A/N: Take note of the rating for this chapter. It's a T. Most definitely.

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Can you hear my heart beating?

Can you hear that sound?

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Rose's eyes flickered open, and it took her a moment or two to remember where she was. She had fallen asleep with the Doctor's arm by her waist and his hand around hers. She guessed that he had slept too, though there was no proof. He could have lain there watching her, for all she knew. Then again, that wouldn't have been so bad. It was the sort of sweet, protective thing he did.

During her sleep, which had been punctuated with strangely coloured apparitions, she had moved against him. Where once her head had been lying to his chest, her body curled into his warmth, she had rolled and was now lying on her side. Her back was pressed to the Doctor's chest, so close against him that her own torso moved with his breathing. The thump of at least one of his hearts beat against her shoulder blade like the rhythm of a soothing drum.

His warm, gentle breath was tickling the nape of her neck, his nose just brushing her skin. His arm was curled over her chest, pulling her close to him, his hand around hers. The tips of his calloused fingers rested gently in the side of her palm, the underside of his hand over her knuckles. His hand was so close to her, she had only to lean forward about an inch before she could kiss the join of his thumb.

The Doctor's other arm, she realised rather awkwardly, was slipped under her waist, so she was lying across his elbow. Her other hand had woven itself under his first arm – the one across her chest – and had joined with his by her waistline, their fingers linking together like the bonds in a chain. Even their ankles had crossed with each other's, and the Doctor's knees were pressing softly into the back of her own. Rose thought she should be embarrassed about waking up like this with the Doctor. But it felt so safe and natural, she found it hard to believe that she hadn't always woken up in his arms, even his simple breathing enough to send a shiver through her.

The smallest hitch in his breathing told her he was awake too. Rose wasn't sure if she should, perhaps, turn in his arms to look at him, or make to get up, or even say good morning. She wondered, idly, if there was something specific that Time Lords did when they woke up, to signify they were both awake.

She felt his legs shift around hers, his body trying to pull her closer to him. Oh yes – definitely awake. The lips at the nape of her neck began to glide, ever so slightly, over the tiny, receptive hairs. For a second, she was sure she felt him press his lips to her, and she closed her eyes against him. But the sensation was over so soon she wasn't even sure if she'd felt it in the first place. He could just have been moving in his sleep. Dreaming, maybe. Perhaps he was asleep after all.

"No, there's nothing that Time Lords do," he mumbled sleepily, his breath following a path down her spine like a wave. She suppressed a shiver. Not asleep.

Then she wondered about what he'd said, and frowned.

"Do about what?" she asked quietly, feeling his thumb begin to trace the knuckles of her hand slowly, his arm grip her to him like she was his life support at sea.

"To tell each other they're awake."

Rose blinked, before shivering once more: his nose was brushing against her neck again, his breath calm and warm. She wish he'd stop that, just to stop herself from crying out.

"You really want me to stop?" she heard him growl quietly, and she felt him pull his head back a little. All right, this time she knew she hadn't said that out loud.

"Doctor – are you reading my mind?" she asked. There was no accusation in her voice, which he was surprised at. She just sounded genuinely curious.

The Doctor cleared his throat and opened his eyes, as if suddenly realising where he was and what he was doing. That had, in fact, been exactly what he was doing. He hadn't known he was – it hadn't been a conscious thing. He had just drifted in there before his mind had really woken up, not even realising that he could hear her thoughts and see her dreams. Well, he reasoned, she couldn't exactly blame him. She was curled up in his arms, and there were some things a Time Lord just couldn't help when they weren't entirely in control of their own bodies. Namely, when they were asleep or severely aroused. He didn't like to admit which of the two which had affected him. He wasn't entirely sure.

"Sorry," he answered quickly, feeling abashed and guilty. Stupid, idiotic Time Lord. Can't even fall asleep without messing that up. "It's a Time Lord thing. I didn't mean to. It just... happens, sometimes."

Rose felt him begin to pull away from her, his hands breaking out of hers, his chest pulling back, his ankles uncrossing. She quickly tightened her fingers around his before he slipped away from her completely.

"No, 's'all right," she assured gently, pushing her body and warmth back against him. She didn't want him to leave. Not after this. "I was jus' checkin'."

"Checking that I was reading your mind?" he questioned, though he was smiling.

He relaxed against her again, finding her hands, her body. The nape of her neck. He hovered for a moment, warm against her, feeling her breathe beneath him. It had been such a long time since he had felt this with anyone, he almost couldn't believe it was happening. It was reckless and stupid, he knew, and would only cause more problems than it would solve. He should never have let himself fall asleep with her. But now that he had, he couldn't just up and leave her. Quite apart from the fact that she would be hurt and angry (and he wasn't having that, no matter how stupid this was), he was physically incapable of doing so. His body seemed to be ignoring every command from his mind, and it had eventually given up and slunk off somewhere, complaining about ungrateful Time Lords.

A moment or two's silence passed, in which they just lay there in each other's arms, both knowing the other was awake but not quite sure where to go from here. They couldn't lie around all day, that was for sure. There were places to go, people to see, strange food to eat, trouble to get in to. Not that he wasn't already in a whole whirlwind of trouble now.

"You'll tell me, won't you?" Rose asked suddenly. The Doctor blinked.

"Tell you what?"

"If you read my mind again. 'Cause, y'know, I just want to know."

