A/N: I'm so, so sorry for being so late to update. I lost inspiration for awhile there, and it was harder to get it back since this is an OA. I hope you enjoy! Comment responses in endnotes.

Edited: 1/2/2023

"So, Doc, what makes this place so special?"

The Doctor paused to give his companion a confused glance. "When did I say it was special?"

Elm returned his look with one of her own. "You said you'd take me somewhere special next time 'round? This isn't it?"

He narrowed his eyes in thought before rolling them. "Right, I remember now. You valued a burger over the fate of your species."

"They smelled good, and it wouldn't have taken much time to get one," she defended. "Regardless, a deal is a deal."

"Fine," the alien man muttered. "I guess this works. Yes, Elm, this place is 'special'."

Rose entered the room then. "Special?" she asked. "How?"

The Doctor shot his younger companion a grumpy look. "Where have you been?"

"What's it to you?" Rose snapped back.

"So," Elm stepped in. "What is this place and what makes it unique?"

It was an obvious diversion, but it did the trick. The Doctor approached the doors to the TARDIS and stood before them. With an obnoxious showman's voice, he explained their destination.

"Outside of these doors is Narr, one of the most diverse planets in M104. It's known to your planet as the Sombrero Galaxy," he lectured. "Over 100 species live on the planet, and over 300 do business here. If I've got my timing right, and I always do-"

"Except when you don't," Rose muttered.

The Doctor continued. "The Midyear Festival should be going on."

"Oh, so we get to go shopping?" Elm questioned with a beaming smile. "That's brilliant!" She tried stepping around him but was stopped by a hand on her shoulder.

"Oi, hold on. There are some rules we need to go over beforehand. Plus, I haven't given you a credit stick yet."

"Go on then!" Elm exclaimed.

The Doctor nearly grinned at her enthusiasm but quickly squashed it down. "Right. I've got to pick up some parts while we're here, which means I'm going to have to leave you two on your own. So, the first rule is to stick together. Rule two, don't eat any food."

"Why not?" Elm asked, equal parts curious and disappointed.

"One of the key ingredients they use is toxic to your species. If you're hungry, you'll have to come back to the TARDIS."

"Anything else?" Rose cut in. She grabbed for the credit stick, but the Doctor moved it out of her reach.

"No, but I want you two back in three Earth hours," the Doctor replied, tapping his watch. He pointedly handed the credit to Elm, not Rose. The blonde frowned. "That's unlimited credits. Try not to break the economy."

"Yes, Dad," Rose mocked. "Can we go now?"

The Doctor stepped to the side and opened the door. "After you."

Elm immediately bounded out and looked around with wide eyes. It was her first alien planet, after all. They were in an alley of sorts, though it was unlike anything she had ever seen. The houses were rounded rather than square, and there were two suns in the sky. One was rising and one was setting, creating a beautiful mixture of dusk and dawn. Rose followed her out and gasped at what she saw.

"With twin suns, Narr never experiences night," the Doctor explained as he locked the TARDIS. "Do you have some way of telling the time?"

Elm nodded and got her phone out, setting a timer for three hours. "Ready."

"Good," he said with a nod. Throwing Rose a glance, he headed down a narrow passage to the right. "You two go left. Don't be late!"

Unwilling to delay, Elm grabbed Rose's arm and dragged her down the left passage. The blonde laughed in delight. It was a remarkably clean alley, with no graffiti or trash that she could see. Anticipation grew within her and Elm released Rose's hand to run the rest of the distance.

The market was, in a word, colorful. Cloth dyed a dozen different ways in neon hues were draped over stands filled with alien goods. Speaking of aliens, there was no shortage. People of different species dotted the area, speaking in a wide variety of accents. While most of them seemed normal, for aliens at least, there was an odd running trend. Every so often there would be a pair where one would walk in front of the other. The follower always wore a neutral expression, eyes trained on the leader's feet. Before Elm could wonder about it, Rose caught up with her.

