Good Night

Rating: PG (on the high end of PG, but not 13 by a long shot … a few references to sex and sexuality, but nothing overtly 'adult' … and only shippy if you want it to be)

Summary: Rose's first night aboard the TARDIS. Hardly the Doctor's first time comforting a newcomer.

Timeline/Spoilers: 9the Doctor … After "The End of the World" … spoilers for 'The End of the World' and 'Rose. Okay, so this flies in the face of the events of "School Reunion" and other series 2 eps, so either call it an AU or admit that Rose might just have wanted to forget the events of this night. I can't see the Doctor not mentioning his other companions, at least in passing.

Author's Note: Thanks to Kameka for beta-ing

Good Night

"Home again, home again," the Doctor announced brightly as they reentered the TARDIS.

"Yeah, home," Rose whispered, looking around. It seemed even more alien now than it had the first time. "Where to now?"

"Bed," he answered, grabbing her hand and starting down the hall.

"Bed?" she whispered, stalling.

Oh, God, she was an idiot! Going off with a strange man, leaving behind the safety of home, the protection of her own species, and just assuming his interest was innocent! That was beyond idiotic.

"Bed," he repeated more firmly. "You're exhausted, you are. Can't be all adventures all the time. You need to sleep."

"Sleep," she repeated. Comforting. Sort of.

She let herself be led down an insanely convoluted maze of corridors and into a large room dominated by an enormous bed. The Lion's Den. Oh, bloody Hell…

"Right, then," he told her. "Bathroom through there. Bed there, obviously. Blankets stacked there. And, let's see." He walked over to a bright blue chest of drawers. Opening one, he extracted a long nightgown. "This should fit you. Might be a bit on the large side, but we can find you one that fits better tomorrow. Intercom's here. If you need anything, do not come looking for me. I once had someone get lost out there for three days. Wait until I've given you a proper tour. If you do need anything, hit that. Shouldn't take me more than five minutes to get here from my room."

"Your room?" Okay, now that was comforting.

"Yep. Seven lefts, a right, a flight of stairs up, two lefts, another flight of stairs down, and one more right. You'll never find it so don't try. Just use the intercom," he suggested, turning. "Well, I'm off then."

"Right. Thanks." She smiled weakly.

He paused, turning back. "Unless you needed someone to talk to?" he offered.

"No, no, you're right. I need to get some sleep."

"Fair enough. Intercom," he reminded her, patting it as he left.

Alone, Rose crossed the room to the chest of drawers, picking up the nightgown. She put it down again, examining the dresser more closely. She had assumed the brilliant blue must be paint, but up close she could see better. The wood itself was blue: brilliant, jewel-tone blue. Presumably not a product of Earth. Or, not her Earth. Maybe some other Earth, before the sun exploded but after an insignificant shop-girl was invited on the ride of her life. She smiled and ran her hand over the smooth surface. It was warm to the touch and left her fingertips tingling. Alien, completely alien. She was touching wood grown on an alien planet. Amazing!

If a little overwhelming.

She could deal with it in the morning. Feeling completely wrung out, she quickly changed into the nightgown and walked to the bed. It was a huge round affair with no obvious head or foot, just a pile of pillows in the center. She grabbed one of the blankets, which felt like silk but was much too heavy to have been. Unfolding it, she crawled to the center of the bed, curled herself up under the blanket, and was asleep before her head hit the pillows.

She was still in the same position when the Doctor returned to the room an hour later. He walked to the bed and bent down to examine the sleeping girl's face. Her expression was troubled. Satisfied, he moved back into the shadows, leaning against the wall and watching. Waiting.

It usually hit them the first night, though sometimes it took longer. Still, always in the end. You had to worry more about the ones who remained unruffled at first and then lost it weeks or months in, perhaps in the middle of some life-threatening calamity when everyone needed to keep cool.

He had given Rose five minutes from first glimpsing her dying planet. Wrong. He was starting to get worried. Maybe he should have let her crumble that second day, when she thought her boyfriend was dead. She had wanted to fall apart but he had refused to let her. Too soon, and he had needed them to keep their heads. Well, too late now. God, but he hated these vigils. In a way, it reminded him of lancing a boil, unpleasant but necessary to drain the poison.

In the bed, Rose mumbled a protest and rolled over, shaking her head.

"Ah, there you go," he whispered, approaching the bed again.

In some ways, it was a relief getting it over with. He doubted Rose felt the same way. This was the painful part. In the end, some of them even ended up hating him, as if his knowing it was going to happen was what made it happen in the first place. Not his fault the human race was both eager for and resistant to change.

"Let me out!" she cried in her sleep, flailing. "Get me out of here, Doctor! Doctor!"

"Here, Rose, right here," he answered, grabbing her and shaking hard.

"God, oh God!" she moaned, burying her face in his chest and sobbing.

He wanted to tell her not to cry, but knew she had to. So he just held her and rocked her until the tears played themselves out. She talked between sobs, but little of it was coherent. That, too, was familiar to him.

