A/N: Disclaimer: Mmm... the Tenth Doctor in just boxers... We've still got three episodes! COME ON RTD!

Apoloigies :D

One night, Rose Tyler couldn't sleep.

She tossed and turned about in her warm double bed of the TARDIS, trying in desperation to find a comfortable position to lie in and just fall asleep. But she just couldn't turn off. She'd tried on her front, on her side, on her back, head at the bottom of the bed with her feet on the pillows… but nothing had worked. She was about to give up and go and make some tea when she turned over and got the fright of her life as she found the Doctor standing in the doorway, dressed only in a pair of black boxers that revealed possibly more than he realised.

"Doctor!" she exclaimed, trying in vain to pat down her chaotic hair.

"Hello, Rose," he replied slowly, staring right through her with glassy eyes. He began to walk forward, reaching the bed and pulling back the covers, climbing in next to her and pulling them back up without a moment's hesitation.

"Doctor, what are you doin'?" she asked as he slid next to her, wrapping his arm around her stomach.

"Sleeping," came the deadpan reply before he nuzzled his face into her hair, putting his leg over her hips. She wasn't sure she wanted to think about it for fear of arousal, but she was fairly sure she could feel his manhood pressing into her side.

Then she only heard the quiet, level breathing of a half naked Time Lord sleeping next to her. Her confusion deepened even further as she lay, almost paralysed, terrified of moving for the fear that she might wake him up again. What was going on?!

Then it hit her. He was sleepwalking! He didn't know what he was doing, and he'd wake up tomorrow morning with one hell of a surprise. She knew she should save him the embarrassment by taking him back to his room now but she was so comfortable, wrapped in his arms all warm and snugly. Oh well, she decided as she drifted off to sleep. He'd get over it eventually.

When Rose awoke the next morning the Doctor had vanished. She yawned and sat up, stretching widely as she dragged herself from the dregs of sleep. She quickly got dressed and made her way to the TARDIS kitchen, finding the Doctor already in there now fully dressed, absently stirring a cup of tea as he stared at the far wall. He looked up on her entry and gave a lopsided grin.

"Sleep well?" he asked, gesturing for her to sit the other side of the table as he pushed the tea he'd been stirring to her, jumping up to make a new cup.

She paused, considering him for a moment. "Suppose," she finally replied. Could he remember? Did he know? "You?"

"Yeah, really well, thanks," he replied, dropping back down into the chair as the kettle began to boil. "You okay? You look a bit vacant."

Rose blinked and looked away, suppressing a giggle. "No, I'm fine. Had an interesting dream."

"Really? Same. Was a bit strange, I was on this treadmill…"

"Walking?" Rose interjected with a knowing smile.

He looked surprised. "Yeah! How'd you know?"

She shrugged, taking a sip of her tea. "Lucky guess."

The day continued with no mention of the previous night's events.

Nights went by. Like clockwork the Doctor would appear in her bedroom doorway bang on 1am with that glassy expression, before proceeding to snuggle up beside her – never intimate, but always caring – then leaving before she awoke. She couldn't really complain – she didn't even want to. He might start trying to stop his midnight wanders if he ever found out and it was fast becoming Rose's favourite time of the night. The only trouble was that his precise timing kept waking her up every night and consequently tiring her out; now it was beginning to show.

She knew the Doctor was watching her carefully, but she put on a good show. It was two weeks before she finally tripped over one too many rocks in an escape from a monster, and the Doctor finally marched her to the TARDIS Infirmary. She insisted she was fine but he wasn't having any of it.

"I don't think it's CFS but I'll have a check," the Doctor said, getting out what looked like a death contraption from one of the cupboards. "I'll take some blood just to be sure as well…"

Rose stared as he turned back to the cupboard and drew out a needle almost as long as her entire arm. Her eyes shot wide open.

"Doctor, I'm fine! Really!"

"Rose, just relax. I'm worried about you! Now extend your arm for me…" He raised the needle into the air, looking like a mad scientist with his crazy expression, lowering the point to the delicate skin of her arm…

"Okay!" she burst out, tearing her arm out of his grip. "Look, I know why I'm tired!"


"It's because of your sleepwalkin'."

"Sleepwalking?" he repeated, brow furrowed.

"Yeah, you've been sleepwalkin' every night. You come into my bedroom really late every night and wake me up."

He was frowning. "How late?"


"Oh, sorry," he said, putting down the needle onto the side. "I'll come in a bit earlier, then."

Rose stared at him. Was he kidding? "What?"

"You thought I was sleepwalking?" he asked, struggling not to laugh. "Time Lords don't sleepwalk!"


"Sorry I kept waking you up. I forget how frail humans are without sleep."

She felt like an idiot. "But…"

"Hey, I was lonely, and you didn't complain!" he said with a shrug, pulling her onto her feet. "Aww Rose! You actually thought I was sleepwalking! You are silly sometimes."

She was utterly speechless. He grinned at her expression, wrapping his arm around her shoulders. "I prescribe some bed then. Would you like me to 'sleepwalk' into your room again?"

She sighed, heavily. "Oh I hate you sometimes."

He broadened a grin again. "But I do have dreamlike snuggling skills!"