"Blimey," she murmured. "That's a lot of aliens."

"It's gorgeous," Elm agreed. "Which way do you want to go?"

The blonde shrugged and together they stepped into the crowd. Moving with the flow of pedestrians, they window-shopped a bit before stopping at a stand full of odds and ends. The alien running it gave them a smile that was no doubt meant to be friendly. Their pointed teeth made the gesture seem more threatening than welcoming.

Rose picked up a ball made of wires and metal. "What do you think this is?"

"No idea," Elm replied as she examined a necklace-looking thing. "I've got a question though, now that we're out of the TARDIS. What's going on with you and the Doctor?"

Rose paused and set down the ball thing. "I dunno what you're talking about."

"You two are obviously fighting about something," Elm said with a sigh. "You aren't exactly subtle. What happened after you dropped off Adam?" When the girl refused to answer Elm stepped forward and placed a hand on her shoulder. "Rosie?"

"He hasn't given me the TARDIS key back," the younger girl burst. Stepping away from her friend, she turned away and crossed her arms over her chest. "I asked for it, and he says I can't be trusted. He called me an ape. An ape!"

Elm narrowed her brow in thought. "Have you apologized yet?"

Rose spun around and gaped at her friend. "What? What for?"

"You did give a key to his home to a relative stranger," Elm pointed out. She lifted an alien rock to her eye to look at it closer. "Maybe if you apologize, he'll give it back."

"What, so you're taking his side?" Rose questioned. There was an injured look in her eye that made Elm set the stone down.

"I'm always on your side, Rose. The TARDIS is his, though. He's got the right to withhold the key from you if he feels he can't trust you with it. I think apologizing would be a good first step to making it better."

The girl furrowed her brows in thought. "That... makes sense. I'll think about it." Averting her eyes, she continued. "Can we talk about something else now?"

"Sure!" Elm exclaimed. "I need your opinion." Lifting a broad feathered hat to her head, she smiled. "Does the alienness of this hat affect my status as a no-hats-whatsoever person?"

All seriousness washed from Rose's face as she broke into giggles. "Oh my god, take that off. You look ridiculous."

Elm adjusted the ordainment. "Really? I think it'd be a good conversation starter. Plus, it matches my bird socks."

"More like a conversation stopper," Rose replied. Snatching it away from her friend's head, she set it aside. "It makes you look like a nutter."

"I'm considering changing my wardrobe up a bit. I've got the whole of time and space to choose from now, so I could expand my horizons-"

"Don't you dare," Rose interrupted. "Keep your fashion choices beneath your usual clothes, for your sake and mine."

Elm sighed. "Fine."

OoOoOoO

By the time three hours were up, the girls were loaded down with four bags each.

"Do you think Mum'll like the earrings?" Rose asked as they approached the TARDIS. Elm set down her bags to retrieve her key.

"They're big and gold. She'll love them," Elm replied as she unlocked the ship's doors. "Go on ahead."

Once Rose was inside Elm picked up her stuff and brought it in, closing the door behind her with a foot. The time ship brightened as she entered, revealing an empty console room.

"Doctor, we're back," Rose called.

When no one answered, Elm frowned. "Do you suppose he's not here yet?"

"Can't even keep his own deadlines," the younger woman complained. "I bet he got into an argument with someone."

"Says you," Elm quipped. "The person who tried to haggle down the price of a sundress."

"It was way too expensive."

"What does it matter, we have unlimited credits!"

"It's the principle of the thing," Rose argued.

"I'm sure Doc would say the same thing," Elm said. "Speaking of him, have you thought about what we talked about?"

Setting down her things, Rose collapsed into a seat at the console with a sigh. "Yeah."

"And?"

"Yes, fine, I'll say I'm sorry," she relented. "I would have anyway, even if you didn't ask me to."

Elm smiled. "I knew you would. I just wanted to expedite the process. Seeing you two fight makes me itch."

