The TARDIS was eventful tonight, what with the kids being on board and the journey to the theme park, and the Cybermen and things, but all in all it was what he loved doing, wasn't it? He didn't see a problem with traveling with Clara, except when she was there and experiencing the wonders of time travel, all that was on his mind was who she was, why she was such a mystery. Until he would find out what she was, and why she was so important to his life (surprisingly to him a little more significant than the other companions he had on board.) There wasn't nearly such an atmosphere as there was when they were together. It was a mix of flirty, excitement and confusion. And a little paranoia.

"Doctor?" Clara opens his door ever so slightly, the creak echoing when she stepped on the floorboards closer to his bed. She shook him, jumping herself when he did. He lifted his head to see who was there, instantly remembering he was in the TARDIS. This time.

"Yes, Clara?" He sits up, patting the covers next to him. "I was just thinking about a few things. None of them included you, don't worry about that. Not that it's not good to think about you - or bad, either," he babbled, "you know what I mean." He sighed. "Anyway, what's got you up at this time of.. uh, whatever time you like it to be?"

"I was just awoken by my dream. It was one of those annoying falling ones." Her cheeks turned red a little, but she put on a smirk. "Oh, you think about me, do you? I'm flattered." She sat down next to him, as close as she could get. "But, no, I thought since your room was the closest I'd be much happier here than on my own. Not that I can't sleep on my own, I just like this. Us. Together." She thought to herself quickly, did that come out wrong?

"I do too." He puts his arm around her, pulling her closer, hugging her. "It makes it more lively, I suppose. It's very quiet when everyone is sleeping. And when you have dreams that wake you for no reason, well, think about it. You're on a ship that can travel in time and space, of course the first thought you're going to have is going to be bad. You can come to me whenever you need me, you know," he kissed her forehead, stroking her hair subconsciously. She nods, smiling up at him. She settled down next to him, lying down eventually. He joined her, getting them both comfortable until there was tranquility once more in the TARDIS.

"I think if we get along enough, we can move your bed in here. I like a bit of company at night, you know," he turned to face her, holding her hand in the middle of them. "I reckon you'd appreciate it, as well, yeah?" He smiled as she nodded, her eyes half shut. Quiet from then on, he let her fall asleep, and lifted the covers over the two, soon enough falling asleep next to her, still dreaming of what could be so.. important, so unique about her. But dreaming about the adventures he could have with such a clever, mysterious companion were the best he would have for a while.