Rose had wandered off to get changed, saying something about "needing to look better than last night." The Doctor had convinced her that they should spend the rest of the day on Barcelona, seemingly eager to show her the sights. Rose was a little surprised at the suggestion; most of the time he liked to move on fairly quickly, unless there was trouble, of course. But she was happy to follow him almost anywhere. When they ventured back to the Tardis Rose had been quick to remind him about the ballroom.

"There'll have to be a few days between our last visit, even though it was just last night for us," The Doctor told her, "it's a little frowned upon to be there too often when you're not a council member." Rose nodded. "Or royalty," he added under his breath.

"But, Damie 'ill be there, right?" she asked, trying to seem casual as she fiddled with the zipper on her jacket. The Doctor turned away so she didn't see him frown.

"Yup, he'll be there," he tried to sound enthusiastic.

The Doctor remembered how his past self had felt watching Rose kiss Mickey, always turning away a little, and wondered if he'd have to wander off tonight… No. Not going to happen, he snapped at himself internally. Rose had been gone for a while now, he noticed. Longer than it usually took her to get dressed, anyway. As if on cue, he heard a yell.

"Doctor!" He snapped up quickly, reading to break into the automatic run he always leapt into at the sound of her calling him. Realizing that she couldn't be in any danger, he changed his pace to a fast walk.

He walked into the huge wardrobe to see Rose standing mid-way up the stairs, looking a little overwhelmed.

"You all right?" he asked her, walking up the stairs to meet her.

"Well, usually the Tardis sort of, points me in the right direction. But today it's like, I don't know, she doesn't wanna help."

The Doctor fought off a grin. His old girl wanted Rose to stay right here with him. "Right," he said, "weird." He tugged on his earlobe.

"I really have no idea where to start. I mean its kind of massive." She motioned around her. "So… could you um… I don't know, help me?" She looked a little nervous.

"Oh, um, of course. Yeah." Rose breathed a sigh of relief at his response.

"Well, I guess you could start by showing me where I might find some dresses? Usually there's one kind of… waiting." He noticed she seemed almost embarrassed to be asking for his help. Well, he noted, it's not like I usually help her get dressed. He snapped back out of his thoughts quickly. "Follow me, Miss Tyler."

She followed him up the stairs and through several rows of clothes. Rose looked curiously around her as she walked. Kimonos, cricket pants, ball gowns, suits of armor and an inexplicable display of sticks of celery all flew by her eyes as they walked quickly.

"Right," said the Doctor as they reached a new rack of clothes, suspended from the very, very tall ceiling. He put his hands in his pockets. "These should be alright, I think. To be honest I don't really wear dresses that often…"

Rose gave a slightly awkward smile. "Thanks, Doctor."

He shrugged a little in response, cursing himself mentally for being so un-charming when she was about to go off chasing some random alien. Some random alien that wasn't him.

"So," she said, trying to get back to their usual playful mood, "what do you think about this one?" Rose held up what could only be described as a bright orange marshmallow of a dress, grinning cheekily.

The Doctor laughed at her. "Definitely not." She faked a scowl, making him beam at her.

"What about… this one?" she asked, pulling it out with a flourish.

"Ha!" he couldn't help grinning, "not quite your style," he said, scrunching up his nose, taking in the dramatic layers of what looked like green foil. The Doctor walked over to the rack, Rose's eyes following him affectionately. He clicked his tongue as he scanned over the clothing. He pulled a dress out with a silly "oooooh" that made Rose giggle, and held it up to her.

He looked at her, and looked at the dress. "Well?" she asked. "Top banana!" He said loudly, with a wink. "I'll go get changed then," she smiled back.

The Doctor smiled to himself as she walked away with his pick. The dress was a dark fuchsia color, with a few layers of tulle underneath the short skirt. It was strapless, with a thin band of ribbon around the waist. He couldn't wait to see her in it. The Doctor started to whistle happily, then stopped mid-tune when he remembered she wasn't wearing it for him. He leant against the other dresses glumly. The Tardis hummed softly in his head, telling him to relax wordlessly. "You're the one that hid clothes from her," he muttered in annoyance.

