There weren't many moments when he felt at a loss. The Doctor was Mr. Cool. He even called himself that on occasion when he wanted to sound impressive. Mr. Cool, Mr. Calm, Mr. Collected. And then he'd shown up in her living room, burst out of the door with a Fez on his head and a bouquet of flowers in his hand to find her in tears on her couch, hands curled around her stomach, and a terrified look on her face.

"I called emergency, but I don't think there's time, and my phone went dead," she managed, nodding slowly as he took two steps out of the Tardis and stared.

She turned away, somewhat embarrassed as he approached her, falling in front of her and asking, "How far apart are the contractions?"

"Are the flowers for me?" She diverted. "Apologies for the fez?"

He smiled, a small laugh escaping as he nodded and then repeated, "Clara, how far apart are the contractions?"

Her lips turned down slightly and she told him, "Water broke in the kitchen not long ago and I just needed to sit down a moment because it's not supposed to be this quick, you know? I've read the books," she gestured at her pile, "And these things take hours – they don't sneak up on you, they could take days. I saw one account of a woman who…"

"Clara," he spoke her name with his eyes closed as he settled the bouquet down and lifted his hand to the hat atop his head, picking it up slowly and placing it on the ground, waiting.

"A couple minutes," she breathed. "They said I might have to do it myself, started to tell me what I should do, but…" her voice left her and he looked up to see her beginning to cry, palms making small circles on either side of her the belly button he could see poking at the fabric of her dress.

With a nod, he shifted up on his knees and placed his hands atop hers, stopping them and just as he did, she arched forward, jaw clenching, fingers curling around his and he touched his head to hers, telling her quietly, "Breathe, Clara. I'm right here with you. Just breathe."

The constricting of muscles faded and he could hear the ragged intake of air and felt the shaky exhale on his chin and he smiled as she told him, "I'm sorry."

"Don't apologize," he laughed, knowing exactly what she meant before he told her as cheerfully as he could muster, "You're having a baby."

She nodded slowly against him and then she moved back, glancing down at her stomach before she released him and he dropped his hands to her knees. "Do you know anything…" she started.

With a laugh, he nodded, "I know enough," then his fingers slid to her waist and he gave her a gentle tug, "This might be more comfortable for all parties involved if you're on the floor."

Clara released a nervous chuckle and she let him help her down, leaning her back against the couch now, and meeting his eye. "Bet you thought you'd just stroll on in for a nice visit. Fez and flowers," she teased.

Swallowing roughly, he spread her legs and looked to the sky before telling her, "Clara, the baby is coming."

"No small talk," she groaned, "Gotcha."

He laughed and touched her thigh, imagining she must have known. The pressure and the discomfort and the pain – because she should be feeling the sting of it by now – and she reacted by trying to make a joke. Trying to pretend everything was alright when he could see in her eyes how wrong it all was. "When you feel the contraction coming, you're going to push."

"Doctor," she called, and he knew there wouldn't be a question following, or a wise-crack, but an apologetic look and a need for reassurance.

"I'm right here, Clara, right here for you like always."

Her lips crushed together just before her brow fell and her eyes closed and he turned his attention to the head crowning between her legs. If he'd gotten there a few minutes later and she hadn't moved from that spot, he considered, shaking his head and watching the small forehead slowly breaching the world before the baby burst into his arms. It struggled against him and he searched the space around him for something to clean him and yanked the tablecloth off the coffee table, sending everything that had been atop it to the ground, including the flowers and the fez.

Cradling the infant, the Doctor cleaned his nose and mouth and he waited, breath held until the boy cried and he listened as Clara laughed before he looked up at her, watching the tears roll over her cheek as she watched the baby. He looked down at the child, at the small round face with the thick head of brown tresses, and he allowed himself a cough of a laugh before he lifted himself up and placed the baby against Clara's chest. Her voice was shaky as she greeted her son and the Doctor stood, rushing to get something to tie off the umbilical cord until the ambulance arrived.

When he returned, she was running a finger over his features, over a brow he didn't recognize and a nose that sat perfectly above his pouted lips. He did what he could and he shifted to sit next to her, to look down at the baby murmuring against her.

"Had you discussed names?"

"We decided to name him Rory," she smiled, "Does he look like a Rory?"

The Doctor curled an arm around her, pulling them closer to him feeling his heart breaking as he replied, "He looks beautiful, and healthy, and that's all that matters." Then he asked, "Is he on his way home?"

Clara dropped her head against the Doctor's shoulder and she nodded, "Called him before, should be here any minute."

With a nod, the Doctor kissed her temple, "Then I'll stay until he arrives."