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'Cause I can't help crying;

And I won't look down.

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There was a knock at her bedroom door not long after she had disappeared into its safety. Rose, who was lying on her bed gazing through a photograph album looked up.

"Who is it?" she asked without thinking.

There was a slight pause as, on the other side of the door, the Doctor frowned.

"Er... It's me," he called back, his Northern edge floating to Rose through her door. She laughed embarrassedly and invited him, her attention returning to the album in her arms.

The Doctor walked in, a mixture of amusement and confusion on his face. He leant easily against the frame, his eyes gliding over her while she read.

"Who'd you think it was?" he questioned lightly, his attention fixed on her: nothing else in the room seemed to matter. "The Loch Ness Monster?"

She looked up and blinked at him.

"You're not gonna tell me you've had the Loch Ness Monster in 'ere, are you? 'Cause honestly, Doctor, I don't think the locks on my door are that strong."

He laughed, a full, entertained laugh. He also seemed to miss the fact that she wasn't joking.

"Nah," he answered with a grin. Then, as an afterthought – "Old Nessie's usually fairly good 'bout knocking, anyway."

Rose gaped at him, making him laugh further. With a grin that would melt the coldest of marble stones, he sauntered innocently over to her, peering at the photograph album as he did so. She closed it before he could look. With the smallest of pouts, he shrugged and sat down on the bed by her feet, his hands clasped between his knees. The Doctor sat for a moment or two watching her, the dim lights of the TARDIS throwing dancing embers in his gentle eyes and shadows across his defined face.

"Hello," he said softly, at a loss for anything else to say.

With a look that was between a frown and a smile, Rose considered him.

"Hi..." she responded slowly, not quite sure why he had come in to her room. Usually he would give her details of where they were next headed and suggest she change to 'fit in'. Like that ever made a difference – they always got noticed wherever he went.

This appeared to be different.

At her reply, the Doctor's face cracked into a wide smile, his eyes lighting up. He made no attempt to continue.

Not being able to take it any more, Rose snorted with amusement and shook her head laughingly.

"You're mad," she told him softly, affectionately. His grin merely widened.

"As a hatter," he a agreed with a nod. He stood up, his eyes roaming her bedroom for the first time since he could remember. He wandered over to her dresser and picked idly at her bits and pieces of make-up, perfume, hairspray... He mentally counted over forty two items of accessory, his brain working fast. "D'you know where that expression comes from?" he asked as he pondered, flicking his finger at the tip of a make-up brush.

"What expression?" Rose asked, watching him interestedly as he pawed through her items.

The Doctor stopped for a moment and looked up, his eyes meeting hers.

"Mad as a hatter."

She shrugged, figuring that he would tell her whether she knew or not.

He smiled wryly and looked back to the dresser, replacing the brush and picking up a bottle of perfume.

"It comes from the mercury poisoning hatters used to get in earlier centuries on Earth," he explained distantly, his eyes on the bottle of perfume. "Results of the fumes from putting the liquid mercury over heat." He uncapped the bottle and brought the tip to his nose. Rose watched in suppressed awe. "Used to drive them quite mad – literally. Not a pleasant turn of phrase, come to think of it." The Doctor brought his head up again and looked Rose firmly in the eye. "Why do you wear this stuff?"

Rose, a little taken aback by the question, stumbled over her words. "I... Er..."

"I mean, don't get me wrong; I like it," the Doctor shrugged, replacing the cap and putting it back on the table. "You just don't need it. That's all. Oh, wait... hang on..."

He cocked his head to the side, frowning to himself as he fell into deep thought.

"Cinnamon," he continued thoughtfully, his eyes having adopted a somewhat glazed tone. "With... a hint of... Ginger, I think. And a little Musk, too."

His eyes came up again as he drifted back to reality. Rose's gaze had never left him, the wonder apparent in her eyes.

"That's not the one you wear," the Doctor observed quietly, his gaze intense. Was it just her, or did the temperature in the room just rocket by about sixty degrees?

Rose swallowed and slipped the photo album surreptitiously under her covers, blinking widely at the Doctor. He had certainly adopted a very strange, inquisitive nature.

