"Sit still." The Doctor chastises as Clara finds herself absentmindedly fiddling with a strand of her hair again. She tries to give him an apologetic look, but just ends up sighing instead.

"Sorry- it's just… aren't you nearly finished already? All this sitting around is making me restless." She explains as she resists the urge to let her head fall back against the park bench she's sat on and take a nap to pass the time.

"You can't rush these things." He barks back impatiently. The edge of frustration to his tone causes her to frown. She also notes the way he seems to narrow his eyes at the sketch pad on his lap as though it's done something to physically offend him. Granted, in the week since she started acting as a model for his portraits he hasn't come across as a particularly cheerful man, but his current expression is grumpy even for him.

"Doctor… is everything alright?" Her voice is tentative as she watches him rub out a small section of the sketch irritably.

"Everything's fine." It doesn't take a psychiatrist to know that he's lying. Clara briefly considers letting the subject drop, before remembering the way her fingers are slowly freezing solid and deciding that she doesn't much fancy sitting out in the cold for longer than she really has to whilst he scowls at a sheet of paper all day.

"You're lying." She states matter-of-factly.

The Doctor's hand stills on his pencil as he lets out a barely audible sigh. It's only now that Clara notices just how tired he looks. He often looks tired, but the dark circles under his eyes seem to have grown more prominent overnight. "It's taking longer to draw you because my eyes are playing up." He speaks as though it pains him to say the words, and Clara watches the way his knuckles whiten as his grip tightens on the pencil he's holding. "I just can't focus." He bites out. She thinks the pencil might snap in his hold if he doesn't relax soon.

The need to comfort him is instinctive. Without thinking, Clara sits forward on the bench and reaches out to place her hand gently over his. He flinches away from her as if burned and then she remembers his aversion to physical contact. With a frown she mumbles an apology and sits back on the bench in her original position. Despite knowing it's nothing personal, it's a little hard not to be offended.

"It's fine. I'm almost done." There's a pause and then he goes back to drawing as though the conversation had never occurred.

They sit in silence for several moments, the Doctor's brow furrowed in stern concentration as he focuses intently on the movements of the pencil in his hand. Clara tries her best to be patient, but once again it's proving difficult to resist the urge to fidget. He looks as though he's about to open his mouth to snap at her for moving when a clap of thunder sounds from up above.

The both of them barely have time to cast their gaze up to the sky before the heavens themselves seem to open up and they're caught in the middle of a torrential downpour. Clara's on her feet in a heartbeat whilst the Doctor hastily scrambles to try to protect today's portrait of her from the sudden heavy rain. He wastes time unbuttoning his coat to presumably wrap the garment around the sketch pad, but he takes so long about it that Clara forgoes all acknowledgement of personal boundaries and reaches out to clasp his larger hand in hers. If it bothers him this time, he doesn't do much about it because he's running along behind her with his belongings clutched to his chest and his other hand intertwined with hers.

The park is about a five minute walk from the Doctor's house, but at a fast jog they make it back in half the time. The Doctor fumbles about in his pocket for the key, slipping his hand out of Clara's and using it to unlock the front door. They dive into the hallway one after the other, breathless from the run and dripping water onto the carpet.

"Oh god… I'm making a complete mess of your carpet." Clara apologises between pants.

The Doctor brushes her off with a wave of his hand. "It's fine. Can't be helped." She finds his attention is more focused on the ruined sketch in his arms and watches him visibly deflate at the sight. She thinks he reminds her a little of a kicked puppy and it tugs at her heart strings.

"You know… I don't have anywhere to be this afternoon. You can always draw me again if you're up to it." Clara finds herself offering in an attempt to cheer the man in front of her up. His gaze doesn't lift from the sketch pad. "Though this time I think I'll stay inside if it's all the same to you." She adds with a slight laugh.

Finally, he takes his eyes off of the ruined artwork in front of him and fixes her with a measured stare. "You're cold." He states matter-of-factly. Clara hadn't actually noticed the way her body had started to shiver to fight off the cold radiating from her sodden clothing.

"A little, but it's warm in here so I'll dry out quick enough." She brushes him off with a shrug of her shoulders and proceeds to toe off her shoes. In just her socks, she stands at a noticeable inch or two shorter. She has to resist the urge to stand on her toes in order to feel less dwarfed by the Doctor.