I nearly died.

It was all so dangerous.

So alien.

I miss my mother.

The usual hysterical realizations. This was where most of them decided to go home. For some, that decision was for the best. But he hoped this one might opt to stay. He very badly needed the company just now, and Rose Tyler was something special.

She lay still in his arms for some time after she finished crying, then pulled away, tense. This was the part where most of them decided he was some kind of pervert.

"What are you doing here?" she asked, not looking at him. Ashamed or embarrassed. Perhaps even feeling a little violated. That, too, was part of the routine.

"I've taken a lot of humans a lot of places," he told her simply, shrugging. "Every last one's ended up crying in my arms at some point."

He could see her trying to picture him soothing an hysterical young human and failing. Well, what the hell did she think he was doing right now? Some incarnations looked more trustworthy than this one, he supposed. He shook his head and tried again.

"The human brain simply isn't designed to take this much in at once. You wouldn't be able to hang on to your sanity without a catharsis like this. I keep close watch on new companions or I risk them snapping in the middle of a crises. Better in the middle of the night, luv. Safer and easier afterwards to pretend it never happened."

Obviously an honest sort, she looked surprised. "Is that what we're going to do? Pretend it never happened?"

"That's what they usually want."

"And it lets you keep pretending to be all tough and detached."

Damn, she was good! He grinned.

"Somebody has to be tough and detached," he pointed out.

"After the few days I've had, I'll buy that!"

His smile widening, he reaching up and smoothing away her last few tears. "Don't you tell, Rose Tyler, but I'm a soft touch."

She laughed weakly, but her smile was off. Still waiting for him to jump her, no doubt. Humans!

"I've got some ground rules if I'm going to let you stay here," he informed her. "No playing mother hen. No wandering off on strange planets or in strange times without telling me first. Absolutely no use of the TARDIS for personal profit. And, if you want a boyfriend…" He could see her tense. "You're just going to have to supply your own." Her expression changed. "You should see the look on your face!" he laughed, delighted. "Oh, Rose!"

"What's so funny."

"You! You actually thought…" He trailed off, amused tears streaming down his face. "You actually thought I… and you…"

"Okay, now I'm starting to get offended." She frowned at him.

He got his laughter under control. "Oh, it's not you, luv, it's policy. I've had better than fifty traveling companions in my life and the only one I ever slept with… Well, she doesn't count as she was my wife."

She looked startled. "You were married?"

"Long time ago. She died. I don't talk about it and I'll thank you not to either." Oh, God, she was looking sympathetic and compassionate! Women… Something else occurred to him. "Hey, wait a second!"

"What?" she asked, frowning at his tone of voice.

"You thought… You actually came along with me thinking that? Are you crazy?" He gave her a shake. "You don't go off with strange men when you doubt their intentions! Not being human does not automatically make me safe, Rose Tyler!"

"I just… I thought…"

Damn it all: she looked ready to start crying again.

"You didn't think," he corrected her gently, sighing. "Oh, Rose. It's a big, dangerous universe out there. In some parts of it, people buy and sell other people, humans. In some parts, they do a lot worse."

She bowed her head, every bit the chastened child. Definitely not what he had been trying for.

"I'm sorry," she whispered.

"Look at me, Rose," he ordered firmly. When she had, her lower lip trembling, he spoke quietly, careful to keep his voice clear of emotions. "I like you, Rose, or you wouldn't be here. You're brave, intelligent, selfless, and rather nice to look at. But I worry about you, Rose. I'm going to do everything in my power to keep you safe from harm, but I'm not perfect, either. I won't always be there. Use the sense you were born with, will you?"

"Right." She nodded weakly, then with more assurance.

He smiled. "Better. Now lie down."

"I don't think I'll be able to sleep."

"Most don't, first few nights," he told her. He hesitated. "They usually ask me to stay."

"Are they always female, then? Your traveling companions?"

He could hardly be deaf to the subtext.

"No, there have been males. You aren't still on that mind track?"

Abruptly, he swept her into his arms, gazing at her with the kind of romantic intensity that a man could only muster with nine hundred years of practice and a beautiful girl in his arms. Long time since he had practiced, admittedly, but it still came easy. After all, the girl in question was very, very beautiful.

"Oh, fair Rose, my beautiful flower! Let us share the mysteries and wonders of the universe! And those of love…" he intoned, putting real passion into it and dropping his voice suggestively at the end. Then he scoffed and let her go, dropping her gracelessly onto the bed. "Not my style!"

She just stared at him with wide eyes. Little over the top, he supposed. The look had been completely out of line. Especially with an involved woman…

"Not your style either, I'll warrant," he added, embarrassed.

He dropped onto the bed, hands looped behind his head. Casual. The lack of formality seemed to reassure her. She actually stretched out next to him, supporting herself on one arm and watching him thoughtfully.

"Maybe… maybe Mickey could come along with us sometimes?" she asked, tentative.

God, what a nightmare that would be!

"You can ask, but he won't come."

