It had been going on for far too long now.

At first, following the aftermath of the entire dinosaur-post-regeneration fiasco, the Doctor could chock the behavior up to simple observance. It would be only natural, after all, for someone to try and notice as much as they could about a person who they'd cared deeply for if they'd suddenly changed.

But it kept going, a few months now.

Clara Oswald had never watched him like this.

He'd remember it, even as clueless and puppy-like as his most recent former self could be, he would've noticed if Clara had watched his movements before the way she did now. It wasn't as if she was even trying to hide how her large chocolate eyes followed his hands as he'd plug in coordinates or tune the controls on the TARDIS. More than once he'd even caught her staring as he'd pointed on a map, or in a book, to something; She'd be lost on what he was saying, her eyes tracking his fingers every movement as she bit at her lower lip. Every single time he'd caught her, it would only take him clearing his throat for her to jump and go back to a more neutral stance, though sometimes her face would get a pink glow to it when she knew he'd been caught.

What the Doctor couldn't understand was why.

Why, all of a sudden, did Clara Oswald have such a fascination with his hands? With his movements?

It had occurred to him that the most simple, direct way of finding out just what was going on in his companion's mind was to reach out and touch her when he caught her. It would be an invasion of privacy, to reach into her thoughts that way, but her gaze had started to feel like an invasion to him.

And that wasn't even his entire problem.

There was also the matter of the shivering he'd see happen once in a while.

Sometimes when he'd growl about something, or yell at someone, fighting on a distant planet, he'd see Clara's entire body shiver.

That was also new. Seemed to be a reaction to the Scottish accent, or the deeper cadence of his voice- but the Doctor wasn't sure on that front, either.

On the outside looking in, it almost seemed like Clara had began to see him in a new light; like something more than their friendship had been. The Doctor knew that couldn't be the case. They'd discussed it once, then never again. 'I'm not your boyfriend Clara... I never said it was your mistake.'

Another part of him wondered if for some reason, he made her afraid now. Like she was watching his every move, listening to his every word for signs of danger.

It was that thought that bothered him the most. He decided it was better to find out that to speculate.

This Wednesday, after much careful thought, the Doctor had resolved to find out why.

Clara Oswald stepped into the TARDIS without being ask, without waiting until the Doctor came along to find her and tell her where they'd be off to today. She'd seen the Blue Box parked in an alley on her walk home, and simply let herself in.

It was a somewhat cold October day, and the warmth of the console room immediately soaked into her bones, a seeping comfort that made her smile. It was one of the things she loved most about the sentient old ship- her attention to being a good hostess. Clara removed her coat and hung it on the usual hook beside the door, giving a mental thanks to the TARDIS for her literal warm welcome.

The console room, however, was unoccupied, though there was a note with her name in swirling script sitting beside a cup of steaming cocoa on a tray near the jump seat.

'I'll be in the library if you need me' was all it said.

Clara folded the note and slid it into the pocket of her skirt, then picked the warm mug of cocoa up and took a long sip, letting the additional warmth from the creamy beverage seep into her bones, banishing the last of the cold the outside world had assaulted her with.

It was the richest, most delicious cup of hot cocoa she'd ever had in her life. The smell alone was almost too much, yet it was silky, almost like she'd imagined the chocolate river in Willy Wonka's factory would be like, except accented with marshmallows which had started to melt from the heat, adding to the rich flavor.

"Why the library?" She pondered aloud, and to her surprise, the TARDIS replied by flashing the interior lights in a pattern toward the hallway. "Okay, so it's a find out for myself situation. Fabulous." She snorted, making her way up the stairs, carefully carrying her mug so it wouldn't slosh and spill.

Thankfully, the TARDIS had taken pity on her, and moved the door to the library closer to the console room, and she'd made it without losing any of her cocoa to the floor.

Upon entering the room, which was, admittedly, enormous and more like a University library than a private collection, Clara couldn't find the Time Lord upon her first scan of the room.