Meanwhile, the Doctor shrugs off his sodden jacket and hangs it up on one of the hooks by the door. Underneath, his crisp button-up shirt clings to his torso and she finds herself openly staring at him. His back is to her, but the shirt has turned almost transparent in parts and the muscles of his back and shoulders can be seen visibly through the material. When he turns around, his lean chest is presented to her through equally-transparent cotton and her throat constricts in an involuntary swallow. He's skinny, but his chest is lightly toned with wiry muscle. If he notices her staring, he doesn't say anything.

"You can borrow some clothes." He explains as he runs his fingers through the wet strands of his hair. Clara follows the motion with her eyes and tries not to think about what his hair would feel like under her own touch. "They won't fit, but at least you'll be dry." His back is to her again and he's making his way upstairs as soon as the statement has left his lips. She hesitates briefly and then follows.

The upper floor of his house is as small as the ground floor. The landing is narrow and there are only two doors leading off of it. Clara supposes that being an artist can't buy you an awful lot when you live on the outskirts of London. She follows him through the furthest door and into his bedroom. It's surprisingly spacious, with a large double bed in the centre, an oak wardrobe pushed up against one wall, a chest of drawers and an armchair in one corner. He's already rummaging through the drawers for something to give her to wear.

"This should do." He remarks after a moment of searching and holds out a navy blue woollen jumper in her direction. It's large enough to sit well down the length of her thighs, but at the very least it should do a decent job of keeping her warm. She takes it from him with a grateful smile.

"Thanks." Comes her brief reply before she's slipping out of her jacket and reaching down to peel off the wet shirt underneath. The Doctor has resumed his rummaging through his clothes and doesn't pay much mind as she pulls off her tights and shimmies out of her skirt.

"You can wear these as-," he cuts off mid-sentence, and Clara resists the urge to burst into laughter at the expression on his face. She's stood in nothing more than her underwear and the Doctor's eyes have widened to the point where she's a little concerned they might pop right out of his head. She might have wondered if he'd never seen a woman in her underwear before if he hadn't mentioned being married once upon a time.

Suddenly he clears his throat and studiously averts his eyes. "I was going to suggest you change in the bathroom." He explains stiffly. Clara still finds herself wanting to laugh at his ridiculous over-reaction to her lack of clothing.

"No point now. I'm all changed." She explains as she hastily tugs his jumper on over the top of her underwear to save him any further embarrassment. Then her eyes drop down to the trousers he's holding out in her direction. "And I'm definitely not wearing those. For starters, they'll never stay up." She remarks and folds her arms across her chest. "Besides, I'm covered up enough even for your delicate sensibilities." It's true of course – the hem of his jumper sits down towards the lower half of her thigh and safely hides her underwear from any prying eyes.

"There is nothing wrong with my sensibilities." There's a touch of huffiness to his response, and Clara thinks he sounds like a petulant school child. Naturally she doesn't say as much, and simply smiles as he turns his back on her again to continue to trawl through his clothing.

Eventually he selects a fresh shirt and a pair of jeans and places both on the top of his chest of drawers. Clara finds herself momentarily distracted by the muscles of his back all over again as he bends over to close the drawer in front of him. She shouldn't stare really, but her brain has come up short when asked for reasons why not and so her eyes have decided to continue in their ogling anyway. Until he turns around yet again and fixes her with a measured stare.

"You can wait downstairs. I won't be a minute." And there I was thinking he was about to strip off here and now, Clara thinks to herself with an edge of mild disappointment – not that she should be disappointed. In fact, she makes a mental note to avoid thinking about the Doctor stripping in any respect, because quite frankly it's only likely to stick her on a slope leading downwards.He's given her an effective dismissal, and she decides it's probably best to follow his orders and return to the familiar territory of the ground floor of his house.

Downstairs, she finds herself gravitating towards his kitchen. Being wet seems to put the Doctor in a decidedly huffy mood, so Clara decides that a cup of tea might do the trick in cheering him up. She fills the kettle with water and flicks the switch to turn it on. His favourite mug with the blue police box design is sat at the front of the cupboard and she selects that and another mug for herself. She pops a tea bag into each one and leans against the counter as she waits for the kettle to boil. The last time she'd made a cup of tea for the Doctor, he'd taken one sip and promptly spat it out into the kitchen sink. Then he'd given her a scowl as though she'd just tried to poison him and queried her over what she'd used to make his tea. Apparently a cup of tea with anything short of six sugars is indigestible swill in his opinion. When the kettle boils, she makes sure to add a generous helping of sugar to his this time round.

