Thea followed the Doctor down the stairs dressed up in a formal 2-piece dress consisting off a white long sleeved lace crop top with a soft blue tulle skirt just above her knees with matching ballet flats, with ribbons tied up her shins. Her hair down in a large braid down her back with a few floral clips running down. She followed the Doctor into the console room, the man in his white tux, carrying a euphonium under his arm as he headed to the doors.

"River!" He shouted out, spotting her in the crowd, "I'll see you later! Tell Marilyn she's too late, she'll have to use the biplane. Take care!" He didn't know if she had heard him as she seemed busy talking to a blonde girl, but he shut the doors on her and turned to the console.

"We probably should have at least offered River a ride." Thea remarked as she sat on the steps, putting a finger to her lips as she turned to see Amy walking down from the top of the stairs. She silently sat next to her in her nightie and dressing gown.

"She's got her Vortex Manipulator." he waved her off.

"Do you do this every night?" Amy called, startling the Doctor.

"Oh!" He gasped, seeing her sitting besides Thea, "Hello."

"Not every night." Thea remarked, "Sometimes I go out with River for girls' night."

"And those parties had better be girls only." The Doctor pointed warningly at her.

She rolled her eyes, "River sent us a message, asking for us to come so we did."

They did it often, she especially didn't want to not turn up when River asked for them. After the Byzantium she had questioned when he met River and hearing about what she did, how she had sacrificed herself for him (she was pretty sure she had done it to ensure she met her), knowing that she always made sure to go and see River if she called.

"You're trying to conceal euphonium guiltily." Amy eyed the Doctor as he tried to hide the instrument behind his back, "Has that ever been attempted before?"

"What?" The Doctor blinked, "oh this, oh yeah, it's just one of those um… euphoniums."

"Ok…so is THIS what you do at night when we're sleeping? Have extra adventures?" She eyed them both, they'd dressed up again and now she was very certain River was the only person able to get them to dress up. The Doctor especially.

"We don't sleep as much as you." Thea reminded her. "We keep busy while you two sleep."

"What did you do at Sarah Janes? Did you sneak out then?"

"I had Mr Smith and took K9 for late night walks."

"We try to keep busy." The Doctor defended.

"Doing what?" Amy frowned, "Actually tell me for once. You're my friend, my best friend, so tell me what it is you do."

"We just helped out a possessed orchestra on a moon base," the Doctor told Amy, "Before that I prevented two supernovas."

"Who did?" Thea raised her eyebrows.

"You did." he corrected.

"I saw them coming." She looked at Amy, grinning.

"And I wrote a history of the Universe all in jokes," The Doctor continued, "and did a bit of local work in Brixton. Lovely practice, very short staffed." Amy stared at him, "What's wrong?"

"We're such tiny parts of your life, aren't we?" she sighed, getting up and walking over, "All the friends you make just flicker in and out. You must hardly notice us."

"Not at all." Thea countered, walking around the console, absentmindedly flicking random switches and pressing buttons.

"Amy you are enormous parts of my life." The Doctor assured her, "And you are all I ever remember."

"Speaking of which…" Amy began, getting back to the reason she was awake and came to wait for them, "my life doesn't make any sense."

"Oh, we know." Thea nodded.

"That's what I've been trying to talk to you about."

"I know." The Doctor sighed.

"Like…when I first met you, I didn't have parents. I never had parents. And then you did…whatever it was you did…and rebooted the Universe and, suddenly, I have parents. And I've always had parents. And I remember both lives in my head, both of them, in my head, at the same time."

"That's fine, isn't it?"

"But it shouldn't be. Why is it fine?"

"Rory was a Roman for 2,000 years." Thea reminded her.

"He says he hardly remembers it." Amy shook her head.

"But sometimes you'll catch him just staring…" she blinked, staring herself, "remembering."

"There are things Amy," The Doctor added, "everyone's memory is a mess. Life is a mess. Everyone's got memories of a holiday they've couldn't have been on, a party they never went to, or met someone for the first time and felt like they've known them all their lives. Time is being rewritten all around us every day. People think their memories are bad, but their memories are fine. The past is really like that."

"That's ridiculous." Amy scoffed.

"Yeah, now you're starting to get it!" The Doctor clapped, walking past her, "Put your hand here."

"What is it?" She eyed the stick.

"TARDIS telepathic circuits." Thea answered.

"What do I do?"

"Nothing. Just relax." The Doctor told her, moving round to the monitor, "your saddest ever memory was…at a fairground in 1994. Can you remember why?"

"No." she shook her head, "Hang on," she frowned in thought, "did I…did I drop an ice cream? That can't be my saddest memory."

"Remembering ice cream is always sad." Thea pouted as the Doctor set them down with a thump.

"Did we just land?" Amy asked, "Where are we?"

"What happened after you dropped the ice cream?" The Doctor looked at her.

"Nothing, I cried." She said, before thinking about it, "No, no…hang on there was a lady…and she bought me another one."

"Oh, good for her."

"What did she look like?" Thea smirked.

"She looked like she…" Amy blinked, "she had a funny dress, a night dress, she had red hair. Doctor." She huffed seeing the pair standing near the doors, "I don't understand. Why are you doing this? What is the point?"

"What did the nice lady say?" Thea asked her.

"Cheer up, have an ice cream."

"Amy, time and space is never ever going to make any kind of sense." the Doctor told her, "A long time ago you got the best possible advice on how to deal with that. So! I suggest you go and give it!" He pulled the doors open as Amy walked over to see they really were at the fun fair.

"Ok, ok, so I ask you a big important question about life and you're basically telling me to go and buy myself an ice cream?" Amy stared. Of all the ridiculous things she was expecting from the Doctor, this was not that.

"No Amy," He put his arm on her shoulder, "I'm telling you to go and buy all three of us ice creams. I love fairgrounds."

"I hate you." Amy muttered heading off to do just that.

"No, you don't." He called after her laughing, "Ooh, a ghost train, you love ghost trains." He glanced at Thea. "I don't, I might have to hold your hand."

Thea rolled her eyes, "It's not real, you know, animatronics and all that." She gasped, "best wake up Rory, he'll be so mad to find out when had ice cream without him."

The Doctor shook her head as she dashed back inside the TARDIS, not even making it to the stairs before shouting the man's name.

He'd probably wake up assuming there was a fire.