The Doctor considered his companion for a moment as she sat comfortably on his right thigh.

'Oh you have a headache?' he said lightly.

'Yes,' Clara looked out across the console room and sniffed. She was fighting not to smile at her own little joke. 'Must have been all that effort,' she said, 'It's very painful.'

'Oh dear,' he softly touched the back of her head and smoothed the hair there, ruffled from her recent actions and his fingers tangling amongst the strands. 'Well we mustn't let it get any worse,' he said and noticed her lips twitch before she bit down on her amusement.

'No,' she said, 'That would be horrible.'

'Mmm,' he leaned in and placed a single soft kiss to her neck, watched as her eyes closed and her body moved just a little closer to him.

And then he stood up suddenly sending her flying. Clara staggered forward and grabbed the bannister on the balcony.

'You should probably get some rest,' he said, quickly fastening his trousers and trotting down the steps to the main level of the console room, 'Have a lie down in the dark, take some painkillers, you'll feel better.'

Clara shot him a very angry glare and he wisely looked away as he made his journey to the door. Wait he was actually leaving.

'What are you doing?' she called in exasperation and he risked a backwards glance to find her standing hands on hips and frown clearly in place.

'Going to clean up?' he gestured down the corridor in the vague direction of his room. His face was a picture of mock innocence.

'Alone?'

'Yes,' he looked around him, blue eyes owl like. How else would he possibly clean up?

'Not a great idea,' Clara growled giving him a meaningful stare.

'No? Well that's what I'm doing. Really Clara if you aren't well you should…'

'I'm fine,'

'You said you had a headache…' he said virtuously even as he moved to the hallway. 'Go and rest your little human brain.'

You infuriating…

'You… Doctor!' Clara half fell down the steps going after him, 'Doctor!' but he had vanished.

Oh that man! Had he really just done that? Had she really just let him? All that moaning and grinding and 'Oh Clara-ing' and he'd just upped and left afterwards. Were all men the same no matter what species? She stood in the centre of the console room and stared around in disbelief, looking down the corridor and back at the ground and then up at the central column which pulsed in sympathy with her.

'Is he always like this?' she asked the TARDIS, 'I mean is he really truly that selfish?' the ship burbled a reply. 'Yes he probably is isn't he? Fine for him, gets his migraine fixed and then he just pops off and leaves me all… all….' She blushed when the TARDIS let out a strangled noise, 'Yes, quite. Well fine. I don't need him. I'm a modern woman, I can deal with these things myself. It's not like it was even that arousing…'

She took a few paces towards the door and smoothed her skirt down. No it wasn't arousing at all. The sight of him braced against the chair, panting and moaning her name. It didn't do a thing for her. She wasn't the slightest bit bothered. Clara shut her eyes and tried to wish away the heat between her legs, and the ache, and the feeling that she was swollen and needy and…

'Not even interested,' she said to herself again, the image of his hands clutching at the armrests floating into her mind. She bit her lip and made her hands into fists. 'Not thinking about it,' the sound of him warning her he was close, the gravel in his voice and the sudden rapid escalation of his breathing as he started… Clara jigged on the spot a bit. 'Stop it,' the taste of him on her tongue, in her mouth, the sensation of him trickling down her throat as she swallowed him greedily.

'Oh God!' she squealed into the empty control room, 'This is so unfair!' She had to get herself under control. Get under control Clara, don't let him win, just go to your room and sort yourself out and pretend like you're not even fussed.

But then he'd probably guess wouldn't he? That that was what she was doing. He'd know and he'd picture it and… no she couldn't.

She rolled her eyes and growled.

'Just distract yourself,' she left the console room and wandered down the corridor, 'Find something else to do, something that has nothing at all to do with that.'

Clara walked blindly down one corridor and along another. Great now the TARDIS had moved things around again. Well she supposed that kept her occupied even if it was really irritating, she could get lost for hours and had many times so probably by the time she did find her room she'd be too tired to…

'… in the misty morning fog with our, our hearts a-thumping and you…'

What the...?

'My brown eyed girl….'

Was that…?

