Episode: 8x01 Deep Breath

Quote: "Where did he get that face? How can it have lines on it? It's brand new. How can his hair be grey? He only just got it."

Notes: This is my interpretation of what was going through Clara's mind when she said this

Clara watched the Doctor tinker on his ship and listened to him talk to himself – or maybe the TARDIS?

"What are you going on about?" Clara interrupted his spiel and shut her book; his nonstop chattering was breaking her concentration.

"Nothing of your concern," the Doctor replied, "And would you get out of my chair? There are plenty of other places to sit – you don't have to steal mine!"

Clara stood up from the red seat and strolled over to the railing and watched him work, "I don't see the problem. You're not using it now and you might as well learn to share."

"Well what if I get tired? I'm going to need a place to sit aren't I? And I can't sit if you're sitting in my seat? Honestly Clara," the Doctor shook a hand at her.

"Doctor, we both know that you hardly ever get tired and even if you do, you can sleep standing up for all I care. And besides, there's no point in both of us being tired and standing and not using the chair. It's impractical," Clara smirked.

The Doctor stared at her, "I don't like it when you use my tactics against me, it's unfair."

Clara huffed, "Well I don't like you whining in that Scottish accent of yours!"

"Yeah, yeah my Scottish accent, just another thing you've got a problem with," the Doctor muttered under his breath as he rolled his eyes at his companion.

Clara crossed her arms, "Excuse me? What was that?"

"Oh don't do that. Don't play dumb, you're so much more intelligent than that. You heard me just fine and you know it."

Clara ignored the backhanded compliment and asked again, "What have I got a problem with? When did I ever even mention having a problem with you? Other than, you know your lack of manners and complete and utter lack of respect for me."

"I respect you just fine, goodness have you always been this needy?"

"I'm the needy one?"

"Yes, you! You're needy!" the Doctor shouted.

"Oh well look who's talking!" Clara yelled back as she descended the stairs. She wasn't even sure how this started anymore. For some reason almost every conversation between her and the Doctor always ended in bickering or a shouting match.

The Doctor's eyes widened as he watched the small woman stalk towards him, "You're annoyed with me again, aren't you?"

"Oh wonderful deduction skills! What gave it away?" Clara asked sarcastically.

"Well I'd say the eyes but honestly I think they've always got a sort of crazy look about them."

"Of course they do. You drive me up the wall sometimes!"

"Yes well I'm sure if I hadn't changed you wouldn't have these problems," the Doctor snapped.

"I'm sure I wouldn't!" Clara yelled before she thought through her words.

"Yes, having a nice young looking Doctor vying for your attention must have been so nice for your ego," the Doctor spat out.

"Oi, now is not the time to get into my egomania!" Clara glared, "And why does everyone think I want pretty young men to chase after me! I can flirt perfectly fine with a mountain range!"

The Doctor gawked at her, "Okay, no…sorry you lost me, what?"

Clara sighed, "Nothing, just something Madame Vastra said."

"Right," the Doctor turned back to the control panel, flipping levers and pushing buttons as he walked around the console.

"You know it is rather annoying though," Clara continued forgetting their little argument, "I've never cared for the attention of young men and yet everyone happens to think I do. I mean the only pin up I had as a teenager was of Marcus Aurelius!"

"Of course you'd fancy Marcus but still have a problem with me," the Doctor muttered to himself more than spoke to Clara herself.

"What?" Clara asked.

The Doctor looked up and met her eyes, "Nothing, I just-"

"You just what?"

The Doctor sighed and stepped away from the console so that he could turn towards his companion, "How come Marcus' age makes you adore him and yet my physical age suddenly bothers you?"

"You think your physical age bothers me?"

"No Clara, I don't think it bothers you. I know it does."

Clara's eyes began to well up with tears as she snapped, "You clearly don't know a thing about me!"

"You think I don't see it?" the Doctor asked, "Your comments about my grey hair at the restaurant – which was not the only time by the way. Or asking Jenny why I've got lines on my face?"

"You were asleep then, how-?"

"My body was resting but my mind was still awake then. I was aware of what was going on, how do you think I translated for the dinosaur? Use your head," the Doctor explained.