"Nah," she choked out at last, realising the Doctor had been expecting an answer.

His eyes glittered. "Why? It's nice."

She frowned, despite herself. The Doctor caught her expression and chuckled.

"Not that what you usually wear isn't nice," he added softly, amusedly. "Like it more, actually. But, y'know. Know what I mean. Why stick to just one if you're goin' to bother at all?"

"Yeah, I know what you mean," she sighed, tiredness suddenly creeping up on her like a nervous deer through a wood. But she smiled wryly and blushed, ever so slightly, at what he'd said.

And, of course, the Doctor noticed.

"What?" he asked, his curiosity getting the better of him.

Her smile broke into a grin. "'S'nothing," she mumbled, her tongue tucked into the corner of her mouth between her teeth. The Doctor quirked an eyebrow.

At the persistent look he gave her, Rose gave in.

"It's jus'... Well, I don't, really. Wear anythin', that is. Like that. It's for... sorta... just in case..."

His face fell into embarrassed realisation as he retraced the conversation in his head and realised what he'd said. Turning his head back to the other products on the dresser, the Doctor was pleased when his blush was disguised as just a tinge in the tips of his ears.

"Oh," he coughed nervously, avoiding her eye. What more could he say?

"I do sometimes, though," Rose added hastily, feeling like she had broken some sort of unwritten code. "Bit of fun, here an' there. I mean, I am a girl after all."

"Yes, I had noticed."

His gaze was entranced with the items on the dresser again. However, feeling he had explored those as much as possible, he extended his arm to pull open the first drawer. He wasn't quite sure why he was doing so, or even why Rose was letting him. He had no real desire to know what she kept in her room and less so what she kept in the first drawer of her dresser. Well, until he saw what was in there, of course. At which point, the entire thing became highly amusing.

Seeing where his hand was headed to, Roses made to hastily get up off the bed. She could have said something – anything – to stop him from opening that drawer: but her mouth seemed to have given up. In a last desperate scramble, she fought against the quilt. Too late. The Doctor's eyes widened as he peered inside.

"Those're Shareen's," Rose reasoned quickly, her face flushing so much she felt like a stupid, red tomato. Maybe the Doctor wouldn't know what they were. Maybe he would believe her (and why shouldn't he? It was the truth... sort of...). Maybe he would just let it go.

Maybe not. When he looked up there was a smirk scrawled all over his face. He was trying not to laugh.

"Oh?" he questioned, his eyes dancing with suppressed laughter. "Can I ask what Shareen's are doing in here?"

Rose sank hopelessly back on the bed, suddenly completely enthralled with the fingernails of her left hand.

"Yeah," she replied coolly, despite the temperatures that were playing havoc with her inner organs. "She bought 'em for me last time we visited. As a sort of... goin' away present, she said. Because well, um... they all thought... y'know... about us..."

"Yeah, I know," the Doctor snorted, tactfully pushing the draw closed again. "Didn't have to keep them though, did you? What, thought they'd make a nice little souvenir?"

He was grinning as he spoke, teasing her – he was enjoying this, the realised. Enjoying her discomfort. She worked up the courage to look him in the eye.

"I forgot about them," she replied pointedly, her voice only just touching on belligerent.

"Is that so?"

He took a step towards her, eyebrows raised, his eyes glittering like diamonds again. Actually, considering their colour, more like blue-tinted pearls on the sea bed.

She shifted a little uncomfortably. It had been a joke between friends at the time, and seemingly very funny. But now it was just awkward and she wished the Doctor was out in the console room, not standing a few feet away from her discussing the private contents of her drawers.

"Well. I won't tell if you won't," the Doctor shrugged quietly at last, casting a look back to the dresser. Rose blinked at him, stunned, not sure if she had heard him correctly.

"...What?"

He turned back and frowned.

"About those." He jerked his head in the rough direction of the dresser. "Don't imagine you'd want that gettin' 'round the universe. Might bring up all sorts of misconceptions about what we get up to in the depths of time and space. And sayin' that, I wouldn't go challenging me to a race any time soon, either – imagine the poster!"

He was grinning again, stupidly, completely unaware to the torture that was ripping through her. She couldn't meet his eye. Suddenly aware that he had touched a nerve, his grin vanished, and he made to sit on the bed again. She almost – almost – flinched.