Rose glanced at the doors. "How long do you think he'll be?"

"Any longer than two hours and we go looking, deal?"

"Deal."

"In the meantime," Elm began, lifting her bags. "Let's put this stuff away and eat. I'm starved."

OoOoOoO

Two hours later and the Doctor was still nowhere to be seen.

"I bet he offended someone and was arrested," Rose predicted. The two were heading down the right alley, the one the Doctor took five hours previous.

"At least we've got bail," Elm joked, patting the pocket that held their credit stick. By this time the sky only held one sun at about the midday position.

On the other side of the alleyway was an identical-looking street to the one they went down. If anything, it was more crowded than the last.

They approached the first stall on the right.

"Excuse me," Elm began. "Did a man in a leather jacket walk by here a few hours ago?"

"Big ears, short hair?" Rose added.

The alien's face contorted in disgust. "You know this man?" Her voice sounded feminine.

Elm nodded eagerly. "Yes, he's our friend. Did you see where he went?"

Instead of answering, the alien waved them away. "Leave. I will not talk to your sort."

"Oi!" Rose exclaimed indignantly. "What's that supposed to mean?"

The girls were ignored in favor of a customer. Rose opened her mouth, no doubt intending to shout at the alien. Elm pulled her away before she could get the words out.

"We can't help the Doctor if you get us arrested," she pointed out. "Let's try another stall."

Face still flushed, Rose nodded and marched forward, leaving Elm to trail behind. After approaching another vendor the blonde immediately whipped out a familiar brown paper booklet. "We need information."

The alien stared at the card for a moment before jumping to attention. "How can I help you?"

Rose nodded and stuck the psychic paper back into her pocket. "We're trying to find our friend."

"He's about this tall," Elm reached her arm up to about the Doctor's height. "With short hair and blue eyes."

The alien wilted the longer Elm spoke. "Is he the same species as you two?"

"Looks like, yeah," Rose answered. "He was wearing a black leather jacket."

"Oh dear," the alien fretted. "Yes, I've seen your friend. He was arrested, and taken away by the police."

Elm sighed. "What'd he do?"

"It's a bit of a complex issue, especially for off-worlders," the alien explained. She was obviously dodging the question. "I'm not native to the planet either, so I understand Parr's laws take getting used to."

Elm's eyebrows lifted. Did she hear the alien right? Parr? The Doctor said they were on Narr.

"Just give us the shorthand version," Rose pushed before Elm could question it.

The alien hesitated for a moment longer before sighing. "Your friend's been arrested for crimes against the Social Code."

"The Social Code?" Elm questioned. "What's that?"

"From what I understand, it was developed a century ago when females became the dominant sex. Your friend was walking around by himself as an unclaimed male. That was bad on its own, but the way he was walking…" the alien sighed. "He was being very disrespectful and immodest."

"Wait a sec, so women run the world here?" Rose questioned with a giddy sort of excitement. "And the Doctor was arrested because he wasn't modest enough?" she giggled. "This is rich."

While Rose fought to regain her composure, Elm's mouth fell into a concerned frown. "Where did they take him?"

"Probably the city's male holding center," the alien pointed to their left. "Walk that way and you'll get there eventually. I'm certain that if you explain the situation, they'll let him go on the grounds of diplomatic immunity. What planet are you from again?"

"Terribly sorry, but we've got to go. Thank you for the information," Elm replied in a rush, grabbing Rose's arm to pull her away. Once they were out of earshot, she spoke. "What did the psychic paper tell her we are? And where'd you get it?"

"I think I'm some sort of diplomat," Rose said between giggles. "I snatched it off the Doctor when he was being a git earlier. I just wanted to tease him, but now he's gotten himself arrested. For immodesty!" she laughed again.

Elm fretted. "What if they don't let him go?"

"He'll be fine," Rose said, waving off Elm's concerns with a hand. "Can't get into any more trouble locked up, can he?"