Clara stopped mid corridor and rounded on a nearby door which appeared to have come from nowhere. The voice kept on going, belting out the cheerful nostalgic lyrics, its tone perfect clear and joyful. She could practically hear the smile.

'That is not the Doctor,' she whispered to the ship, 'Seriously is that the Doctor? Since when could he sing? Since when did he sound so happy?' she edged a little closer to the door where the song continued now deep into the second verse.

'Standing in the sunlight laughing, hide behind a rainbows wall,

Slipping and a sliding, all along the waterfall

With you, my brown eyed girl… you my brown eyed girl.'

Clara reached the door and placed a hand on it cautiously, the sounds of water were reaching her now below the mellow tones of the song. He was singing the chorus, singing happily and completely at ease and it was the strangest thing. She pushed a little on the door determined to see this spectacle, she just didn't quite have the imaginative capacity to picture it. Just as she nudged the wood he broke off from the lyrics.

'Turn the heat up on the water a bit will you,' he instructed the TARDIS, followed by a deep 'Ahh, oh that's good.' He sounded positively luxurious in his pleasure.

Clara felt a jolt of heat shoot straight back to the space between her legs and cursed. She's never thought about his voice much in the past, apart from to tease him about his accent or his grumpy intonation. She knew it could be deep and resonant when he chose but the purr of contentment coming now from the TARDIS shower room was doing things to her she hadn't reckoned with. She shut her eyes and tried to make the decision to move away but then he caught her with the last verse.

'Sometimes I'm overcome thinking about it… Making love on the green grass, behind the stadium with you, my brown eyed girl, you my brown eyed girl….'

Well that was an image she didn't need right now thank you very much. Clara's head hit the doorframe with a clunk and she froze. What if he had heard that? But no he was still singing the chorus she'd got away with it. Ok now she just needed to leave and…

But he was right behind that door and she had to admit her curiosity was rising. Not only was he apparently relaxed and happy and of all things singing, but he was also in the shower. And that meant naked. And though she'd unbuttoned his shirt and helped herself to other bits of his anatomy just minutes ago she felt she'd been rather cheated of the rest of him. She could just pop her head round the door for a second, he probably wouldn't even notice, the TARDIS showerheads were on the far wall, he'd have his back to her and the door to the large cubicle was probably shut and it's not like she'd see it all anyway…

Clara dipped round the door quickly.

Oh dear God.

This was a different shower room, a very different shower room. It didn't have nice reassuring human showers in it with frosted glass doors or stable doors or bits that covered things. No it was like something from a tropical island all plants and tall flowers and grass…

Making love in the green grass…

Stop that.

But that wasn't the worst of it. The water still spewed from the far wall and his back was to her but the room was open and wide and… and she could see everything.

Clara froze and then caught her tongue edging out between her teeth hungrily. The fire between her legs went up a notch.

She'd seen him naked before, when he'd been bowtie Doctor, and he'd been sort of pale and skinny but not unattractive. Back in the console room she had noted again how lean he was, run her hands down the wiry muscles of his chest and over his stomach, just slightly soft in places but by no means carrying any extra weight. What she didn't expect was the sight in front of her now.

He was soaping his hair, and she could see as he turned his head back and forth that his eyes were shut against the suds as he worked the lather. Both arms were raised and the muscles in them taut. His back fell in a perfect V to his slim waist, not a roll of extra flesh in sight, just toned muscle and wet skin, a trickle of lather running down his spine to come to rest in the small of his back.

The small of his back. Clara's eyes rested there for a moment taking in the dip in his lumber spine and the swell of his firm looking buttocks. His hips were slim and tapered to his thighs which were surprisingly strong looking for one as slender as he initially appeared. She remembered the feel of them tense against her as she'd touched him, the way they had trembled as he'd come closer to release and felt her face flush a little.

Clara's grey stick insect was full of surprises it seemed, not least the proportionate toned and elegant body she could see now. She watched as he stepped under the water and the shampoo eased away from his hair leaving it dark and clinging to him. He ran his fingers through it to remove the last traces and the soap slithered down over his shoulders in a slow caress. She could smell the scent of it from where she stood, carried on the steam which rose from the hot water and chewed again on her lips in desire as he tipped his head back and let the shower rain down onto his face. He was smiling, leaning forward now and bracing himself on the wall with both arms, dipping his head back down so that the water beat down on his neck and shoulders. He let out another satisfied groan.