Seeing her silence the Doctor continued, "Is it really so hard to believe that I can be this old? The man before me traipsed around with the face of a nine year old and you followed him. But now I've changed, look a bit older and you've got a problem with it!"

"You don't know what you're talking about," Clara repeated herself. And yet the Doctor found himself under the scrutiny of her eyes as she examined the lines on his face and his grey hair once again.

"Well why don't you explain it to me?" when Clara remained silent again the Doctor moved on, "Do you think I wanted this face? I used to be so young! And now I've got lines on my face – and these eyebrows! Do you think I wanted to regenerate into this?"

"Well why did you then?" Clara snapped at him, "Why not pick something younger?"

"It doesn't work like that Clara. It's a reboot ."

"Well it's wrong," Clara argued, "Madame Vastra said your body was renewed – but it doesn't look new to me!"

"What?" the Doctor asked confused.

"Your body is old," Clara cried as the Doctor hesitantly took a step forward, not quite sure how to comfort her, "But you were also old before you regenerated. And you were dying! You were old and you were dying! And then you were young and then you regenerated. Except it was wrong. Because you're still old and if you're old then what if you-" Clara cut herself off unable to finish the train of thought.

"Die?" the Doctor finished for her. Clara nodded weakly before slumping onto the floor leaning her head against the console. The Doctor took a seat beside her before explaining, "It doesn't work that way. Maybe for humans it does. You get old and then you die but not for Timelords. Looking old doesn't mean we're close to death."

"But you aged. In your other body you aged and then you died of old age. But this body is already older than the last one – what if that means that you don't have as long as a lifespan?"

"It doesn't."

"But what if?" Clara asked wide-eyed.

The Doctor's hands covered hers and he stared into Clara's eyes, "Clara, it doesn't mean that. And even if it did, well at least I get to spend my lifespan travelling with you. And even then I'd probably still outlive you."

"Don't talk like that!" Clara scolded him.

The Doctor shrugged, "You know it's the truth. And maybe I won't even die of old age. Knowing my luck a Dalek will get to me first. Either way though, you've got nothing to worry about."

Clara nestled her head into his chest listening to his hearts beat, "Don't talk like that. It's morbid."

"Whatever you want," the Doctor agreed easily as he took in the pleasantly quiet moment and began running his fingers through his companion's hair.

"Do you like it?" Clara wondered aloud, "Your new physical age?"

"Why do you ask that?" the Doctor questioned her.

"You seemed more preoccupied with your grey hair and lines than I did," she quirked a smile as she looked up at him, "Are you going through a midlife crisis? Having vanity issues?"

"No more than you do every day!" he snapped at her.

Clara giggled as she sensed no real malice behind the statement, "Do you though? Like it?"

The Doctor pondered her words for a few moments, "I like being taken seriously, that's nice. You'd be surprised at how little people respect you when you look so young."

"I think it might have been the chin and lack of eyebrows," Clara quipped.

"Yes the chin was rather unfortunate," the Doctor agreed, "Not that these eyebrows are any better. They're attack eyebrows! I could take bottle caps off with them. They make the rest of my face look permanently furious!"

Clara laughed at his emphasis as she snuggled into his embrace, his hand stroking her arm as she did so. And he said he wasn't a hugger.

"Might be the voice that makes you sound angry," Clara offered.

At this the Doctor smiled, "I quite like the Scottish accent. It means I get to complain about things!"

"And boy do you have a lot to complain about," Clara deadpanned, "Although I don't think it's the accent."

"Hush you, I'm trying to think," the Doctor berated her missing her annoyed expression, "I think I'm taller this time around."

"You are. I have to wear heels all the time now."

"They don't do you any good," the Doctor said offhandedly, "I like my eyes. They're a bit blue but they're nice. I don't like my hair."

"Why not?" Clara asked curiously. So far the Doctor had seemed to like the signs of his aging, what with it being a symbol of respect.

"I'm not ginger! Thirteen bodies and I'm still not ginger!"

Clara smiled up at him, "Oh Doctor. Why be ginger when you're so clearly a silver fox?"

Hope you enjoyed! I have quite a few ideas from just that first episode, so be on the lookout for updates. Please review if you enjoyed and have the time! Thanks!