Rose weaved in and out of rows of clothing, trying to find a place to get changed. The Tardis certainly wasn't making it easy for her today, she thought to herself. Eventually she gave up, and decided to change her clothes were she was. After all, there were at least twenty racks between her and the Doctor now, and she was sure she'd gone further upstairs at some point. She shrugged to herself, and slipped her t-shirt over her head.

The Doctor put his hands in his pockets and started to wander back to the console room, deciding to wait for Rose there. After a few racks he paused for a moment, confused. This wasn't the way he came. He turned around a few times, running a hand through his hair. "Where are you taking me, sexy?" he asked the Tardis, running his tongue over his teeth as he finished the thought. Shrugging, he decided to just continue walking until his ship decided to point him in the right direction. He walked for a few meters before it occurred to him that Rose might be in the same predicament.

"Rose?" he called out a little tentatively, turning a corner. "Rose?"

Rose stood up a little as she finally got her jeans off. They were really too tight for her. "Doctor?" she called back. "Hold on, I'm getting changed!"

"What?" he called back, turning another corner.

I'm getting changed!" she laughed.

He frowned to himself. It wasn't normal for his time lord hearing to be worse than hers. He walked into a new row of clothes, about to call for Rose again, when he saw her with her back to him. She was in her underwear, he realized, a little shocked. His eyes drifted down her back slowly as he stood with his mouth open slightly. He couldn't help wondering what it would be like to walk over and let his fingers slide down over her spine…

"Doctor?" she called, still facing away from him. "Did you hear me?"

The Doctor suddenly realized he was looking at her without her knowing, and covered his eyes quickly. "Yep!" he said a little too loudly, and a little too anxiously. Rose spun around, automatically covering herself up with the dress. Her cheeks were bright red, but it was hard not too giggle at the sight of the Doctor looking so embarrassed himself, hands clamped over his eyes.

"Turn around!" she said in as stern a voice as she could manage.

"Right, yep. Doing it now." He said, quickly facing the other way, feeling her scowl at him a little. The Doctor chastised the Tardis mentally. Not funny, he thought as accusingly as possible. His ship stayed silent.

"Alright, now you can look," Rose said. He turned around to see her now dressed, but still blushing. She looked just as good as he imagined her. "That's better then," he said timidly, scratching his nose sheepishly and looking down. Rose couldn't help laugh. "Don't do that again," she pointed at him.

"Wouldn't dream of it," he said, hands in pockets, following her away from the rack.

The Doctor ordered drinks for himself and Rose from the same bartender who'd given him that sympathetic look last night. Rose had spied Taro and left quickly, giving him a kiss on the cheek as she walked away. Usually that kiss would have been enough to leave him grinning for a few minutes, but instead he watched her disappear into the crowd with a poorly disguised frown. He turned back around to face the pale blue woman, who had the same slightly pitying smile on her face. The Doctor took a large gulp of his drink and she laughed at him.

"What's so funny?" He asked putting on his glasses to study the bubbling effect in his drink.

"Sorry, sir," she said quickly.

"Don't worry, I'm not going to report you... Really though, why're you looking at me like that?"

"Well, if you really want to know, sir, I just think it's sort of sweet, the way you pine after her like that."

"I am not pining!" he objected quickly, almost whining.

She stifled another laugh. "Can I tell you something?" The woman asked him, looking a little maternal.

The Doctor leant in towards her.

"I think she has a bit of a crush on you," she said with a smile.

"Oh, c'mon," The Doctor pulled back, making a scoffing noise, before looking at her with a raised eyebrow. "Just…. Just out of curiosity, what makes you say that, exactly?"

The bartender smiled at him trying to play off his emotions. "Just the way she looks at you," she said, before walking away to serve another guest.