OoOoOoO

"Say again?"

"The male you are trying to collect has already been claimed," the receptionist repeated to the flabbergasted humans.

"But he was with us!" Rose exclaimed. "Who'd take someone else's… erm… male?"

The receptionist sighed. "The ways of royalty are a mystery to ordinary folk. He was rather exotic. He was likely claimed for the Queen's harem."

"The Queen? Harem?!" Rose squeaked, her voice rising with every word. "What-why-how-"

"We need to see him," Elm interjected. "He was our pilot and has information on, uh, flight… patterns. Yes. Flight patterns. Is there any way we could speak to him before he's taken to the…"

"Palace?"

Elm nodded. "Yes, there."

Tapping a finger on her desk, the alien nodded hesitantly. "I suppose you could request a meeting over at special holdings. That's where he's being held now."

"And where's that?" Rose questioned.

"Two buildings over. You'll need to present your ID to get in," the alien said. "You should hurry. Once males go into the palace, they rarely come back out."

A cold feeling settled onto Elm. They needed a plan.

OoOoOoO

Marching up to the gate with all the authority she could muster, Elm held up the psychic paper. "Royal guard. Here to collect the exotic male."

The guard hurried to let them in. "Usually, it takes longer for you to collect. We haven't had the chance to wash him."

"Rush order," Rose replied with a toothy smile. "We're supposed to collect his things too. Do you mind showing me where those are?"

"Of course," the guard replied. Handing Elm a key, she pointed left. "He's number 3 in the Bad Wolf section."

Elm nodded and immediately headed down the hall. Turns out the guard wasn't pointing to the Doctor, but rather to a map of the facility. The Bad Wolf section was on the right of the second floor. She repeated those directions to herself as she ascended the stairs. After reaching the section, it was straightforward with the numbering system.

Double-checking to make sure she had it right, Elm unlocked the strange metal door. The Doctor sat on a cushioned chair in the corner, hands cuffed in thick restraints. He flashed her a toothy grin, and she had to fight against her instinct to hug him.

"Please stand and come this way. I'm here to collect you."

"Of course," he replied with a wink. "Took a bit longer than expected."

Elm smiled to herself as she led him back down the stairs. "In our defense, you weren't where you were supposed to be. They treat you alright?"

"Fine, though I did get a nasty shock to the back when I first tried running," he complained. "I think they used a cattle prod!"

"Resistance is futile," Elm replied with a giggle. "You should know, my associate thought this was hilarious."

"She would."

As if summoned by their conversation, Rose joined them. The guard from before was with her as well, and Elm immediately made her face neutral. "Did you get everything?"

"Yeah," Rose said, holding up a bag. Glancing behind her friend at the Doctor, she smiled. "Looks like you did too."

Elm turned to the guard. "If there's nothing else, we should get going. Can't keep the Queen waiting."

"No, no, of course not," the guard replied. "Though there is some paperwork, you understand…"

"We could come back after dropping him off," Rose suggested. "We've wasted enough time as is."

The guard seemed wary, though nodded. "If you're certain you'll remember."

"Yes, expect us by the end of the day," Elm replied, feeling a bit guilty. Hopefully the poor woman wouldn't get in trouble.

Nodding to herself, the alien opened the door for them. "I'd be careful escorting him. He's slippery."

Rose let out a laugh. "Thanks, we know."

Keeping up their ruse, the girls escorted the Doctor down the street. They got several odd looks, though none that lingered. They didn't stop pretending until they were well away from government buildings.

"Have you got my sonic?" the Doctor asked immediately. Rose gave him the device, and the Doctor awkwardly positioned his hands to unlock the cuffs. As soon as he was free Elm jumped him, wrapping her arms around him.

"I'm glad you're alright," she said before pulling away. "I was worried when we found out you were arrested."

The Doctor seemed frozen for a moment before jerking his head. "It took you long enough, I was wondering if I'd been abandoned."

