Author's Note: Hello, my lovely readers! Just wanted to take this opportunity to thank you all for the reviews, follows, and favorites - I so appreciate it! Honestly, I love hearing any thoughts/opinions you have to offer, so don't be shy (even if it's a keyboard smash, or incoherent rambling in all caps – I encourage it all. :-p) The rating has changed – and hopefully that doesn't come as a shock. ;) Enjoy!

"Clara…what are you doing?"

"What does it sound like?" Her words were breathy, though there was still a clench to her jaw that wouldn't relax. She focused all her anger, her months of rejection, her pent-up frustrations into her nimble fingers, moving them around inside her knickers. Back and forth; up and down. The occasional circles. She was plenty wet already; this shouldn't take long.

He chanced a glance over his shoulder.

"You're….no, you…you can't…"

It was like an invisible thread had materialised between her fingers and his head, which kept jerking back and forth in a quarter turn, then a half turn, and finally, a full turn, the rest of his body following.

Her lips tugged upward at her victory, eyes falling shut. "It's my room, my body, and what I want right now. If it makes you uncomfortable, you're free to go."

She heard the creaking of the floorboards underneath his feet as he probably shifted his weight from side to side, a gesture entirely unusual for a Doctor who always knew what he wanted. It would've been far more fitting of his former self.

Although that face would've bolted from the room with a yelp the second he'd figured it out. Not that she would have ever done this in front of him, of course.

Well…not that she ever thought she'd do this in front of the Doctor, period. But this wasn't about him. This was about what she needed; he could bloody well do whatever he wanted.

And that's when she felt a weight shift the bed, startling her eyes open and momentarily suspending her motions.

Tiny beads of perspiration had broken out on his forehead, but that was the only indication that the Doctor was in any way affected. He didn't look at her face, focusing his gaze instead on the motion of her fingers.

Or perhaps…just the part of the body to which she was administering.

Emboldened by this half-capitulation, she used her next motion to draw her knickers over her hips, letting them rest at her knees. As if taunting him further with the visual reminder that she was now naked under her dress.

"Care to help me, Doctor?" She queried casually, her challenge unmistakable.

But he remained motionless, back stiff, hands gripping his thighs. He swallowed. Staring.

"Or maybe you'd like to join me in a different way."

His hands balled into fists, dragging the material of his trousers with them. Was she vexing him? Pestering him? She smirked, her fingers working a mite faster. Rubbing the Doctor the wrong way was rubbing her just the right way. Her smirk widened to a self-satisfied grin.

There was a rustle of fabric as he reached inside his jacket pocket with shaking fingers and withdrew…his sonic?

The sight of it had a paralysing effect, halting her mid-stroke. Her whole body tensed in a different way, and confusion quickly gave way to distrust.

"What are you doing?" It was her turn to ask.

He ignored her question, gripping the instrument and twisting it a few times, his thumb clearly flicking through settings. He found what he was looking for and nonchalantly rested the sonic on his leg.

"Doctor, what are you –"

She was abruptly cut off as a warm, vibrating pulse hit her, wrenching a gasp from her throat.

She stared at him in open-mouthed wonder, but he was fixated on his sonic again, his Adam's apple bobbing up and down as he fiddled with it. No longer trying to hide what he was doing, he seemed to be testing it, aimed it at her openly – and this time it was a double-pulse.

Clara let out a cry and parted her legs a little, an open invitation for more, please, yes, and she may have voiced these exact thoughts as her fingers slid downward, coming to rest at the tops of her thighs. Letting him take the reins, but poised to resume should he falter.

Another adjustment – another flick – and a triple-pulse.

She let out a throaty groan, instinctively reaching for him. As if his touch was what she needed to ground her to reality, to confirm it was reality and she wasn't dreaming or hallucinating.

But he was seated just shy of her reach, his body betraying little, save for the slight droop of his lower lip as he made yet another adjustment, his breaths audible. He muttered something as the sonic made a beep of protest, then slapped it in his palm as if to make it obey.

The next flick was made with something of a flourish, his motion no longer casual. Then he finally locked eyes with her – and let loose a series of pulses that didn't end.

They waxed and waned; sometimes single, sometimes double, varying in intensity, in time, in length, in measure. They pushed Clara to the edge and back again, her legs crooking, hands grabbing (though again, only receiving a handful of bedspread as he stayed just out of her reach), hips rocking, cries intensifying, neck arching until – sweet release at last! – the vibrations were joined by her own as she shook, muscles quivering and quaking, until she quieted and finally looked back at the Doctor.

He'd never looked more terrified.

She wiped the back of her hand across her sweaty brow, giving a few forceful exhalations whilst her breathing calmed. "That was…" she managed in between breaths. A surprised and relieved laugh trilled out of her. "Blimey, that was –"

"Too much."

He was off her bed like a shot, the sonic pocketed as he paced to the end of her room and back. "That was too much – too much – I let it go too far."

Clara wriggled all the way out of her knickers, kicking them off the bed as she rose. She strolled on jelly-like limbs to her open cupboard door, surveying the contents with a world-weary sigh as the Doctor continued his pacing behind her.