The Doctor drummed his fingers on his jaw, spinning around a little in his chair. Rose, having a crush on him? Not likely. They were best friends, sure, but that was all they were. Best friends who sometimes risked their lives for each other, and couldn't bear to be apart… The Doctor made a huffing noise and quickly finished his drink, standing up. They were more than best friends. They were the Doctor and Rose Tyler. But that didn't mean she thought of him as anything more than that. Even if I… This brain shut down the thought. Not going there. Not going there. Not going there. It was getting harder to focus lately. Rose couldn't seem to stop breaking down his walls. He slipped his glasses back inside his jacket and went to find her.

It took him ten minutes of wondering around aimlessly before he reached her. He'd had to ask a waiter if they'd seen a Mr. Taro and a blonde girl around, and they'd told him to look in what they'd called 'the glass room,' pointing in the direction of one of the many engraved doors at the edge of the ballroom. He stood with his hand on the doorknob for a second, not quite wanting to go in, and wishing the door had actually been made of glass so he could see what exactly Rose was doing in a private room… Actually, maybe he didn't. He tapped his leg a few times, trying to decide whether or not to go in. He groaned.

"Don't open it, don't open it… Okay I'm gonna open it." He opened the door.

There were a few people sitting around the small room, which was just as lavishly beautiful as the ballroom, decorated in the same shades of crystal white and blue. Most of its occupants were couples, he noticed with a slight sinking feeling.

There was a waiter walking around and filling up glasses of what he assumed was either champagne or Quilaxian liquid fudge. Either way, it was enough to make Rose tipsy, he noted grimly. He scanned the room quickly and spotted her, painfully, in the corner with Taro, sitting a little too close for his liking. She had her back to him, but Taro was directly in the Doctor's line of vision, shooting Rose a handsome smile.

All of his previous thoughts about them being nothing more than friends were dismissed in a sudden, unstoppable rush of possessiveness that he was aware he would chastise himself for later. The Doctor walked over to the corner, a hint of the Oncoming Storm dancing dangerously in his eyes as Rose laughed loudly.

He stood in front of them, practically glaring. Rose didn't even turn around. Damie glanced up from their conversation, still smiling at something she had said to him. "Can we help you?" he asked, voice smooth, repeating the Doctor's first statement to him. The Doctor fought the urge to punch him. Rose turned around and looked up at him.

"Doctor!" she said, sounding surprised. Suddenly painfully aware of his expression, the Doctor forced a smile at her. "Hello! Just thought I'd see how you were doing," he said, as casually as possible. Rose gave him a slightly puzzled look, noticing how unnatural his smile seemed.

"Oh, you're Rose's friend, aren't you?" Taro spoke up. "From the other night?" God he wanted to punch him. Rose's friend. Arrogant git.

"Yep, that's me! Don't mind if I join you, do you?" he said, making a point of sitting in between them. Taro frowned at him a little. "That's… fine."

"Great." The Doctor said, looking at him with a subtle glare Rose couldn't see. Taro caught on instantly, and gave Rose a quick look. Rose however, didn't quite catch it's meaning.

"Oh, right, sorry… Damie, this is the Doctor, Doctor, this is Damie." She said with a slight apologetic tone.

"Nice to meet you, Doctor," Damie said, extending a hand, "Damie Taro, third member of the royal council. I hope you're enjoying your evening."

The Doctor took his hand firmly, "I'm the Doctor. Lord of time. And I've had better."

"Anyway," said Rose quickly, noticing the tension (although a little confused by it), "Damie was just explaining how he helped restore the building."

"Well, I've always loved history."

"Really? I prefer to live it," the Doctor said, in a melodramatically bored tone. Rose frowned at him.

"Would you excuse us for a second, Damie?" she said, taking the Doctor by the arm. "Uh- of course." Rose pulled the Doctor out of the room quickly, closing the door behind her. She stood in front of him with her arms crossed.

"Mind telling me what all that was about, then?" she said.

The Doctor rolled on his feet a few times. "What uh… what what was about?"

Rose rolled her eyes. "You were being rude."

"Was I? Didn't even notice. You know what I'm like."

She gave him a look that would have rivaled her mother's glares.

"What?" he said, a little timidly, rubbing the back of his neck.

"You embarrassed me," she said quietly, making him feel sick for a moment. He put his face down, ready to apologize, when an image of her sitting close to Taro shot through his mind, and anger unexpectedly flared inside him.