"'s not like we could've left without you," Rose defended. "We thought you might've gotten into a fight."

"I did, and wasn't lying about the cattle prod," the alien man winced and rubbed his back. "That's going to sting for a few days."

"It's your own fault for being so immodest," the younger woman teased.

"About that," Elm cut in. "Why didn't you tell us about the Social Code? You could've at least warned us you might get arrested."

The Doctor shuffled from foot to foot. "I would've if I'd known we were on Parr."

"Parr?" Elm questioned. "I thought we were on Narr?"

"Parr is Narr's sister planet, identical in nearly every way besides..." he trailed off. "Regardless, it's an easy mistake to make, getting those two mixed up."

Rose opened her mouth to speak, no doubt meaning to tease when the sound of shouting reached their ears.

Elm's eyes widened. "Do you suppose that's for us?"

"I'd rather not find out," the Doctor replied. Grabbing a hand from each of his companions, he grinned. "Run!"

OoOoOoO

The human girls collapsed on the grated floor of the TARDIS, chests heaving. Unaffected, the Doctor quickly flipped a switch to dematerialize the ship.

"Well, that was exciting," he said after a moment. "Did you two manage to get any shopping done while I was being interrogated?"

"A bit," Rose replied after a breath. "Did you get the things you needed?"

The Doctor frowned. "No. We'll have to go to another market."

"Double check your coordinates this time, alright Doc?" Elm said as she stood from the ground. She helped her friend stand as well. "But before we do that, I think Rose has something she needs to talk to you about."

"I do?" the girl questioned. Elm gave her a meaningful look, and understanding dawned on her face. "Right. Yeah, I do."

"What is it?" he questioned, still messing with the console.

After an encouraging hand squeeze from Elm, Rose spoke. "I'm sorry for giving the key to Adam. I shouldn't have and won't ever do it again," she sighed. "If you ever give it back, that is."

For a moment the Doctor paused. Then, with a flourish, he pulled a switch. "Thank you. Now, if that's all, you ready to actually experience Narr during the Midyear Festival?"

"If you're certain you've landed us in the right place," Elm replied.

"Of course I have. I never make the same mistake twice. How about you, Rose Tyler? Ready to see more of the universe?" He turned so that they could see his face. He was smiling his usual mad grin.

Rose smiled as well. "Enough talk, let's go!"

E/N: As you can see, the Doctor and Rose got in a bit of a spat. It's still not completely over yet, but on it's way to being resolved. My interpretation of Rose is just a bit immature, though not insultingly so. Keep in mind she's only 19, while Elm is in her mid-twenties. This will not be a Rose-bashing fic, I swear. No companion bashing in my house.

Thank you all for the wonderful comments, they were very encouraging while I was absent!

Comment Responses:

scarlet rose white: Thank you so much, that's nice to hear! To answer your question; Rose is not the love interest, Elm is. Their romance is going to take a while to develop, but we'll get there!

SnowCatt: It was a bit harsh, but I think it all comes down to him abusing the gift the Doctor gave him. To use an illustration, he didn't want to enjoy the truffula trees, he wanted to profit from them.

Rosealyn: Thank you so much, I'm glad you like Elm. I sometimes worry I rely on the source material too much, and it's good to hear that it's still enjoyable.

Arashi - IV of VI: Thank you!

sam: There will be more quiet moments in the future, I assure you. I do plan on sticking to the general plot of the series, but Elm will definitely cause some deviation. It's not so apparent now, but I have this whole 'book' planned out!

littleorion: Yes! I got someone! I enjoyed writing that bit, and was hoping someone would comment on it! (I have two cats of my own, pet yours for me, would you :D) Donna is going to be an experience, especially given when she comes into the TARDIS (wink wink, nudge nudge). Rory won't get lost in the shuffle, I promise. As for Jack, lets just say I don't plan on dropping him like the actual show did.