She realised she was chewing at her thumb and quickly removed it from her mouth. She should leave. He wouldn't be in there all day and she'd been lucky to get away with this so far. So she should leave.

In a minute.

She shifted in uncomfortable arousal and felt her heart jitter in her chest. God he looked good, he looked good and he smelled good and the low rumble of his voice sounded good.

Oh and there was the small matter of him tasting good too, she couldn't forget that.

She had to leave. She really had to leave. Because if she didn't he'd catch her there and besides she was rapidly getting to a point where she couldn't control herself. The moisture was seeping through her underwear and she could feel her hips aching to twitch. Almost without knowing it she dropped one hand to the front of her skirt and smoothed it over her mound, pressing hard at a certain point that sent a little shock through her body. She rubbed over it again and fell into a familiar rhythm, opening her legs just a little so she could press a little deeper. Oh how she wished he would do that for her. Those hands, those fingers, long and elegant and experienced. She made a tiny noise in her throat, her eyes closing a little as she touched the heated spot between her thighs. Ok she really had to leave now.

'Clara, are you going to stand there all day, or are you joining me?'

She jumped, her face flushing a deep red and her hand leaving her skirt guiltily. She had been so busy watching the soap on his back, so busy with her own thoughts that she had failed to notice his head turn towards her, blue eyes piercing in the pale light of the room and amusement evident on his face.

'I… ummm…' oh she really didn't know what to say. He'd caught her and she felt ashamed. She wanted to tell him off for leaving her as he had but at the same time she wanted to run in embarrassment, she'd been touching herself and watching him, another minute and she'd probably have her hand in her knickers. Oh God. Definitely need to leave. But of course there was the very pressing part of her between her legs that was telling her to go and get in the shower, strip and get in and beg him to touch her. He turned his body towards her a little more and her eyes dropped to below his waist, to the place she had been kissing and sucking and she felt her tongue sweep over her lips again.

'Clara?'

'I just want you to know…' she said trying to regain her dignity and dragging her eyes back up to meet his again, 'That I'm very disappointed in you.'

He chuckled and passed a hand through his wet hair as he leaned on the wall, 'Oh?'

'You don't just leave a girl hanging…'

Again he smirked, 'Right, how rude of me.'

'It was rude of you! And… and…'

'And…?' he said curiously.

'And you need to make it up to me,' she declared.

'Just tell me what you want,' he said simply. Then his voice altered a little. 'What do you want Clara?' he was gazing at her, his stare intense and as she watched he casually ran one hand down the plane of his stomach, trailing down over the wet and darkened pubic hair, gripping his length and smoothly tugging.

Bloody hell.

Stop playing with me like this. Stop playing with yourself. But she couldn't look away.

Again he caressed himself and she saw him start to grow hard, his hand running up and back down the length of him, squeeze at his tip and make him hiss sharply.

'Clara?' he breathed.

Apparently Time Lords could recover quite quickly. He was almost fully erect now and as if triggered by the image in front of her Clara began to remember the feel of his skin there, the taste of him leaking into her mouth. She wanted it all again. She swallowed and with real effort looked him in the eye as he continued to massage himself slowly. Oh how he was enjoying this and it irritated her control freak nature beyond measure but at the same time…

'Take your clothes off,' he said.

She opened her mouth to protest but he cut her off.

'Take them off, and join me.'

Oh who was she kidding she couldn't take her eyes off him and he could see it.

Clara lifted her hands to her top and began to undo the buttons, watching as he smiled, eyes roaming over her chest, her stomach, over each new bared piece of flesh as she unhooked and unzipped her clothing. The whole time he stroked his length leisurely, leaning against the wall of the shower, letting his fingers trail down to his testicles and flit over the delicate skin there. The water pounded down around him and cascaded over the angles of his body, adding its caress to his own until as Clara removed the last of her things she could hear his breathing, faster, louder with each long stroke he made. It made her burn with need and her own breathing sped up. She stepped out of her underwear, painfully aware of her nudity but more aware of the desperation now between her legs. She could hardly stand for it, she wanted his hands on her, inside of her, his mouth, his cock, she felt she was going to explode in seconds.

