knew how fantastic that always turned out.

The Doctor in the TARDIS.

The ultimate third wheel.

He tried to be put out that he missed Exsador, but he didn't have the gumption to be too upset. There were always other Time-Locks. And though he might never see them, it was good to comfort himself with the idea that maybe Exsador wasn't quite the wonder it was amped up to be.

Third wheel.

He told himself sternly to not do it. He lectured himself on how it was a bad idea - a whole realm of 'not good' and 'very dangerous' - but seeing Rory and Amy in that department store put a craving in his hearts that couldn't be quelled. He had some nasty work ahead of him. The type that regeneration couldn't fix. Just once more. Just to look upon his Ponds and know they were safe -

He was out the door before he could further scold himself for his own foolishness. These actions could make them unsafe. The kind of folly he was courting could come back to haunt him. It very likely would.

But he told himself to stuff it and exited the TARDIS, quite sure he was a safe enough distance from their door that he could look in on them and not break them (or himself) any further. The park was rather nice - and nicely shaded by some trees. Hopefully the wind had kicked up enough they wouldn't hear Sexy land. Then he could have himself a lovely view of their home, maybe watch them as they ate dinner - before doing what had to be done. Before stepping into the oblivion that Amy had called him out of.

So much damage in so little time. He half-wished Amy had just left well enough alone. It wasn't like the Ponds (or himself for that matter), would know the difference.

He closed the door quietly and turned to gaze across the park's little grassy area and beyond - to the blue door (the bluest-blue) that held the most important people in his life. He could barely make out movement behind the windows and breathed a sigh of relief that he didn't even know he had been holding.

His brilliant Ponds. How he adored them. How very much he would miss them both.

"I thought that was you," was the soft murmur.

He could actually feel his skin freeze, the quiet scuff of footfalls skirting around the TARDIS seeming too loud in the sudden stillness - as if the Earth herself had commanded silence so that Rory Williams could have his say. He didn't dare to turn around though. That would break the spell, make it real. And he very much did not want to do that – for a whole host of reasons he shouldn't even be thinking -

This had been a hugely fantastical mistake. And in a whole generation of mistakes (most of them near fatal to all), that was saying something.

"She cries for you, you know," Rory said, almost as if he was talking to himself, really. "It has been four days. She doesn't let me see her. But she cries for you. The way you left - "

The Doctor tried to speak his name. Tried to stop him from talking. But all that he could do was mouth the word, rolling it uselessly around on his tongue - still too frozen to move his lips and maybe save himself. He knew Amy would be hurt - but she would also recover. She was strong, Amy was. She could live past her Raggedy Man. She was far too old for fairytales anymore - and the fairytale had stopped after her wedding, really. He had become the ogre. He was never the prince (she had Rory for that...he had Rory for that). But he had fallen from the heights of the mysterious wizard to the depths of comic villain.

Rory had always seen through the lies.

Rory was the last person he wanted to see. If only the man wasn't blocking him from his escape, damn him anyhow.

"You never let me say goodbye."

The man known as the Doctor closed his eyes, wishing with everything he had he could block his ears as well. There had been no need to say goodbye to Rory. Rory had already said goodbye: when he was rescuing his Amy from a broken time-stream. When he was saving Amy from the maze of faith and the faithless. Why say goodbye physically to something you had already left behind?

"There was no need, Rory," ahhh, finally - his mouth had become unstuck. But his body had not. He was still locked in position, staring beyond to a blue door that mimicked his own home, but likely held so much more than he could ever offer. "I thought I would...let you out of any obligation. I know that the last few times we traveled together -"

"Obligation?" And now Rory was standing in front of him, blocking him from the safety of watching. Of being the observer he was supposed to have been. He was making him face the one person he could never answer to without feeling he had failed. And he had, really. He had failed Rory. In all the ways that truly counted. And for that alone, he could never tell him -

"I knew you'd feel...the need to be polite," the Doctor replied hesitantly. "I didn't want to make you feel you had to -"

"So you were concerned about my feelings, were you?" Rory said darkly. "So concerned, you took off without so much as a by your leave. Not one word said to me while you sail off to save the universe - completely alone, no one to help you. To stop you from...no one to stop you."

"Rory -"

"I saw you," Rory continued, as if the Doctor hadn't said a thing. "In the shops. I saw you. Amy didn't, but I did - and all I could think was - why didn't you say goodbye? Any moment, you would stop existing and we would know. You get that, don't you? We would know. And you thought you'd save me the obligation of saying my own goodbyes? What - you think Amy is the only one who misses you?"

