A/N: My first forray into a new fandom. Long ago, I wrote a 9/Rose story that I never completed and since rediscovering my love for Who I have read a lot of stories, some atrocious, some amazing.

Once this idea worked it's way in my head it would not let me rest until I'd written it. It was inspired by some of the more marvelous things I've read including "Life As You Know It" by Avorialair. I also beta for Loki's Symphony and all the wonderful 10/Rose stuff he does and we had a little fic-off about this plot. This was my contribution.

Disclaimer: Various elements of this story belong to various people but all this original work is my own.

Dedication: To Loki, Avorialair and to all us shippers who need a fix of 10/Rose now and again. Also, to the Tennant who made Who so wonderful and was kind enough to respond to my letter. Eternal 3. Always my Doctor!

After the events on the Sanctuary Base the Doctor feels burdened and decides to show Rose all the things he can never bring himself to tell her about his past. But the connection between them is of a different nature than he anticipates...

The TARDIS thrummed very softly and the Doctor allowed the smallest of smiles to break his stormy expression as he ran his hand affectionately over the control panel. She was trying to comfort him. He sighed heavily, raking his hands through his hair, trying to rid his mind of the darkness that had insidiously seeped its way in during their time trapped above the impossible planet, shutting his eyes tightly only to see the figures of an ancient, violent language etched in light against the dark - and a voice of unfathomable malevolence echo in the furthest recesses of his mind "...killer of his own kind..."

Even knowing that it was playing on their darkest of fears, manipulating them all so that it could finally be free, had not been enough to stop him. For the first time for so long, longer than he cared to remember, the Doctor had put aside logic, shying away from his own instructions of retreat, giving in to the impulse that told him that if he were just to go down into the pit then he could silence the voice that spoke of a valiant child, so far from home, who would die in battle so very soon...

His hand reached out to send them hurtling towards their next destination; anywhere, he told himself, as long as it wasn't here. But he hesitated, flexing his hand slightly as it fluttered over the lever before he let it fall to his side. He sunk back into the command chair, feeling for a moment the desire to remain exactly where they were, tossed in the flux of time and space. If they were here, suspended in a no-where state, he wouldn't have to face the truth of what the beast had told them all.

"Then it lied..."

The lie, his lie, had fallen from his lips so easily he'd been surprised at how quickly he was able to smile to cover it, happy that for just that moment he was able to reassure her when she'd looked so afraid. And even though he tried to believe that she thought no more about what had happened, the smile she gave him seemed strangely final as he announced to Ida that they were the stuff of legends and not long after she had made her excuses to quit the console room.

He did not know how long he sat staring off into middle distance; for a Time Lord he was decidedly hopeless at keeping track of things like that. But he knew, without turning, without hearing her really, that Rose was hovering nervously in the doorway the way she always did when she was afraid she was going to interrupt him.

He debated jumping up, spinning round, telling her about their next destination, before sending them back into the Vortex and hurtling towards their next adventure. It's what he'd always done before to stop himself from thinking. But before he could even turn to address her she asked, her voice suddenly all the more fragile in the cavernous room, "Do you think..." She trailed off, and the Doctor could imagine her picking nervously at her sleeves before she continued, "That thing? Do you reckon it was the Devil?"

The Doctor let out a breath he hadn't realised he'd been holding, leant back in the chair and propped one foot up on the control panel. "You mean like heaven-and-hell, goatee beard, pitch-fork?"

"Yeah..." Her voice was closer to him now, her footsteps sounded on the metal grille as she approached.

"I don't...Well what I mean is I don't think...Hm..." He tried to explain, losing the thread completely before raising his eyes and addressing the ceiling, "I don't know. Perhaps there are things in this universe I might never understand? If that thing down there was the Devil then I suppose that changes everything...but then again...I don't believe in pure good and pure evil, Rose...And that beast would seem to suggest the existence of both."

Although he continued to stare at the control panel he caught a flash of pink in his periphery vision as Rose nervously drew closer. He could tell by the way she held herself that she was probably biting her nails.