The Doctor let go of himself, his hard member twitching under the sensation of the warm water and at the sight of her, her body taut and aroused, nipples stiff and moisture evident at the tops of her thighs. He beckoned her to join him. She was all too aware of his eyes on her as she crossed the room and stepped into the shower area, the grass beneath her feet soft and the water pleasantly warm. She hadn't expected anything this intense from the man she had been with minutes before. He'd been shocked at her suggestion for curing his headache and shy as she had started touching him. Now he appeared confident and assured and she was the one that felt nervous.

It was all about control. She had taken control in the console room and now he was paying her back. She stood under the water and looked up into his eyes expecting his barely supressed amusement and mockery of her to twinkle there but she couldn't have predicted more wrongly. His pupils were wide with arousal and he looked at her with utter desire but beneath that most physiological of reactions she caught a glimpse of something tender, something vulnerable.

'Thank you,' he said.

He wasn't thanking her for what she had done that morning, or for joining him now in the shower. The words summed up so much more and suddenly her nervousness fell away. The one man in all the universe she truly trusted.

'Tell me what you need,' he said softly as he leaned down over her, 'Tell me what feels good, where you want me to touch… taste… what you want me to do…'

His hands came around her waist and her skin tingled. She could feel the water saturating her hair and it clinging warmly to her neck. She instinctively pushed against him and brought her body to meet him, her hips desperate to bring her into contact at the right places. Oh god she wanted all of him and didn't know where to start, didn't know what to say. He seemed to sense her fraught confusion and made a decision for her.

In a smooth movement, his hands sweeping down her thighs as he travelled, the Doctor went to his knees in front of her. Just the motion of him altering his position, kneeling at her feet caused her to draw a sharp breath and for a twinge of sharp arousal to hit her swollen sex. She was almost afraid to look down for the effect it might have on her but she did and found him there level with her aching core, his hands now resting on the tops of her thighs. He was drinking in the sight of her and then looked up to catch her eye causing her to blush deeply in embarrassment. She wanted it so badly she was shaking but she was almost frightened to say so. He smiled and placed a soft kiss over her pubic bone, a token of reassurance.

His thumbs began rubbing soft circles in the creases of her groin and her breath shuddered. He pressed her back against the wall of the shower and held her there, his arms bracing her safely. Clara shut her eyes tightly and tried to quell the soft keen than was threatening to spill form her throat. Oh God if he didn't touch her soon…

The sudden feel of his tongue between her folds and she bucked hard, her hands grabbing at his hair and the cry flying from her mouth before she could stop it.

'Oh!'

He pressed deeper and pushed up with the flat of his tongue against her clitoris, moving in broad circles at first before focusing down on the parts that made her twitch and moan. He alerted his rhythm just as she felt herself peak and fluttered against her gently for a moment before pushing hard again, rubbing her firmly, sucking gently. She could feel her thighs trembling and the intensity of her arousal becoming out of control. It was almost too much, she was too heated to climax, unable to guide the feelings he generated towards release. She tipped her head back and suddenly realised that she was crying, her need was so powerful, and the words started spilling from her lips urgently, pleading, begging.

'Oh God… please… Doctor... please let me… I've got to…'

She felt his hand move between her legs and part her folds, long skilful fingers rubbing amongst the flowing juices until he quickly penetrated her and her body clamped around his digits as he moved them carefully inside her. Clara tipped forward and shifted her hands to his shoulders, her hips grinding hard now so that he had to adjust his position to maintain contact with his mouth. She was actually whimpering, whimpering and coming apart. As he held her secure she pushed one hand through her wet hair, just as she had seen him do that morning as he had neared orgasm, her body was contracting without her say, she wanted to thrash and scream.

But he was in total control of her, reading her every movement, keeping her on the edge. She let out a deep groan, a rough plea.

'Please let me come… Doctor…' and she thought for a moment he was going to relent, let it pour from her at last, when he stopped as suddenly as he had begun and leaned back.