"Yes."

Such a short word. It could convey so many things, that word. And he couldn't bite back the pain that accompanied it, though he would have given anything to do so. To admit to the depths of his feelings for Rory was more than he could handle. And with one word, he had done just that. He had laid another burden at Rory's feet and demanded that he pick it up.

Rory had firmly stated that he had no need for a madman in a box. He had made it clear as a bell. And there was no need to pressure him with that same madman and his need for one Rory Williams from Leadsworth. He had asked Rory to carry to much already – and from the look on his face, he was being made to shift yet more weight again.

"I can't believe…you think I wouldn't miss you? You think - "

"Rory, it's alright," the Doctor said quickly, willing to do anything to remove that bleak look from the man's face. "This is...this is why I didn't - I'm explaining this rather badly, aren't I?"

"You think I won't miss you." Rory repeated, looking amazed, looking horrified - the raw hurt was almost too much to bear. The Time Lord backed up against his TARDIS, wishing he had never set foot back on Earth, that he had just –

"You have shown me whole worlds. You have opened up so many...you think I won't miss you and I just don't understand how -" Rory stopped himself mid-sentence and his eyes widened, as if remembering, as if replaying the last few exchanges they'd had and the Doctor could feel his heart sinking into his boots all over again. Rory would tear himself up over everything and he had never wanted him to. Rory'd had every right to be angry. Rory was...he was right. And the Doctor would give anything for him to not see himself in a bad light. Because he was Rory - and that was just what Rory would do.

"I shouldn't have come back here," the Time Lord said quietly. "I knew this was a mistake, but I just had to see you both. I had to see if you were -"

"Okay? Safe?" Rory retorted. "Because we are safe - but we are far from okay, Doctor."

"But you will be," the Doctor said gently. "My brilliant Ponds. You will be. You are the best of me - the both of you. You always have been. I just wish I could have been the best for you."

A statement that said so many things - but never enough. And now...now it was time to go. He had hurt them more than enough, his Ponds - and now he had added one more silent hurt that Rory would have to carry alone. Rory had carried many hurts alone - most of them because he was foolish enough to try to befriend Amy's Raggedy Man.

"I have to go," the Doctor said when the silence between them became too much. It was a metaphor for so many things - things he almost wished he had more time to think about. But if he wanted to keep the Ponds safe...time had run out.

"Never enough time," Rory muttered angrily.

"Even for a man with a time machine," the Doctor smiled, pleased when Rory attempted to smile back. "And I do believe, Mr. Williams, that you just got your goodbye."

"Pond," Rory replied. "And it was a rather piss-poor goodbye for all that."

"I'm sorry I couldn't have made it a better one," the Doctor said seriously. "Goodbye, Rory Pond. I shall miss you - more than you will ever know."

"And I will miss you," Rory nodded, a look flashing across his face that made him look far older and fiercer than he ever should. "There is just one more thing. One more and you can go and save all creation if that's what is meant to be. I wish we could go with you - but since we can't..."

And then Rory did something that the Doctor in all of his years would never have expected: he took two steps forward and wrapped him in a warm embrace, his lips seeking for and meeting the Doctor's in a sweet, chaste kiss that was a blessing and a curse all at once. The Doctor could do nothing but hold onto him and return the kiss, as clumsy as it was, wishing there was world enough and time. Everything he wanted was happening right now - and in the end, none of it was possible.

So he kissed him back, soaking in the warmth of the man in his arms and wishing they could have had more than they did. Wishing that there was time for that. There was always so much Time - but yet never enough. And for him and the Ponds, it had run out.

The kiss ended with another delicate brush of their mouths, Rory stepping away first and turning to compose himself as the Doctor unlocked the TARDIS door, not asking and not receiving another word. Finally Rory nodded his blessing and he slipped through the doors, unsure of what had happened (and why) but wishing he had made that mistake a little sooner. Time was infinity. Time was fleeting. And finally (for him at least) it had run out.

But if it would save the man who endured much and forgave even more; if it would keep him and their Amelia safe (and eventually, okay), it was a small price to pay.

His lips tingled with the memory of Rory's kiss as he set his Old Girl in motion: the Doctor and the TARDIS, off to face their destiny. Whatever that might be (in this universe or the next).