"And so what if it does?" Rose sounded almost petulant and as always it raised a smile in him. "It doesn't matter 'cause we know what side we're on..." For the first time since she had re-entered the room the Doctor forced herself to look at her, her eyes scanning his so hungry for the answers he wasn't sure he could give her. She knew him well enough to read the uncertainty there by now. "Doctor?"

"Can you really think that?" he couldn't help but sound bitter and he suspected that this might worry her, but he had found it increasingly hard to conceal things from her he thought it better that she didn't know. "After everything you've seen can you really be so sure that it's that simple?"

Rose nodded without hesitation and the unwavering belief in him, in them, and the rightness of what they were doing made him feel less burdened by the weight of it all. Yet still his mind dissented. "I've done things, Rose..."

"It's alright," she said, interrupting him, leaning back and facing him, her face sympathetic and telling him he needn't explain.

"I've done dark and terrible things...And if you knew perhaps you'd question whether or not I was a hero..." He wasn't sure why he was still talking after she had let him know that he could stop. But there was something about falling into the abyss of the pit that had awakened something deep inside that he always struggled to repress.

"Do you wanna tell me?" she asked simply, so matter-of-factly, that the Doctor wondered why he hadn't spoken of this before. But as he looked at her - so vulnerable and trusting and so human - he realised why he hadn't until now, and why it had taken perhaps the Devil himself to realise that he could trust her with it.

"I could show you," he said, his voice choked, not really sure of whether or not that was the best idea, but mentally acknowledging that over the past few days he had not really made a habit of following his own advice.

She nodded, only a little uncertainly, and as he rose to his feet and moved ever so slightly towards her she looked only the tiniest bit afraid. "What is it?" she asked having already agreed. "What you gonna do?"

"I'm going to show you. I'm going to let you into my mind, Rose, so you can understand." He barely noticed that her thighs knocked back against the console or that with his body so close to hers she had very little chance of now moving away.

"Like you did with Reinette?" she asked without the malice the Doctor would have perhaps expected from a lesser woman than Rose.

The Doctor's lips broke into a shy smile and he shook his head. "No. Not like that." He reached forward, casually brushing the hair out of her face, before pressing his fingers to her temples.

"B...but I don't understand," Rose stammered and the Doctor wondered idly why she sounded so nervous as she looked up in her head at where his hands rested. "I'm not telepathic. I can't read minds..."

"It doesn't work like that just...try to relax." He felt her body stiffen, making him aware for the first time just how close they were. He thought little of it as he instructed, "Just focus on me...on the sound of my voice...and you do have to look at me Rose," he admonished.

"Yeah, right, sorry." Her eyes found his and it didn't take long. He watched her pupils shrink and her eye-lids fluttering as she fought the urge to close them.

"Shut your eyes, Rose," he whispered, surprising himself with the raggedness of his tone, but forgetting everything as he felt the barrier between them lifting, glimpsing the tantalising light of her thoughts as they began to trickle into his mind.

He fought the urge to examine them closer, remembering that this was about what he wanted her to see, and so as he felt the connection between them establish itself firmly he asked, "Can you feel that? Like a barrier that's resisting at the forefront of your mind?"

She only nodded, and if the Doctor had read her thoughts he would have known it was because she felt incapable of speech as he instructed, "Open the door...push through...ah!"

Words quickly dissipated as he felt himself overcome by the sudden intimacy of Rose inside his mind. It was more powerful than he could have anticipated, he wasn't ready for the feeling of her inside him and everything he had intended to show her quickly evaporated, retreating to irretrievable places in the back of his mind – the people he'd failed, the companions he'd lost, the races he'd destroyed, the pain he'd intended to share with her so she would understand. In their place the Doctor felt his treacherous mind play a slide-show of feelings for her instead - the feel of her palm against his, the sound of her voice as she called out to him, the relief that would overwhelm him when he realised she was safe – before the images became confused with all the things he'd never known like the beat of her single pulse as his hand dipped down over her neck, and the way she'd probably laugh against his mouth if her kissed her.