He put a hand out calmingly to her ankle: mostly because it was the only part of her he could reach.

"I'm sorry," he said earnestly, watching her carefully and running a thumb comfortingly over her skin. She'd kicked off her shoes earlier, leaving them strewn in the middle of the floor. Her eyes rose to meet his and there was urgent hesitancy in her look. "What happened?" he asked quietly.

She gulped down a lump of rushing emotions, increasingly aware of the tears that were beginning to sting her eyes.

"'Doesn't matter," she replied with a small sigh, glancing down again. The Doctor nodded slowly, taking the hint. He wouldn't push it.

"Okay," he accepted softly with the smallest hints of a smile. "But you know where to find me if it... er... does."

He made to stand, to leave her in peace. He would surprise her with the planet they had landed on some other time. She didn't appear to be in the state for it now. But as he stood, Rose leant forward, reaching for his hand. He turned his head to look at her, his eyes gentle. She was looking up at him, her eyes large, her face scared. Quite of what, he didn't know; he also didn't know how to fix it. She suddenly looked so vulnerable it was all he could do not to bend down and sweep her into a hug – but he somehow got the impression that that wasn't what she needed right now.

"What is it, Rose?" he asked, his voice tender and quiet.

"I jus' – I dunno – "

It was true. She really didn't know why she had gone for the Doctor's hand like that. Just that she didn't want him to leave. He had never been around her like this, and she wasn't just going to let it slip away.

"I'm... tired..." Rose answered at last, at a loss for anything else to say. He blinked down at her for a moment as she pulled tentatively at his hand.

"If you're tired, you should sleep," he answered sternly, not taking his eyes off her.

"Real Sherlock Holmes, you are."

He grinned at her – but it faded when he realised she was still holding his hand, not letting him go. Not that he wanted to go. He wanted what she wanted: what he could see in her eyes. To lie down next to her, take her in his arms and let sleep enfold them both. He hadn't slept in so long... But he wouldn't bring himself to give in to temptation, of either sleep or Rose.

"I should be getting back to the TARDIS," the Doctor reasoned eventually. It was a lie, and they both knew it, but it was better than the indecision he was stuck in like No Man's Land. "Won't fix itself, y'know."

Rose nodded slowly before uncurling her hand from his.

"Right," she sighed glumly. "So I'll just... sleep, then, yeah?"

"If you're tired," the Doctor nodded.

"Right."

A pause, in which he nearly turned for the door. There was nothing holding him back now, after all. Well – nothing physical.

"But I'm not."

He blinked.

"Not what?"

"Tired."

"Oh." He frowned. "You said you were."

"Yeah, I know, but I'm not. All right?"

"All right."

"So..."

There was another pause as they considered each other for a moment.

"Look, Rose if there's something you want to say, just say it."

She raised an eyebrow to him questioningly.

"'Scuse me, who's the one who barged in here without a reason?"

"I didn't barge!" the Doctor defended instantly. He then frowned to himself and glanced to the floor. "But yeah, I s'pose you're right."

Rose let out an exasperated sigh and stared down to the covers, the corner of her photograph album digging uncomfortably into her leg. She wished she'd thought of a better place to hide it: but she had had to think fast, because she hadn't exactly wanted the Doctor to find that she had been leafing through photos of her and Mickey together. He might have gotten offended.

"So, you gonna go off to the TARDIS then? Or you gonna sit here with me here?" she asked at last, a clipped tone to her voice. She didn't look at him. She didn't need to – not to know his answer. The second question had been more of a teasing joke, really. Sort of.

Taken aback by the abruptness of the question, the Doctor started. He blinked and made to move. TARDIS it is, then, he thought idly.

But rather than listen to his decision, his body made to sit next to her on the bed.

Rose looked up, evidently just as shocked as he was. He hadn't meant to do that. He'd meant to leave, go off and amuse himself, read something, look at the aquarium, count his pairs of socks. Something else. Anything else. But he'd sat down. With Rose. On the bed. And as their he held her gaze in a moment that lasted an eternity, he felt his hearts begin to race.