The coffee shop was the quaint sort, the Doctor thought with a sigh. He supposed they all thought they were quaint; they all had that atmosphere they wanted to project; that quiet little space to get a daily dose of caffeine and warmth and, for some, just a touch of simple comfort away from their chaotic lives. He smiled – not noticeable enough, he hoped – but he smiled just a little bit, stretching the skin on this new face and wondering if Clara would like this place.

He thought maybe she would.

"Must be a good memory," a soft voice before him chanced to utter.

Blinking, he looked to the plump young woman behind the register. The one with the shy black eyes and the tight bleached curls and the silver stud on the left side of her round dark nose that sparkled when she tilted her head to her right, catching the sun beaming in through the windows there. She nodded to him and he realized he wasn't merely lifting the edges of his thin lips, he was openly grinning.

He was grinning about Clara; imagining her, looking about the false rock walling and the occasional wooden beams breaking through and the scattered pillows on the carefully arranged couches, and declaring, "Good choice. Quiet, smells a bit like a good book in front of fireplace in an old cabin. Quaint."

"Friend," he responded, gesturing up at the board behind her that displayed the drink and food options in multi-colored chalk writing, holding tightly to the twenty pound note Clara had given him before he'd left her, telling her he'd find just the right coffee in Britain. He was trying to remember her order, eyes squinting as his mouth pressed together, ignoring the small chuckle the barista offered.

And then her head gave a toggle and she repeated, "Friend."

His eyes slowly trailed down and he stated quickly, "Tall hazelnut latte, skim milk, no whip, dash of cinnamon, and a tall, straight black, two lumps of sugar, no cream, for myself." He took a breath, then asked, "Why do you said friend that way." He gestured, "The sarcasm would have been detectible from the doorway."

She punched at the screen and then grabbed for a set of cups, scribbling as she explained, "Friends don't make you blush that way." Her eyes slipped up to glance up at him, smirking as she continued, "She outside? Send you off fetching?"

He held out the money. "Fetching, for a friend."

Tapping the cup she held with her marker, she questioned, "Friend got a name?"

The Doctor's smile was automatic, and he automatically reined it back as he barked, "Clara. One R, one A on either side, C and an L before them."

"Clara," she breathed, writing quickly.

He flapped a hand up in frustration, snipping, "You're like an android with all this repetition."

Unfazed, she laughed, setting the cups aside to inform him in amusement, "Oh, she's definitely not a friend – she put up with this attitude you got?"

"Attitude?" The Doctor spat, each syllable pronounced harshly, eyes squinted, body bending into her.

"Who's the android now?" She told him pointedly, tugging the money easily out of his hand.

He glanced around the shop, looking for someone to gesture at and then wave his arms back, as if to ask – are you hearing this? The audacity of this employee? But it was empty. The cold drizzle and early time keeping patrons warm in their beds, or confined to their cars and a drive thru establishment down the road. Shoulders slumping, he held the edge of the slick wooden counter, fingers tapping a rhythm as she worked the register and removed his change.

"So," the woman sighed as the Doctor pocketed his change without a glance at the tip jar. "What's the story on this friend Clara?"

Watching her drift to her left, both cups in her hand, he listened to the machines beginning to work and he could see her passing him an occasional curious look as she popped open a fridge to retrieve the milk before setting a pot and beginning to brew fresh coffee. He considered the question as he watched her, what was the story on this friend Clara. He bowed his head, feeling his chin tap his chest, as he imagined the entirety of the story would take too long and be far too complex for anyone.

Sometimes it seemed so for himself, and he was a Time Lord.

"She's human," he began, right hand lifting to curl around the air before he dropped it back, hearing the woman behind the counter chuckle. "And young."

"Ah," he heard her exclaim, "Feelin' a bit like you're robbing a craddle."

He huffed, "You've no idea."

She pointed, "Told you she was more than a friend – you don't rob a friend's craddle."

Narrowing his eyes again, he spat, "Perhaps I've lived an interesting life."

They eyed one another, and then the barista turned away, laughing to herself lightly as she began to mix the drink, head shaking against whatever thoughts sat there just behind her tongue. The Doctor watched her, and he thought about the past few days and how confusing they'd all been. New body; new voice; new thoughts; new outfit. Everything new and old just the same, he thought, glancing at his warped reflection in the silver casing of a machine.

"Is age truly a thing that matters to humans?" He questioned aloud, curiously. He supposed it was the Gallifreyan in him, or perhaps the thousand and a few hundred years of travelling around the universe and through time. It seemed age should be of no consequence.