Rose gasped, flinching away slightly from his touch, shying away from the things he hadn't meant to show her, hadn't even known were hidden inside him. He felt bewildered by his sudden lack of control and by the possible emotions his brain was so desperate to communicate. However this confusion was swiftly replaced with concern – the Doctor knew the dangers of so quickly severing the connection between them – and he tried very hard to sound composed as he said, "Don't pull away. If the link is broken too quickly it can damage the mind...you must try..."

Words once again failed him as he struggled to stop her from retreating. He gripped the sides of her face perhaps harder than he meant to, his body virtually flush against hers as he tried to keep them both steady as his consciousness went after hers as it fled from him. His stronger mind broke easily into hers; he felt her wince beneath his fingertips as he invaded her yet there was nothing he could do to stop it. Their thoughts were fused no matter what and as she pulled away she had taken him with her.

Rose's mind was opening too quickly and he had no time to warn her, to instruct her, to tell her that if there were things she wished to hide she'd have to close the door. He moved quickly through past events that her thoughts were whizzing by – the black hole above the impossible planet, the Wire devouring her, the pain of leaving Mickey behind in the parallel universe – his hearts racing as her felt himself drawn deeper and deeper into Rose's subconscious, plummeting perilously towards things even she might not even know were there.

Then in her mind's eye he saw a door, left open just a fraction so that the light of the image beyond fell in a chink across the darkness, and the Doctor suddenly felt as though this sudden violation of her imagination was wrong – that there were things that it was probably best she concealed from him.

"Sh...shut the door Rose..." he stammered breathlessly but he heard her breath hitch in her throat at the voice that echoed through both of their mind's, his voice, more definite than the one that had spoken aloud, imploring her to open it.

Whether or not Rose had allowed him to see or he had broken through the Doctor never knew. But the light of the thought poured into him, illuminating two figures standing, very much like how he knew they must look right now, silhouetted against the pale green light. The one standing with their back to the command console he knew, he felt, was Rose for suddenly he saw himself standing before her through her eyes as she breathlessly whispered into his neck, "I thought I'd lost you!"

The thought of this caused Rose to flush under his fingertips; he could feel the heat that suddenly swept into her face. He heard her heartbeat quicken, thudding, betraying her as she thought desperately of reaching out to grip him by the collar and pleading, angry, "Don't ever do that again!"

In her mind he felt himself try to speak, to object, and he couldn't help but laugh inwardly at how realistically he had captured him in her dream, and she pressed a trembling finger to his lips to silence him. He could almost feel it, and although he knew for a fact that it was all in her mind the Doctor was tempted to open his eyes to know for certain. Only the thought of leaving the strange, unchartered territory of Rose's unbidden thoughts prevented him, however guilty he knew he should probably feel for seeing what she was unwillingly showing him.

Without realising it had happened the Doctor found themselves once again in his mind. His consciousness had drawn Rose after him, inviting her back to witness their now shared vision which, to his astonishment, had not faded but intensified. He was showing her how she would look to him – her wide, honest eyes - his gaze flicking downwards to notice the way she apprehensively wetted her lips. Whether this was her dream or his the Doctor hardly knew as she smoothed her hand up and over the front of his jacked to cup his face, scratchy stubble on soft palm. He felt himself lean unashamedly into the warmth of her touch, his eyes closing as he indulged in the relief that coursed through him. When he opened them he noticed how much closer she now was to him, he could see green light dancing in her eyes, and she looked nervous and unsure as she moved forward to place the smallest of kisses on his mouth.

And then there was nothing between them. Her mind overwhelmed him and he felt dizzy, drunk on a rush of hormones, experiencing for the first time the plethora of emotions that coursed through her, moving too quickly between shock, embarrassment, elation and shame for him to know for certain what she was feeling.

And she saw him too, he knew when it hit her for she gasped aloud as everything he was overpowered her; the desolation, the power, the fury and despair. But also hope, the hope that things could be better, that he could make things right, that there was a place for him, for her, for this and that he would perhaps find it one day.