"Doctor?" She called loudly, hearing her own voice echo back.

"Up here!" She heard him reply, from somewhere deeper in the volumes of the towering shelves.

"Up where?" She questioned, moving toward where she thought his voice had called from.

"Three back, two over!" He called again, and Clara followed the instructions, until she found a ladder propped against one of the shelves, though the Doctor wasn't on it. She poked her head out from between the shelves and looked toward the door, recounting to make sure she was in the right spot, and saw that she was. "Up here, Clara." His voice was quieter now, lower, closer than she'd expected. It made her shiver, so she took another long sip of cocoa before trying to do anything else.

Clara finally looked up to see the Doctor peering down from on top of the high bookshelf itself, a large mischievous grin plastered across his face, making his sea-storm blue eyes shine.

"What are you doing up there?" She ask, craning her neck to try and see what he could possibly be up to.

"Well, I started looking for a book about the common-form sign language used when humanity started colonizing the galaxy. I'd been meaning to brush up on it. Sign is one of the things the TARDIS simply cannot translate." He said, swinging his legs around so that they dangled off the edge of the shelf.

"W-" Clara stopped and blinked a couple times, swallowing nervously, "What do you need to know sign language for?"

"Because being able to communicate is important, and you can never tell when someone who is hearing impaired might need help." He explained, jumping down and landing right in front of her, so close she felt the wind off of his movement and nearly lost her balance. He held the book he'd been looking for up triumphantly and grinned.

Clara took a step back and hid her face behind the mug of cocoa, taking another long swig, but she kept her eyes on her friend.

Today's suit was a bit different, but still fit like a glove. The jacket was a soft velvet, and rather than the red silk lining, this coat had a royal purple liner, with deep accents on the lapels and waist coat. He'd gelled his shining silver curls in place, every bit of him reminding Clara just how much he now embodied the galactic nickname 'The Oncoming Storm'. It amused her to think how much younger he'd looked before, in his previous self, and how old he'd acted then. Here he was, giving the outward appearance of human middle age, yet at times he acted younger than ever. Clara shook her head and regathered her thoughts.

"If you were looking for a book, why'd you get on top of the shelf?" She tilted her head and looked back toward the ladder.

"Fresh perspective." He snorted and gave a shrug. "How's your cocoa?"

Clara had dove back into the mug, and his question caught her with a mouthful of marshmallow. She choked a bit before swallowing it down.

"Absolutely fantastic!" She complimented. The Doctor gave her a small smile and took his thumb and wiped a bit of chocolate from the corner of Clara's mouth, causing her entire face to burn red in an instant.

"You alright?" He ask, turning away abruptly, but motioning her to follow him. "You seem jumpy."

"I think my nerves are overactive today." Clara confessed, mentally cursing herself. 'Why would I say that?'

"Rough day at school?" The Doctor ask, gesturing for her to sit down on a couch before he took a seat in a chair across the coffee table from her.

"No, it was fine." She replied again, still frustrated with her own words. 'That wasn't at all what I'd wanted to say.' She'd much rather have blamed her students than admit to her best friend she found him unreasonably attractive now. It was putting her in too close of a proximity to the truth, and Clara hated it. Not being in control of every situation was hard enough- but being unable to control her own words was terrifying.

She closed her mouth, tightly pursing her lips, and she gave a large huff of air.

"What's going on then?" He ask, his face giving her only concern.

"I can't really make what I want to say come out. I try, but it's like my brain and mouth have a disconnect." She confessed, speaking slowly. She began to tap her foot rapidly in her seat and bit at her nails.

"Oh," The Doctor waved her worry off. "That's just the cocoa. The milk I use to make it is from a nut that grows only on one island on a planet with three suns. I know you don't get on well with dairy... Think of it as 'interstellar almond milk', if you like."

"Why would interstellar almond milk make my words come wrong?" Clara demanded, slamming the nearly empty mug on the table and sliding it away.

