AN: Whew, it's such a relief that so many more people love TwelvexClara than I imagined! I was thinking I was the only crazy one that started to fall in love with the ship more and more as the series went on... is set in between Listen and Time Heist, and involves a conversation about what the Doctor shouldn't know and Clara's maybe salavageable date. Enjoy!

Listen. The word still haunted the Doctor's thoughts, in more ways than one. When he was alone on top of his ship, his feelings for a certain brunette teacher were itching to be defined. He was running away from that.

So, he stole Clara away (he was going to pretend it didn't thrill him that he took her away from a date).

Now, she had her back turned to him, still staring curiously at the TARDIS door.

"Clara?" he asked carefully. "Everything alright?"

She turned towards him slowly, her eyes still not quite seeming to focus on him. "Yeah, just...thinking is all."

"Anything you want to share with the class?" he asked aumsedly, staring at her intently, in the hopes she would feel it and turn her attention on him.

It was at this Clara turned her gaze to the Doctor, it was such an intensity that he almost wished she hadn't at all. "I'm sure I don't. I meant what I said."

"Never look where we've been?" he asked, threatening with a motion of his neck to look over at the monitor and spy at the coordinates they had been at just moment's previously.

"You wouldn't," Clara said calmly, reaching out to place her palm over his knuckles, and causing his stomach to knot.

"How do you know?" he challeneged, even though he knew she was right.

"You don't disobey me," she said firmly and confidently, moving her hand to brush her hair out of her eyes.

"Right," he said, "weren't you going back to a date...or something?"

"Yeah," she said, walking past him to close whatever it was on the monitor. "I think I'm ready now." She smiled secretly, and it made his stomach churn.

Clara Oswald was about to walk out of his life forever, this was always the first step: finding someone new to occupy her time.

"You never told me about mystery man," the Doctor commented in what he hoped was a casual way.

"That's because you're very seperate parts of my life," Clara said, patting him on the forearm as she walked past him once more.

"Are we?" he questioned, his gaze burning into her.

Clara just swallowed and reached for the TARDIS' door handle. "I'll see you next Wednesday, okay?"

His mind betrays him with thoughts from earlier, Clara's back pressed against his front, his hands on top of hers as she piloted the TARDIS.

"Clara, wait!" he calls, more loudly than he wanted.

She spins on her heel. "Yes?" she asked, and he thinks he detects a bit of hope lingering in her face.

"Just...thank you," he said, looking down at the console as she leaves.

…..

The Doctor tried to focus his mind on anything else besides what Clara might be getting up to on her date, and it leaves an acidic taste in his mouth.

The thought of her hugging the date, kissing the date, it's enough for the Doctor's hands to curl into claws around his book. He sighed, resigning himself to the fact that he wasn't going to be able to think about anything else until he knew for certain how her date ended.

He placed the book he had been reading carefully on the little end table next to his armchair and stands up. The Doctor walked over to his console and piloted the familiar coordinates, until he knew he landed safely in Clara's flat.

As he walked down the grating towards the door, all his resolve is crumbling until he thinks better of this idea and turned around to pilot somewhere else. Until he heard the tentative knock on the door.

The Doctor's heart leapt in his throat, and he spun around quickly and strode towards the door to open it. Clara was still in her full makeup and date ensemble, but he let her in.

She didn't say anything to him, just led him over to the armchair. Once she was satisfied he was sitting down, she sat next to him, their thighs touching, and his pulse racing.

"It was...neither a disaster or nice," she tells him finally, leaning onto his shoulder.

He can't formulate any words.

"I thought it was ruined forever, because I was afraid, but when I went back the second time, it wasn't. We kissed," she told him.

The Doctor's muscles tense at that, his jealousy spiking.

"How was it?" he finally managed to ask.

"The kissing?" she asked, turning her head to look at him. "I'm not discussing that with you."

"What are you discussing with me?" he asked.

Her hand reached up to touch his hair for just a moment before she brought it back down. "Being afraid. Letting you know it's okay to be afraid."

"The dark symbolizes many things," he said, swallowing thickly.

"I know," she said simply. "I'm not going anywhere," she promised him.

The Doctor screwed his eyes shut, and wished he could believe her.

"You don't believe me," she said sadly. "Let's just say," she began carefully, "that what I saw out there, made me realize more than ever how much you are a part of my life, whether I wanted you to be or not. And I've just put my foot in my mouth again. What I mean is, you and I are going to travel together for a very long time, if I have anything to say about it."

The Doctor didn't know what to say to that, so he just leaned his head on top of his impossible girl's and lost himself in his thoughts.

He wasn't aware that Clara had fallen asleep until hours later when he heard the soft snoring coming from his shoulder.