He hadn't stopped his muttering, either. "It's too late now. It's much too late. It's just…too late," he repeated as if the words would magically undo all that had just transpired.

She shook her head sadly, but she couldn't muster the energy to argue with him again. "Yeah, well, I'm gonna change. You can do – whatever you want." She drew her hair away from where it clung to her neck so she could get at her zipper, letting her head fall forward.

The pacing had finally stopped, the Doctor quiet, save for the sounds of his agitated breathing.

She rolled her neck from side to side, working out a kink. "So like I said – I'm about to get naked. If you don't wanna see that, then you should leave. We can talk later." She massaged a point at the top of her left shoulder blade, setting a handful of hair off to the side, fingers brushing against the zipper of her dress. She reached for the zipper –

-and gasped as an arm suddenly enclosed her from behind. For one tense second, she thought he was trying to physically stop her from changing, even as he buried his nose in her hair, inhaling like it was his last breath of oxygen. Even as she felt his hot breath on the back of her neck, his mouth grazing her earlobe.

But then she felt her zipper pulling down.

His mouth followed, trailing a series of progressively more open-mouthed kisses down her back. She braced herself against the door, surprised gasps turning to moans as he followed the parting tines lower and lower, her dress falling in a black puddle around her feet. He was on his knees now, long fingers latched onto her hips, his mouth sweeping ever lower with clearly no intention of stopping as he came to her arse. All prior discomfort had apparently evaporated as he only picked up speed, baptising each cheek with a trail of kisses.

Then he spun her about, the motion entirely unexpected, and Clara grabbed his shoulders to steady herself. He didn't miss a beat, peppering her stomach with kisses. "Like a flower to the sun," he murmured. "You are my sun, Clara." He started moving lower and Clara let out a mewl of anticipation. "So I'll burst into flames – I don't care. Spontaneous combustion." He shifted, shoving his legs back so his mouth was right over her. "Watch me burn."

And then his mouth was on her, one long, slow kiss. He laved at her, sucking hungrily, growls sounding from his throat to mix with her cries.

Her limbs already weakened, Clara struggled to stay upright, trying to anchor herself between his shoulders and the cupboard door. But she was losing her battle, sliding down as the Doctor continued his delicious assault on her. "Doctor," she gasped, "can we – oh – maybe move to…" She jerked her head in the vague direction of her bed, hoping he'd get the message. "My legs are – oh God! – they're not gonna…"

Suddenly she was being pulled as he hooked his arms underneath her shoulders and lifted her onto her desk. Grateful though her leg muscles were, she scrambled for purchase as she knocked her wrap, clutch, earrings and a jar of pens and pencils to the floor, which clattered loudly as they scattered across the floorboards. The Doctor wasn't distracted in the slightest, however: if anything he seemed emboldened as he pulled her to the edge of the desk, hitching her legs over his shoulders.

But it was too much forward momentum and Clara grabbed at the edges, hard corners cutting into her palms. "Doctor," she managed, "I actually – ohh – meant the bed, I'm – oh GOD – I can't…"

He stopped, peering up at her, laser focus searing in its intensity.

As a few panicked seconds ticked by, she wondered if she'd ruined everything. Had she broken the spell? Would he stop now, of all times?

But then he slowly rose to his feet, the burn cooling a notch or two. He swooped down, lifting her up again so that she had to wrap her legs around his waist to hold on. He swung them around towards the bed, but inexplicably stopped at the foot of it.

Clara's legs protested, the muscles starting to quiver. "Doctor?"

Though his hold definitely felt sturdy enough to keep her up, it grew minutely tighter. She heard him inhale, murmuring something she couldn't quite catch.

"What was that?"

His only reply was to lay her down, gently, with more control than he'd exhibited up to this point. She let out a sigh of contentment as her muscles unlocked, finally able to relax. She reached a hand behind her back and unhooked the clasp of her bra, shoving it off the bed to join her knickers on the floor – leaving herself completely naked under that heated gaze.

He hovered over her, pausing again. Instead of focusing on her newly exposed skin, he seemed far more intent on her face, reaching a tentative hand out, drawing it across her forehead and catching a handful of her hair between his fingers. He repeated the gesture several times, spreading it out on her pillow, his other hand joining to work in tandem. Then he trailed his long fingers down the side of her face, her neck, gliding over her shoulder, down her arm, brushing the pads of his fingers across her palm, around her wrist. He grasped her hand between his and turned it over, pressing soft kisses between each of her knuckles; then he moved to her other hand and did the same.

He shifted, leaning over her. Clara reached for his lapels in an effort to connect with him again, but he evaded her, both hands now trailing up her arms, tracing along her collarbone, curling as they reached her breasts. He cupped them, lightly kneading, then ran his knuckles over her stomach, around the curve of her hips, flattening as they drew down her legs, palms tracing the muscles in her thighs and calves. He ended with her feet, thumbs lightly circling her instep. A ghost of a smile appeared on his face when she giggled at that.

Was it just a trick of the light? Or was that a shadow falling over his face? Regardless, it vanished as his eyes slowly traveled up her body and met with hers. They stared at each other a moment.

"You okay?" Her smile was tentative.