"It isn't making them come out wrong. They're coming out right." He corrected her.

"They aren't though, because what I want to say comes out as something else." She growled, frustrated with him more and more as the conversation went on.

"Yinknuts have a mild scopolamine element." The Doctor explained, tapping his fingertips together just in front of his face.

"A mild what?" Clara demanded.

"Scopolamine element. Scopolamine being a- I guess what humans would call- 'truth serum'." The Doctor shrugged, not reacting when Clara immediately sat forward, eyes blazing and jaw set.

"Why the hell would you use a milk with 'truth serum' properties for hot cocoa when there are an untold number of others you could've used?! There are like fifty plant based milks on earth right now!"

"It makes really, really good hot cocoa. Richest I've found, anyway." He replied casually. "Beside, I said it was mild. I didn't think about it being an issue."

It was then Clara noticed his demeanor. How his eyes never left her own, how he was studying her.

"You did this on purpose." She fumed.

"I just said I used it because it's the best cocoa, for you, my very best friend, on a cold windy day. Of course that's on purpose, were you not listening?" He remarked.

"No. No, you drugged me." Clara barked. "How dare you?!"

"I have not. Its a side effect, a mild one. I told you about it. I'm hardly holding an interrogation here, am I?" He bit back, his tone raising to match hers.

Clara watched him, watched his face. She was so cross with him and embarrassed with herself she could hardly bare either one. Her nostrils flared as she failed to keep her temper in check.

"I think I'm going to go." She hissed finally, standing from her seat so abruptly that her knees both cracked against the coffee table, but in her rage she barely winced, electing to ignore the sting in order to storm off.

The Doctor sat back into his chair and flipped open the book he'd got down.

"Whatever you say, Boss."

Once the library door swung shut behind her, the Doctor tossed the book and hid his face in his hands. Normally, Clara's sheer willpower would've made this more of a mental tug-of-war, something they could battle out and resolve the issue. Somehow, she'd reacted completely unlike herself, and she'd ran away. He'd done his best to make it seem like that was all on her, that it wasn't a big deal. He'd simply give her the space she certainly seemed to need and try to talk to her later.

But he'd taken bullets that hurt less.

Clara wasted no time storming her way back to the Console room, back down the ramp, and paused only long enough to grab her coat before she tugged on the door handle to leave.

But the door didn't budge.

Clara growled out loud, straining against the door. It couldn't be locked in a way that prevented someone inside from going out, so Clara knew that the failure of the door opening was the ship herself acting out.

"Please!" She groaned, still tugging fruitlessly at the handle.

The TARDIS simply pulsed in a way that Clara could feel the words in her mind.

'Absolutely not.'

Clara felt hot tears welling up in her eyes.

"Seriously. Please. I can't do this." She begged. "Don't make me."

'Why not?' The TARDIS hummed again.

"Because it's bad enough you know. There's no keeping you out my head, is there?" Clara's voice cracked. "You're going to make me ruin everything."

'No.' The TARDIS' lights pulsed with this answer, and Clara could physically feel how firm it was.

"You will!" She insisted, putting one hand over her eyes and taking a deep breath. "I'm arguing with a time machine."

'Rude.'

"You're right. I'm sorry. You know that I know you're so much more than that." Clara sighed, and she sat on the edge of the jump seat. "Please don't do this to me. I can't-"

Clara covered her mouth as a sob broke out, and she stopped and took several deep breaths to calm herself.

She closed her eyes and breathed in. Then out. As long and deeply as possible. After a few moments, she was calm enough that there were no tears left pushing on her eyes. She stood to try the door once more when she heard the Doctor speak up behind her.

"Thought you were leaving." He remarked, moving on into the room, sitting right beside where she'd just been.

"I tried." She sighed. "She won't let me out."

"Come on now, old girl..." The Doctor scolded, "We don't take prisoners of friends, you know that."