Clara let out a short scream of frustration and braced herself against the wall of the shower, panting harshly. She wanted to cry hard now, she felt so desperate, but he took her hand and tugged her down to where he was on the wet grass floor. She couldn't think, couldn't argue, so when he pressed on her body she turned in his arms as he desired and knelt before him, her head hanging between her shoulders and her back arching each time he ran his fingers down the length of it. He stroked her gently, soothing her fiery arousal, tracing her spine, and leaned over her, pressing a kiss to the nape of her neck, letting his tongue journey over her vertebrae, sucking at her lower back. He kissed her rounded buttocks and let his fingers fall between them, pushed forward between her legs and traced her folds. Clara scrabbled to find purchase on the wall before her, in the grass, pushed back against him until his fingers slipped inside her and worked against his hand, so in need now of her release that she took the control back from him, used him for her pleasure, angled her hips so that his fingertips reached deep inside her to that sweet spot she knew existed. He let her build herself to fever pitch again before he withdrew his hand and she groaned in agony.

She half sobbed with need and at last she felt him press against her, drawing her body close to him, moving her legs apart so that he could position himself between them and behind her. He looped one arm under her waist and supported her, taking the weight from her arms a little and with the other wrapped his hand around his stiff member and placed it at her entrance. Clara wriggled backwards instinctively and he pushed hard into her in one swift movement. She gasped, her head throwing back and her hips bucking so that he pulled away and plunged back into her body quickly.

'Oh… God,' she growled. 'Oh God, oh God, oh God.'

His free hand now reached around to touch her, gently and with a steady uninterrupted rhythm which gave her hope. He was finally letting her find her release, pushing again and again into her body, holding her hips to him so that he could thrust harder and deeper, the water pounding down around them and setting off thousands of tiny bolts of excitement in her skin. Above her own whimpering and pleading she could hear him now, his tone deep and hoarse, breath ragged, punching through his lungs, his whole body growing tense as he worked her towards her climax.

Suddenly he released her body and she took her weight on her arms again. He roughly grabbed her hips and slammed into her, driving her body down onto him. The change in angle set him right at her core, he was hammering into her sweet spot now and the intensity was overwhelming. Clara's fingers dug deep into the grass and she was dimly aware of a growing growl in her throat that when it burst forth would tear at her and leave her voice raw. She was getting so close, so fast but it wasn't fast enough, he was holding her just away from the edge again and she needed that final push.

That growl erupting from her now, primitive and frantic, her body burning, contracting, pulsing and then she couldn't hold back and she was saying things she couldn't believe, explicit profanity falling from her lips as she begged.

'Please… I'm so close, I'm so wet… please just… fuck me…'

She heard something like a shout come from behind her and felt his fingers dig hard into her soft flesh. He hoisted her again towards him and battered himself into her, hard and fast and deep. She felt the tension in his arms wrack up and felt her skin bruise under his fingertips but she couldn't stop. Oh it felt good it felt incredible, he was fucking her, uncontrolled, undignified, disinhibited fucking, secure in the knowledge that she wanted him as badly as he wanted her. And then she was over the edge and it was coming, she was coming and her whole body spasmed up into his arms as the coiled energy spilled in sudden frantic waves, as she doubled over and back with the strength of her muscles, tearing clumps of the grass from the ground and slamming one hand down hard with each erratic powerful thrust. And behind her the Doctor, his climax reached a moment after her, letting forth a painful groan as he finished, letting his hips guide his final moments without him, his orgasm tearing from his body.

Clara slumped forward in the grass and then turned onto her side, the warm water from above still falling and catching her back. Her eyes were closed and her breathing rapid as she felt him nuzzle up behind her and hold her to him. He propped his head on one hand and looked down into her face, kissing her cheek softly and smiling to himself. All of this she could feel but lacked the energy to respond.

'Feeling better?' he asked.

'Hmm?' she replied drowsily, the steady pater of the water lulling her.

'That terrible headache you had…' he mused.

Clara snorted and tried to elbow him in the ribs.

'You're still in trouble,' she said opening one eye and peering up at him. He raised his eyebrows.

'Seriously?' he queried, aghast, 'What does a man have to do?'

'I've got a few ideas…' she said.