The Doctor wanders into the kitchen a few moments later, looking as smart and well-dressed as ever. How he manages to look as though he never set a foot outside whilst she's still stood looking like a drowned rat is beyond her.

"I made tea." Clara states as she holds his mug up towards him. He eyes the drink warily and she rolls her eyes. "Don't worry, it's got half the planet's supply of sugar in it." She remarks sarcastically as he takes it from her and takes an experimental sip. Seemingly satisfied, he moves away to stand at the opposite end of the kitchen as she reaches for her own mug.

"So…" She starts between sips of tea. "Where do you want me for this drawing?"

He shrugs his shoulders. "Wherever you like. I'll try to make it quick since you'll probably be wanting to get home." He glances away as she speaks, and she thinks there's an edge of bitterness to his tone. It almost makes her smile. As unfeeling as the Doctor likes to make himself out to be, it's quickly becoming obvious that he'd be rather lost without her company.

"Take your time. I don't have anywhere else to be." Somehow her tone manages to come out somewhat flirtatious and she mentally scolds herself to keep her behaviour in check – for now at least. With a small smirk on her lips, she takes another sip of her tea. "My choice then…" She ponders for a moment and then steps forward away from the kitchen worktop. "The leather armchair in the corner of your living room."

He raises an eyebrow at her for a moment, and then downs the rest of his tea and heads out of the room. Clara smiles, mimics his motion and follows him through into the living room. He's already fetching a dry sketch pad from a drawer in one corner of the room, so she heads over and sits down in the dark brown armchair opposite. The leather is cold against her bare legs and she tucks them underneath herself to try to warm her skin a little.

The Doctor moves almost silently around the room as he fetches his supplies and his trademark wooden stool. He perches on the seat a few feet away from her and places the sketchpad in his lap. Next to him sits a small table with an assortment of pencils placed on top of it. He flips open the pad and turns his eyes to hers. She holds his gaze for a moment, and then his eyes move away to roam over the entirety of her frame. Clara thinks that she ought to be the one blushing, but it's his cheeks that turn a light shade of red. With a glance down at her lap, she notices his jumper has ridden up to sit high on her thighs. There's a moment in which she debates tugging it down, but decides that since he can't see her underwear (although he already has so she doesn't think it would matter anyway) he can get over his delicate sensibilities and draw her as she is.

He seems to get over the shock of her bare legs because he starts to draw without a word on the matter. As ever, Clara finds herself distracted by his profile as he focuses on his art. She lets her gaze trail over his face first; his eyes are a light piercing blue and his eyebrows are so bold that she thinks he could probably take bottle caps off with them. The thought makes her laugh, and suddenly those eyes are on hers and those eyebrows are furrowed in confusion.

"What's so funny?" He asks, his pencil stilling on the paper.

"Nothing- nothing at all." She lies badly, and thinks he might push the matter further, but eventually he frowns and turns his attention back to the sketchpad in his lap. Clara quickly turns her attention back to examining him whilst he's not looking. Her eyes move down his nose, pointedly avoiding lingering on his lips for fear of where her thoughts will turn and trailing down his throat to the collar of his shirt. It's a deep shade of purple and meticulously ironed. The buttons are fastened fairly high, so there's no opportunity to ogle the skin of his chest (she's not sure whether that's a good or a bad thing) and her eyes continue their journey down the elegant length of his hands. His fingers move as effortlessly as ever as he draws, the long digits grasping the pencil so lightly she wonders how he hasn't dropped it already. Next comes the waistband of his trousers, and she has to force herself to look back up at his face before her eyes get ahead of themselves.

When her eyes are back on his, she observes his line of sight and tries not to smirk when she spots his gaze on her legs. He's obviously just drawing them, but it's oddly empowering all the same. A sudden urge to inch the hem of his jumper higher on her thighs strikes her and it proves to be too much to resist. Trying to be discrete, she wriggles in her seat and-

"Clara." Her name leaves his lips in a low warning growl and she thinks that it should be illegal for anyone to say her name like that. It's a dangerous train of thought and she clamps down on it before it can go any further.