He immediately dropped his head, exhaling as though her question had caused him unspeakable grief. "Just taking it all in," he murmured.

The length of the interlude was starting to make her antsy. "Do you wanna join me?" she offered.

The Doctor shook his head. "Not yet." Then he leaned forward, clasping her knees, tucking his hands underneath. He bent over each knee, pressing kisses to both the top and the underside. Then he knelt at the foot of the bed, hands gripping her upper thighs to finally scoot her back down towards his waiting mouth.

It was like he was starting over from the very beginning – every flick of his tongue a tender stroke, a caress… Little sips, as if he was savouring an expensive brandy.

The new pace was initially frustrating, but Clara gradually relaxed, letting her thoughts disappear. She finally caught his hands, interlacing her fingers through his and squeezing tight.

This is the Doctor. The Doctor is doing this…

The intimacy of their clench washed over her, and it was enough to throw her head back, eyes falling shut. The Doctor wanted her. This was the same man as his previous bowtied self, whose hair would be falling over those green eyes as he knelt before her, whose usually restless fingers would be still in her grasp. And, at her next cry, he might let out a low chuckle against her and utter a gravelly ohh, Clara…

It was enough to send her over the edge as she let out a shuddering cry, answering the image in her mind. "Ohh, Doctor," she whispered in reply, opening her eyes to find grey-blue instead of green locked onto hers.

She smiled wide for him, letting out some kind of hiccup as her breathing hitched in an unexpected way. "That was just…wow, that was…"

She trailed off as he brought a hand to her face, gliding the tips of his fingers across her cheeks. "You're crying, Clara."

"What? No, I'm not." She laughed shakily. "That's just sweat."

"Sweat is leaking from your eyes, then."

She hastily brushed a hand across her face, confirming that she was, indeed, crying. "Well, that's because of you – I mean, that…that was intense." She smiled again, fingering his lapel. "So," she drew out the word. "Is there anything I can do for you?"

"Yes."

Something akin to a thrill shot through her. "Oh, really? And what's that?"

He slowly unbuttoned his jacket, shrugging out of it.

Clara's heart kicked up a notch, her mouth gone dry.

Then he laid his jacket across her shoulders, pulling it as tightly as it would allow across her chest. "You can let me hold you." He shifted onto his back. "I believe that was your original request, yes?"

"Yeah, but think you've repaid that debt, Doctor. Twice over, I'd say." She smirked.

"Well – then this is what I want."

"You're sure?"

"Yes." He held his arms out. "Come lie with me, Clara. Please?"

Still bewildered, she arranged herself around him, settling onto his chest. His hand immediately stole to the back of her head, long fingers lightly massaging her scalp. She sighed into the touch. "I just don't want you to think –"

"Hush. I don't want you to think," he countered softly. "Just relax." He continued stroking her hair, thumbs finding her temples. "No more thinking. Relax."

His touch was so soothing, so comforting, his embrace so welcoming, that despite her efforts to voice her insistence that they needed to talk about this, that there were things that should be discussed –

- she was soon asleep.

It was 3:37 AM.

That was the first thing Clara noticed.

The second was her head.

Ow. OW.

The third was -

Something's wrong.

She abruptly sat up in bed, wincing at the motion. Her vision swam a bit as it felt like her brain banged around inside her skull a few times before stilling. Rubbing a hand against her temple, she did a quick once-over of her room.

There was hardly anything remarkable about it. She'd been so eager to get out of her dress she'd uncharacteristically left it on the floor by her cupboard. The same was true of her bra and knickers, lying together in a heap on the floor. But her wrap was folded neatly in quarters, her clutch on top, and her earrings glinted in the low light next to the little pile. So apparently she'd tried to put things away when she got in but soon gave up, shedding her clothing on her way to bed.

But then she'd…apparently changed into a t-shirt. Or maybe she'd done that before she got to bed?

She flicked her tongue across her teeth experimentally, grimacing at the result. She'd even been too tired to brush her teeth.

Normally, she would remedy that straightaway, but she groaned in protest when she tried to move her head, stunned by the incessant ringing pain. She conceded defeat and flopped back on her pillow, pressing at her temples.

Maybe she should try to sleep.

Sighing, she turned over, pulling the sheet up to her chin. An errant thought hit her, snapping her eyes open:

The Doctor. He…

What about him?

Oh. Right. She'd seen him before her date. Wasn't going to see him for a week. At least Frederick hadn't thought she was going to a funeral. She huffed.

No, but…wasn't there something else?

She frowned, flipping onto her back. Well…he hadn't reacted to the news of her date. Maybe that bothered her.

But why? That was hardly surprising. Things were different now, and she accepted that. His lack of acknowledgement was hardly unexpected.

She chanced another look at the clock. 3:42. She should really sleep. Sighing, she closed her eyes, and tried to relax.

But…the Doctor…

She groaned, pulling the sheet over her head as if she could shield herself from her runaway thoughts. Out of all the possible worries in her life, he certainly wasn't going to be the one to keep her up at night.

But the Doctor stubbornly refused to vacate her thoughts, her mind inexplicably clinging to him as she tossed and turned. When she finally achieved sleep, it was restless and troubled.