But then it hit them both, recognising it in themselves before they saw it mirrored in each other, the primal urges behind it all; the longing for something more important than she was, the quickening of a heartbeat that could make him feel human, and the endless, unfathomable love that made them and them alone the centre of a universe.

And then it was all desire, instinctual and uncomplicated, and there was the feeling of a leg wrapping round his waist, his hips bumping her things as he lifted her up unto the control panel. Was it her mind or his that was deepening the kiss, and was that really the buzzing of a button accidentally hit in the heat of the moment? But soon all reason seemed senseless and all he could feel was the heady intoxication of succumbing to everything, the inevitable landslide; his mind forming the taste of her skin on a tongue that had yet to taste it, her mind recklessly promising things he would never even dream of asking for.

His hearts raced in tandem as he caught her hair in his hands, pulling her back and on to him as he hungrily, guilty spoke of the eternity of pleasure. She gripped him tightly, her mind filling in all the blanks that his could have never have created about eagerness and passion and all those human details he would never think of such as the slight pain of it all.

A voice, ragged with lust, broke through the frenzy. Call me by my name, it said from the darkness.

Outside the realms of fantasy this elicited a moan from Rose and the image that they had created between them began to flicker like the end of reel of film. Still the voice begged Call me by my name. Although the connection was breaking and the Doctor could feel their minds desperately repel one another something clung on, speaking of galaxies of infinite possibility that could only be realised in the microcosm of release.

"Doctor!" With that one helpless murmur the link was severed and the Doctor's eyes flew open to see Rose staring ashamedly up at him. There was a fine film of sweat across her forehead, her cheeks were red, and her chest rose and fell in rapid succession as she struggled to steady herself.

Although embarrassed Rose was clearly waiting for him to drop his hands, to make sure it was okay to move and, after swallowing hard, the Doctor did just that and stepped away.

For a long moment the Doctor couldn't think of what to say, hearing only the therapeutic hum of the TARDIS and the uneven breaths of his companion. He planted both hands on the back of the chair as his mind bled back into the impressions she had left. Finally, when he felt a little more certain that his face would not betray the mortification he was feeling her looked at her again.

"It's okay..." he found himself speaking without his mind's permission, thankful for once of his inability to know when nothing could be said. "It...it really doesn't matter...That was...nothing...Well...it was something but what it was was only natural..." His smile took a great deal of effort. "We needn't be embarrassed. All emotional jumble anyway...never makes much sense..."

The vulnerability in Rose's face lessened slightly and she bit on her bottom lip before asking, unsteadily, "Does that always happen? I mean...when you do that..."

"I don't tend to do that..." was the Doctor's perhaps too curt reply but he continued quickly enough to hide it. "Sometimes...and like I said," this time the Doctor felt like his smile was definitely more convincing. "Emotional jumble."

"Right," Rose said looking down at the metal grille. "'Course."

She couldn't know. She could never know.

A beat of silence passed between them. "Anyway! Let's be off, shall we? Places to go, people to see, civilisations to save. Where'd you fancy?" His mindless chatter filled the silence, helping to push away the lingering sensations of intimacy that now divided them, making it hard for either to hold the other's gaze for long.

"How about Earth? I know...I know always Earth but I love it you know – odd socks, cursing cabbies, the theme tune to Eastenders. We could go see the inauguration of President Schwarzenegger..."


He forced himself to stop, fearing her next question and doubting whether he could answer it with anything that resembled the truth. He looked up at her over the top the glasses he had just put on to read the screen, and waited.

"It wasn't...real, was it?" She asked awkwardly, blushing hard, before looking up at him beneath heavily-mascaraed eyelashes. "It really don't matter? All that...stuff? It doesn't...mean anything, does it?"

And another lie fell from his lips easily as he said with a slight shake of the head, "It doesn't mean anything, Rose" before with a flick of the wrist he sent them hurtling back into the Vortex.

Reviews would be wonderful. This was intended as a one-shot but if people want more I'll see what I can do ;)