He grinned to himself, letting his forehead rest gently against the back of her head. Her hair smelled sweet and fresh like her shampoo, and vaguely of coconuts. Coconuts and honey sounded about right.

"Yeah," he answered at last, the wide grin shining through in his voice. "I'll tell you."

The silence that rose between them was not the most companionable. Rose wouldn't have exactly called it awkward, exactly, but it was as if they were poised above an issue, like a diver to a swimming pool. Neither of them particularly wanted to jump, both enjoying the feel of anticipation below them. But the Doctor knew, maybe more so than Rose, that one of them had to take that fall. And it may as well be him.

"Did you sleep well?" he asked at length, the fingers of his hand playing with hers. It made him smile to feel her do the same.

"Yeah," Rose answered quickly, pretending that she couldn't feel every movement of his lips as he spoke. It was if he were whispering to her via her skin, sending little messages across every cell of her spine. She felt the heat rise in her cheeks as his body pressed closer to hers, his arms making sure she stayed close to him. "You?" she choked as the hand around hers began to brush its knuckles lazily up and down the length of her forearm. The bare skin that he caressed with the lightest of touches tingled and burned like he'd set it on fire.

"Not bad, thanks," he answered, his voice steady despite the rocketing of his hearts. "Been a while since I slept, so it could have been worse."

"Oh." Was that a compliment? She didn't know. "Okay."

More silence. His fingers paused, his mouth hovering above her neck so softly he could almost taste her. The hair that tickled his nose almost made him sneeze, but he refrained.

"You can relax, y'know," he added quietly, his body tensing before he pushed his mouth gently to her skin. "I'm not gonna bite."

The way he said it made it sound like he was leaving the word, '...Yet...' off the end. The thought sent a shiver right the way trough her. Rose felt her breath catch in her throat as his body shifted behind hers, his warmth coursing through her as he pressed himself gently against her back. Her hands began to sweat as the colour in her cheeks soared and a fresh band of sweat broke out across her forehead. It was all she could do was lie there, relaxed in his arms and weakened by his touch.

The taste he could feel hovering at the tip of his mouth sent his senses rocketing and he closed his eyes in ecstasy, working purely on instinct. He couldn't think. He could only feel the woman in his arms, savour her longingly at his mouth. She tasted sweet and pure, but with a bitter tang that teased him to no end. The temptation to devour her in that instant ripped through him and he applied increasing, tentative pressure to the skin beneath him. Feeling no resistance, passion exploded behind his caress, his body completely taking over. He began to snake his way back and forth across the nape of her neck, his soft butterfly kisses becoming more than just a whisper on her soft skin. Gaining more momentum, he let his tongue graze lightly over the skin under his mouth, his teeth teasing her with soft little nips. Rose let out a strangled word as he worked, losing coherent thought as his kisses became more intense.

"What was that?" he murmured softly, his lips tickling her skin as he spoke. He began to raise himself up slightly his mouth looking for new ground to cover.

Rose mouth moved without permission, the words spilling out of her without any thought involved. His touch had rendered her fairly useless in the though department, and with the heat that flooded through her, she all but melted.

"You're jus' – " she gasped as he found her neck again, his nose nuzzling the tender skin that he was making his way to. "This is all – I don't think I..."

His eyes snapped open as thought returned like someone had just hit him over the head with a concrete block. The speed with which he leapt away from her was impressive, even for his standards. He dropped her body away from him like he'd been stung, standing up and stumbling away from the bed. He stood frowning, confused, anger and guilt racing through him like a tidal wave.

"Rose, I – "

He faltered, blinking stupidly at her, not even knowing what to say. Oh, what in heaven's name had he done? Played a stupid, dangerous game and now he'd read her all wrong, mixed her signals, slipped up. He had lost his concentration for a second, a minute – but it had been enough. He'd blown it, blown his cover, blown his chance, blown it all. She would never forgive him now – not now she knew.

Rose, cursing her stupid, stupid mouth for saying things without checking, sat up and turned to look at him, her hazy vision soon returning without his caress to steal it away. The look on his face was almost enough to break her heart. He looked so sorry, appalled, angry, confused, hurt... a huge mass of emotions had crashed down upon him, and she knew it was because of her. What she had meant to say had come out wrong. She meant to say she couldn't say anything, that he was amazing, the she loved him. But it sounded like he had wormed his way to her by himself, like she didn't want any of it. Like he had hurt her. Like he had done it all against her will.

And before she had the chance to tell him so, before she could reach out for his hand, he blinked down at her a final time then turned and bolted for the door. It was the deer-in-a-headlight result for a moment as he'd stood; but then she'd braked and he'd darted off as far and fast he could. Rose felt the tears rise in her just seconds after he had left. She could still feel him close to her, still hear his breath, still picture him in her mind's eye. She wiped hurriedly at the salty crystals that began to spill down her cheeks, doing her best to keep them at bay.

Sinking back into the covers, Rose had to hold her breath to stop the spiteful tears from spilling further. Her mouth had spoken without any thought attached, tried to form words that made no sense. Her mind was thick with a fog she couldn't think through. The Doctor... upset... embarrassed... angry, probably, if his reaction was anything to go by. She had to talk to him. Had to tell him it was all right, that she was just stupid. Stupid, stupid, stupid. Slowly, she crawled up off the bed and made for the TARDIS console room.