"You were embarrassed?" he spat at her, words hot in his mouth, "What did you think; you could just do whatever you wanted? Hmm? Is that it? You were the one who embarrassed me, Rose!" He shot the words at her aggressively, biting the insides of his cheeks.

Rose didn't say anything. Her mouth fell open a little in shock, and a hurt expression slowly came onto her face, as if he'd just hit her. "Right, then. Guess I'm just another stupid ape after all," she said.

He didn't say anything, and she turned and walked away from him.

The Doctor stood in disbelief as he realized what he'd said. He wanted to kick himself. How could he say that to Rose? Amazing, fantastic Rose? He felt like his hearts would give out.

He was too old, he thought bitterly. Old and selfish and stupid. He would wait for her in the Tardis, he decided, then apologize a hundred times and take her to somewhere ten times more beautiful than this. The more he thought about his words the more knots he could feel twisting inside his stomach, clawing away at his insides.

He felt a hand on his shoulder and turned around.

Taro was standing there, with a slightly amused expression. "Where's Rose?" he asked. The Doctor didn't try to hide the disgust in his expression, however unwarranted it was. He looked at him as if he was the one who had just hurt his Rose.

"Now listen closely, because I am only going to say this once," he hissed. "Back. Off."

"I'm sorry?"

"You heard," he said, walking away.

He heard Taro call after him, but he didn't listen to what he said. The Doctor's head was spinning. He had just insulted the man who, if his history was correct, and it always was, would most likely become king of one of the most influential powers in the galaxy. Not exactly a wise move. Even worse, he had upset Rose.

He walked into the Tardis in a state of complete self-loathing. He heard her hum softly in his mind, reading his thoughts and seeing his memories. "I know," he muttered to her, "I'm awful."

He felt the Tardis yearning for Rose in the same way he did, trying to tell him to go to her. Of course he couldn't go to her, after what he'd just said. He groaned at the thought of it. They'd never really fought before, not since he'd regenerated, anyway. And even before that it had only ever truly happened once. What the hell had come over him?

Jealousy, the Tardis seemed whispered to him. He felt pathetic as he realized she was right. He sat down in the chair he had straightened earlier and put his head in his hands.

It might have been minutes or hours later when Rose opened the door. The Doctor sat up, looking at her. Her eyes were a little red, he noticed, and his stomach felt like lead.

"Rose, I-" he started, but she stopped him.

"I don't know why you said that, Doctor," she said in a small voice, "but every time you've gotten annoyed with me like that you've always been right… So, whatever it was, I'm sorry."

He looked at her in surprise. He should be the one apologizing, not her. He went to speak but she opened her mouth again.

"But that doesn't mean," her voice was a little louder now, "that you get to be awful to me."

"I'm sorry," he said, walking over and putting a hand on her arm. "It was stupid. You're right. I shouldn't have said it."

Rose bit her lip and looked up at him. "S'okay... You're okay too, right?" she asked softly. He leant down and engulfed her in a hug. She hugged him back, putting her face in his chest. "I'm always okay," he said into her ear, "and I'm really sorry, Rose. Really." She broke out of the hug, still holding onto his arms, and gave him a small smile, and he knew he was forgiven. Magically, inexplicably, forgiven.

She's too good for me, he thought.

She needs you, the Tardis hummed in his mind, and we need her. She could only ever say a few words to him, mostly it was just feelings. He felt her pain at seeing something come between him and Rose.

Rose bit her lip again, studying his face. "What was that about though, Doctor?" she said, her thick London accent coming through, "where'd that come from?"

"Oh I don't know," the Doctor said, breaking away from her, "I think I'm just a bit tired for ballrooms."

"I thought you said time lords didn't need much sleep."

"I exaggerated a little," he lied. She smiled at him.

"Off you go then," she said, cocking her head towards the corridor, smiling normally now, "gotta be able to keep up with me."

The Doctor forced a laugh as he walked away from Rose. It felt awful to be lying to her, even if it was best for the both of them.