"Are you-," she begins, in an attempt to start a conversation to distract herself. He stops her with a raised hand and she sits back in her seat with a slightly miffed expression. She finds herself watching him in silence until he finally sits back to admire his work.

"It's a bit sketchy, but I didn't want to make you sit still for over an hour again." He states as he turns the drawing around for her inspection. Clara doesn't know why he feels the need to make excuses because as far as she can tell it still looks as beautiful as every other drawing he's made of her.

She turns her eyes to his with a smirk. "Doctor, did you just make a drawing pun?" She asks in referral to his 'sketchy' remark.

The Doctor's expression turns stern. "Absolutely not. I don't make puns." He argues stubbornly, and she laughs. Those fearsome eyebrows shift in confusion and it only causes her to laugh harder. "Stop doing that." It's an order, but one that falls on deaf ears. Clara's found herself with a serious case of the giggles, and now she's all but doubled over in his armchair. "There's not even anything to find funny!"

The stroppier he gets, the harder Clara laughs. It gets to the point where there are tears in her eyes as the Doctor scowls at her with his arms tightly folded across his chest. It takes her another minute or so to completely compose herself and wipe the tears off of her cheeks.

"Are you quite finished?" The Doctor demands of her in what is quite possibly the grumpiest voice she's heard him use to date. It's a struggle not to burst into laughter all over again.

"Sorry, carry on." She responds as she waves an arm at him with a grin.

"I was going to offer to let you keep this one, if you want it." He answers in the same huffy tone he's had since she started laughing at him. Clara smiles and shakes her head.

"I think this one looks like something you might want to keep for yourself." She rejects his offer gently and her smile turns into something closely resembling a smirk. Granted, he won't be able to see any of his drawings sometime in the near future, but she thinks he ought to enjoy them whilst he can.

"What are you insinuating?" Comes the Doctor's defensive reply. Clara supposes it is the raciest thing he's drawn of her yet…

"Nothing at all, Doctor." She assures him, but the slightly mischievous smirk on her lips doesn't help her case. She hears him huff and takes it as her cue to get to her feet. "In any case, I think it's time I got off." Her arms stretch above her head as her mouth opens in a yawn. One glance out the window tell her that it's already dark outside and she wonders just how long she's spent in the company of her enigmatic friend – if she can call him that.

"Of course. I left your clothes to dry on the radiator, so they should be okay for you to change back into." He explains and gets to his feet as well.

"Actually, I thought I'd just go home like this." She explains with a smile and turns to exit the living room.

"You can't go out in public like that." The mild horror in his tone leaves her on the precipice of descending into another fit of giggles.

"Why not? It's not like I'll be walking home… I have got a car." She points out as she starts to climb the stairs to retrieve her clothes from where she presumes he's left them drying.

He doesn't follow and simply shouts up to her from the bottom of the stairs instead. "You're wearing my jumper!"

Clara grins to herself. "I know. Personally I think it suits me rather well." She finds her clothes hanging on the radiator in his bedroom and promptly scoops them up into her arms. They're dry, but that doesn't change the fact that she's not going to change out of his jumper.

When she starts to descend the stairs, the Doctor is there to greet her at the bottom with a stern expression that looks a little too forced. "You'd better bring that that back tomorrow then."

She can't help but smirk at that. "Oh, so I'm coming over again tomorrow now am I?" She teases and she knows she's caught him out by the way his mouth opens and closes several times but no words come out. "Relax. I was just going to suggest you come round mine instead."

He looks away from her then, and there's a flicker of emotion on his face that she can't quite describe. "I'm not legally allowed to drive anymore."

The pang of sympathy she feels for him in that moment is enough to almost have her reaching out to hug him. Fortunately she catches herself before she does it – he'd only run half a mile away to spare himself the risk of any further attempts at physical contact. "I'll come pick you up." He clearly goes to argue, but she cuts him off before he can get a word out. "No buts. Do as you are told." Suddenly her teacher side leaps into play and the Doctor seems powerless but to agree.

For what she thinks is the first time that day, he cracks a smiles. "Yes boss."