The console flashed in a pattern that Clara swore was an innocent 'Who? Me?'

"I can let you out, if you still want to go." He said softly.

"I don't know." Clara answered honestly, though she wasn't sure if that was really what she felt. She wanted to run.

"Clara..." His voice fell on her as shining and silvery as his hair. She gave an involuntary shiver at the sound of her name. His face softened even more. "Why do you do that?"

"Do... What?" She stepped away again.

"Shiver when I speak." He clarified. "You've never done that before."

"I-" She started to answer, but she felt her mind trying to twist what her mouth would say, so she closed her lips tightly again. The Doctor rubbed one hand roughly over his face, then pushed the stray curls from his forehead, which fell stubbornly back in place. He noticed she'd watched his every move still, even now.

"And that." He said, pointing to her, taking note of how her face flushed. "You watch me like I might- I dunno... Lash out?" He swallowed thickly, looking her up and down, and Clara noticed now that his facade of indifference was gone. Left in its place was hurt and worry. "Clara... Are you afraid of me?"

Without warning, Clara burst into a fit of laughter.

It wasn't the lovely, melodious laughter he was used to, either. Not the sound of joy he so often went to great lengths just to hear. No- This was a tight, tremulous laugh that conveyed nothing but nervousness and discomfort.

"I'm really not laughing, Clara." He spoke gently, but the pain in his ocean-deep eyes spoke volumes more.

"I'm so sorry." She apologized at once, "Really- I just... No, Doctor. Goodness no. I'm not afraid of you."

"Then I'm afraid I don't understand." He confessed, crossing his arms over his chest.

Clara looked at him for a moment, her large brown eyes simply searching his. They were really just breathtakingly deep, the kaleidoscope of navy and emerald, like the sea after a storm. And Clara had put the hurt floating in them there. She swallowed, and slowly came back and sat next to him on the jump seat.

"I could never be afraid of you." She said softly, leaning into his shoulder for a brief second. "For you? Oh yes. But of you? Never."

"Then please, please tell me what is different? You swore to me we were still us. You're supposed to tell me things." He pleaded. "You swore you still saw me."

The sound of his question- the utter broken plea- cut her to the bone. There was something in the way he spoke now that did scare her.

"I do." She took his hand finally. She looked at his long, delicate fingers wrapped around her small hand and sighed. "I do see you."

"Do you?" He was barely above a whisper now, and Clara felt the hot streak of a tear escape before she knew they'd come back on her. She was so deeply angry with herself for hurting him, and saddened that he'd waited so long to speak up about how she'd made him feel.

"I really do."

"So what's different?" He pleaded again. "Tell me and I will fix it, I swear it, Clara."

"Please don't." She breathed, closing her eyes, not wanting to witness her own confession as her will continued to betray her.

She knew, of course, if she told him she didn't want to discuss this while under the effect of his stupid truth cocoa, he'd understand and that would be the end of it. He'd give her space and she could come back when she felt up for it. But Clara also felt this had somehow gone too far on both their count.

"Why wouldn't you want me to fix something that is causing us to-"

"Because its not a problem, okay?" She cut him off. He gave a small smile. 'There's my Clara' he thought as she interrupted him.

He didn't say anything else, just turned slightly in his seat to look at her better. Clara, in turn, had found a spot on the floor to attempt to stare a hole through. It felt like an eternity, waiting on her to continue her thought. He watched her start to speak several times before shaking her head to herself, obviously trying to find her words.

"I could take you home, until you feel more like talking, you know." He reminded her gently.

"No." She shook her head.

She glanced over at him, closed her eyes for a moment, and took one last breath.

"Oh, fuck it." She said, and before the Doctor registered she'd even moved, Clara Oswald was kissing him.

Thank you for reading- this will be a two part story so stay turned for the repercussions of truth chocolate and unexpected kisses.
Please drop a comment if you love these two idiots as much as I do.