"Thief…"

The Tardis whispered to him. The Doctor was lying in the dark of his room, pretending to be asleep. He felt like a teenager. He smirked at the thought of Rose sulking in her bedroom. It wasn't too far away for her, that life. But for him it was centuries.

"Thief..."

He sat up. Had he just heard the Tardis… outside of his mind? He frowned. "Impossible," he muttered, not really believing his ears. He stayed still for a few seconds, listening. Silence. The Doctor lay back down again, blaming his imagination. His mind began to turn back to Rose. The way she had looked at him, and how his hands had been stinging as if he really had slapped her. A new wave of guilt washed over him.

"My thief…"

The Doctor jerked back up again. "Okay, now I know I can hear you," he said into the darkness. "How are you doing this?" he asked her, feeling a little silly talking to what was, physically, nothing. But just as that thought occurred to him, he felt the Tardis' hum become stronger, more forceful, until it seemed to shift into a physical form. A thin, golden strand appeared in front of him, seeming to float in front of his eyes.

"Hello," he said, looking at it curiously. The strand began to spin quickly, shifting, expanding. The Doctor moved back a little, just in time to see it explode outwards, lighting the room with a bright golden glow. He blinked, and saw a woman standing in the center of the room, surrounded by the light. The Doctor had never seen her before, and yet she was so familiar. She seemed to be solid, flesh and blood, but her skin ran with liquid gold, and her eyes burned like Roses' had when she saved him. She reached out a hand and touched him on the face softly.

"My thief," she whispered, "I need to talk you."

The Doctor touched the hand that was on his face, looking at her in amazement. "How can you possibly be here? Like this?" he asked her in amazement.

"We are linked," the soul of the Tardis said, smiling at him.

"But I don't understand, how can that extend beyond telepathy?"

"It cannot," she replied, her hand leaving his face.

"So if Rose was to walk in now…"

"She would see only darkness."

"Ah. Right... How did you make our link strong enough to do this?"

"The link we share is strong, it allows me to whisper inside your head. But my Wolf has looked inside my soul, and I into hers. She is a part of me. We are linked deeper than even you could have known. When you took the light from her, some of that link transferred to you. It has made our bond stronger."

The Doctor smiled, "Rose," he whispered. "Does that mean you could share this with her?"

"The path between her soul and mine fragmented when you took the light, this will only shatter it more. Her mind cannot sustain my love for her. But we will always be joined together."

"Yeah I know what you mean," he said, almost under his breath, running a hand through his hair. He looked at the soul in front of them, trying to take in its magnificence. "You really are beautiful," he said. She put a finger on his lips.

"I don't have long. Your mind is strong but it is hers that established my path to you. It is fragmenting even now. I must tell you, my thief. My Doctor."

"What is it? What's wrong?"

"Do not let this man come between you," she whispered, "do not let him dull your bond."

"Are you saying," the Doctor said, "that you built up a visual telepathic link, crossed three separate, living minds, just to tell me not to get too jealous?"

"Do not mock me, thief," she said, her eyes burning. The Doctor pulled back slightly, and she softened.

"I love you, my Doctor. I am your protector. I see the past and the future and the universe but I can only give you this one moment. My heart is linked to the Bad Wolf and we know how her path will end. "

"Tell me," he said firmly.

"You know I cannot. The path is fragmenting. Let her heal you. We need her, my thief. We need to protect ourselves, while our wolf is still in reach. Do not let emotion blind you to her importance in this moment. Gather your heart before the storm."

"What storm?"

"Do not hold back, my thief. Or you will see her face in your next life and let guilt fall from your lips." She ran her fingers across his lips softly.

"Are you saying… I should tell her how I feel?" He paused, looking at the Tardis.

"She knows," he said. "She's always known."

The Tardis looked him sadly. "It is time."

Blinding gold light filled the room again, forcing the Doctor to shut his eyes. When he opened them again, he was alone.

That got a little more angsty than I was expecting, and it was a little bit longer, hopefully no one minds - but I have a plan now! This is practically writing itself, so it shouldn't be too long until the next chapter Happy reading!