"You don't know that," she protested.

"No, but it's an educated guess. Remember, Rose, I've had a lot of experience with you lot. I can usually tell who'll come and who won't."

"I think I will ask, next time I see him."

"If you want."

"You wouldn't mind?"

"Why should I? Mind you, if he turns into a liability, I'll drop him right back home. Dangerous enough out here without people who fall apart in a crisis. That's why I like you. You keep a cool head, use your wits."

She smiled faintly, coloring. "Well, thank you."

"Here's how it works, Rose. We'll take turns deciding when and where to go, unless there's a crisis. During those, this is my ship. Otherwise, we're pretty much equal except that I'm unthinkably smarter and substantially more attractive."

She laughed.

"Good girl. Laughing at my jokes will get you everywhere."

"I'll bet." Her smile faded. "But, for how long?"

"How long?"

He regarded her quizzically. Yep, genius Time Lord, could not even make out what she was saying. Obviously he was as exhausted as she was.

"I mean, how long do we carrying on flitting about the universe having adventures?"

"Oh, that." He sighed. "Well, that's one of those things, that is. Some people decide to stay for a few days, some for a few years. You'll know when you don't need me any more."

Dear God, had he actually just said that out loud? Idiot!

"Everyone who's ever taken up with me has been looking for something, Rose Tyler. You'll know when you find it."

"What about you?"

"There are always going to be humans willing to see the wonders of the universe. They aren't so hard to find. Helps if you save their life before you invite them," he pointed out, giving her a meaningful look.

"No, I meant… not that it's any of my business, but… What are you looking for?"

Good question.

"You're right. It's none of your business." He grinned at her to take the sting from his words. What indeed?

"Then forget I asked it. But why do they leave? Why would they?"

Brilliant! She was one of the wide-eyed dreamers who could actually see past the horrors to enjoy the beauty. He adored traveling with those. They could bring a little sunshine to Deneb in the middle of monsoon season. Wonderful. Perfect.

"A lot of them just get fed up with moving around all the time." Not this one.

"Or they have a bad scare and start missing the security of home." Definitely not this one.

"Sometimes they want to settle down and start families." Much more likely.

"Or they get old, slow down." Something he could not picture Rose doing.

Which just left the one that really hurt.

"And some of them die."

She touched his cheek gently. He sighed and closed his eyes, leaning his face into her hand.

"I'm sorry."

"So was I," he whispered. "But you always carry a piece of every companion. I have souvenirs from all of them. Which reminds me, my room's strictly off limits." He shrugged, grinning again. "But there's still plenty of ship to see. You're going to like it here, Rose, I promise you."

She smiled. "I think I already do."

He laughed. "All you've seen is the bridge, an undecorated guestroom, and the lou!"

"True, but I've met the Captain and he seems a nice sort of bloke."

"Oh, him! Don't let him fool you. He's a rogue, that one is. Not to be trusted."

Her smile widened. "I'll bear that in mind."

The Doctor grinned and started to regale her with tales of his more amusing exploits, just to prove his point. Definitely not a man to be trusted…

Rose listened without interrupting beyond the occasional laughter or encouragement to continue. He was having fun showing off and she was having fun listening. She managed to make herself quite comfortable in a cocoon of pillows and blankets, closing her eyes and enjoying his stories, probably all wild exaggerations, until he trailed off in mid-syllable. She opened one eye and grinned. Well, at least now she could answer the question of whether aliens needed sleep. This one, at least, obviously did.

"Typical man," she grumbled. "Fell asleep just as I was starting to enjoy myself."

Smiling and shaking her head, she carefully climbed to her feet, retrieving another blanket. She pulled his shoes off, covered him, and stood watching him curiously. Somehow, he seemed a great deal older when he slept. Timeless, almost. And sad.

She sat on the edge of the bed, wondering if it was the loss of the tree lady or if he was always this way. He was the last of his race, all alone. It could not have been easy. No wonder he was in the habit of picking up strays. She would have, too. And he seemed to take it as given that he would be abandoned by every last one, the poor man. Well, she had no intention of leaving him.

He needed a family. He probably needed a woman worse. Any man who could turn the act of exhaling into an opportunity to flirt definitely needed a good woman. And he was rather cute, in an odd sort of way. Too bad she was not available…

Ah, well, he had made his feelings on that point clear anyhow. Too bad. Still, she could at least be a good friend to the man. In the morning. Better still, in the mid-afternoon. It was late and she had not slept well the previous few nights. She was safe on the TARDIS, safe with the Doctor. Nothing to keep her from sleeping now.

Smiling, she curled up against the Doctor and twitched the edge of the blanket over her body. She found herself wrapped in a firm embrace and froze. He was obviously still asleep, yet… Oh, bad idea, Rose! Bad idea!

"Night, Doctor," she whispered, deciding it did not really matter. He was by no means harmless, but she did trust him.

The Doctor smiled in his sleep and mumbled words probably meant for another woman entirely. "Good night, luv. Sweet dreams…"

THE END