Doctor tells River he just wants to be friends when he sees how much they have grown closer and is afraid of loving her. And River does what she does best. Makes a decision.

XXX

"River, please" the Doctor begged following her back walking away from him.

"Tell me how? Tell me…. why, we can't be?!"

"Give me a reason!" The Doctor protested.

River pursed her lips and turned around.

"You really want to know?"

"Yes I really do?!"

She looks over his face. His boyish face, hiding such a old soul, who travels the stars and takes many people with him and still feels lonely sometimes.

And River loves him, but he doesn't feel it back.

"Cas honestly… I ….could never look at you any differently than I do now!"

The Doctor gave a small smile at that.

"And I don't want to" she admitted.

But there was a time… he thought to himself thinking back fondly of Berlin. Despite being on different sides, when she was Melody, she was just River to him with those eyes.

"Except when you wanted to hate me" he said and looking into her.

She turned her head to avoid his gaze. "Yes…. when I hated you." She sighed.

"Or… if we were merely strangers on the street ─"

"I would never want that! " the Doctor exclaimed earnest, taking her hands in his own, brushing his thumbs over hers tenderly.

They have done too much together to ever think there was a time he didn't know her now. Saved so many lives, been on so many adventures together, galaxies, making any world their playground. Got to know each other like….. urghhh it's just better okay.

"Never that." He insisted, shaking his head.

"But you want me as a friend" River confirms, searching in his eyes deeply.

He closes his eyes and casts his head down. It's not just for him, he's doing this for her.

River tilts her head sadly as she bites her lip.

"But I don't….. want to be just your friend…."

Slipping her hands away from his grip despite his hands reluctance.

"Not anymore…."

He doesn't blame her, he prepared himself for this, but it stills hurts.

"Do you hate me?" he asked weakly.

"Shhhh…" she coaxed him while brushing back a side of his fringe from his eyes, "No I don't hate you, but I understand why you can't do that again."

"It's okay Sweetie, its okay."

And cups his face carefully toward her, as she turns his face slightly to leave a chaste kiss on his cheek with a solemn look in her eye and moved away from him.

He looked on at her figure turning her back to leave the Tardis through the door.

Leaving a distraught Doctor alone in his Tardis staring where she left out of his sight.

What has he done?!

The Doctor knows he did the right thing, but then why does it feel so wrong.

XXXX