A/N: This is an AU. Everyone is human. There is a character death. None of the characters are mine.

"Were you watching me sleep?"

The question startled him and he jumped, ending up on the floor. "What? Why would you say that? Of course I wasn't." He had been. There wasn't much for him to do during the night and he liked watching her. She made the most adorable faces sometimes.

She laughed and her tongue poked out from between her teeth, "Uh huh. Sure. Completely believable." She laughed harder at his pout. He couldn't keep it up though, and he found himself laughing with her. He loved it when she laughed. Lifting himself off the floor he flopped on the bed beside her and she let out a little oompf as his arm caught her in the stomach.

"Did you have good dreams then?" he asked.

"Sure did!"

He beamed at her. "Good."

They lay on the bed together, just enjoying the others company. She breaks the silence.

"I need to get up soon."

He turns his head to look at her and they're nose to nose. "How soon is soon?"

"Right now," she laughs. The bright pink duvet is pulled back and her feet swing over the side of the bed. He continues to lay sprawled over half of her bed, watching her get ready for her day. She bends over to sort through the piles of clothes that litter her bedroom floor and he eyes her appreciatively. When she straightens he looks at the ceiling innocently, and she raises an eyebrow at him.

"Like what you see?" she queries.

"I'm sure I don't know what you're talking about."

"Yeah, yeah." She rolls her eyes.

He swallows, knowing that she wouldn't drop it. "Rose Tyler, if you don't get into the shower right now, you will be late for work." He hopes that she will stop teasing him. It's too early for this.

Her eyebrow arches again. "Sure, mum."

"Oh, well, now that's just unfair." Her laughter fills the room as she walks into her en suite.

Rose Tyler has been his best friend for years. They had gone to school together when they had lived at the estate, at least until she dropped out for the good-for-nothing Jimmy Stone. For two and a half years that had no communication at all. When she broke up and moved back in with her mum he had been ecstatic. He had followed her around like a puppy for weeks but he could never find the courage to actually talk to her.

He had been on his way to the nearby chip shop in hopes that he would see her when it happened. He was crossing the street when a car came out of nowhere. They didn't stop. He had laid there for seven minutes and twenty-four seconds before he died. The ambulance didn't make it time.

He never got to talk to her.

Then he woke up.

He will never be able to put in words how scared he was when he discovered that he could pass right through solid objects and no one could see him. No except for Rose, that is. And it wasn't a mistake either. You see, he had loved Rose Tyler longer than he could remember. The reason he had come back, albeit not completely, from death was to tell her. As soon as he told her how he felt that was it, he would be gone forever.

It was the right thing to do really. Just tell her and get it over with. But he couldn't bring himself to. Being with her, like this, where she was the only one that could see him, where she couldn't ignore him was too good to pass up. He had spent so long in the background, unnoticed by the one he loved, that being the center of her attention was like finding water after being stranded in a desert for years.

He was abruptly pulled out his thoughts by the re-emergence of Rose.

She looked so beautiful, with her golden hair wet and stuck to her shoulders, a single droplet running down her throat.

"Had your fill yet?"

"What? I-I wasn't…" he trailed off realizing how useless his protests would be.

"Are you blushing?" He shook his head, the blush becoming more pronounced. "Ha," she crowed, "you are!"

"Rose Tyler…" he grabbed her around the waist and threw her onto the bed. He hovered above her, beaming, and wriggled his fingers against her side.

She shrieked with laughter and thrashed under him. They wrestled back and forth, ending with her on top of him, holding his arms down and their faces close. He looked deeply into her eyes, both of their laughter fading as they stared at one another.

"I love you," she whispered against his lips, then she leaned down and pressed her lips to hers.

Everything stopped.