The barista sighed, telling him honestly, "Depends on the human."

"She looks at me differently now that I'm older," the Doctor explained, "Like she can see I'm the same man – she understands that, but then she turns away like she can't stand my face and I'll admit, it's a fairly harsh face, but it seems like just a day ago I could get lost in her stare," picking at the counter, he bowed his head as he admitted, "And now I can't find her eyes."

"Have you told her?" The woman questioned.

He shrugged, "No point. A few years down the line she'll pop off, leave me behind like they all do."

"That's cynical."

The Doctor pointed and spat, "That's reality."

Setting one cup down, the woman shook her head and told him sternly, "Reality is what you make it." The Doctor watched her nose flare just a bit and he could see the red tinting her dark cheeks, knew there was a story behind it, but he was almost afraid to ask, would have, but she raised her head again with a look of frustration he inched away from as she told him, "Simple as this – you like her; you tell her."

He managed a shy laugh, looking to the window as he replied, "Never as simple as that."

She huffed, then snorted, then she gave a knowing laugh. The Doctor glanced up to see the smile on her face as she shook her head and allowed, "Suppose you're right, never simple." She looked up at him, "Doesn't mean you shouldn't." On a nod, she allowed, "You're right, few years down she might pop off," then she pointed, "You really want her to go without knowing."

"Without knowing what?" He asked in a hushed voice, as though demanding a secret of the universal.

Leaning forward, the barista whispered, "You're in love with her."

He let out a guffaw, holding the edge of the counter before leaning back to glance up at the menu before tilting forward again, right hand shifting over the fake wood smoothly and ending with a light tap as he told her, "Those are words for another man."

On a shrug, she set two cups down and pulled out a paperboard carrier to twist the cups securely into, "Then you've got two choices." He waited, brow dropping, and she smiled warmly up at him, "You tell her, or you let her go."

The Doctor considered it, and then he told her honestly, "I'm not sure either of those is a viable option."

Pressing the tray towards him, she whispered, "They're gonna have to be, or you're gonna find yourself in a terrible pickle when she gets herself another man, 'cause she's gonna, you know."

"Then that would be that, wouldn't it," the Doctor replied simply.

He smiled politely and took up the holder, turning swiftly to leave, before twisting back, ready to ask her what her name was because perhaps when Clara did pop off, he'd need a replacement, but he stopped when he saw the grin she'd been wearing had disappeared from her face. There remained only a blank stare, aimed at the wall across from her, and he cocked his head, studying her a moment.

She'd been left behind, he knew, and it had left a permanent scar. Those sorts of things tended to, he knew. He bit his bottom lip and tucked away his eagerness to explain the universe was terrible. The universe took and took and took. The universe was unforgiving, and moving on was best for all. Except he understood all too well why those words would never emerge. Because he imagined Clara in her place.

Clara refusing to watch him go because it would be all too painful for her.

"What's your name?" He asked quietly.

The woman gave him the smallest of smiles, her hands coming together on that wooden countertop as she blushed and responded, "Cheri."

Against his better judgment, he plucked out all of the change from his pocket and dropped it in the tip jar, and he told her kindly, "Cheri, you've seen dark days, and you'll see darker still, but there's balance in everything. Whoever he or she was, they made a mistake in leaving you, but someone else won't. Hold tight, brave heart, chin up." He nodded and repeated, "Cheri," before smiling and singing lightly, "Mon Chéri."

Her eyes watered and she gestured, "Clara's coffee's getting cold."

On a laugh, he replied, "Oh, no worries, I'm not very punctual and she's particularly forgiving."

"She sounds like a mistake you shouldn't make," she told him pointedly.

Taking a long breath, he bowed his head slightly and admitted, "I believe the mistake's already been made." He smiled up at her smug grin and explained with a wave of his fingers beside his right cheek, "How can I tell her now, with this face?"

Cheri raised a hand to gesture at the door, and told him firmly with a nod, "Honestly."

"We've not been very good with that," he admitted on an embarrassed shrug.

Giving the words a giggle that reminded him of the woman in question, Cheri looked to him and her face grew solemn again as she told him quietly, "Don't wait too long, one day it'll be too late."

He bowed his head, "I'll try my best if you'll try yours." He nodded and glanced back up, "Deal?"

A car honked outside and then the jingle of the bell above the door went off and he turned away from the slight nod Cheri had responded with. He walked past the woman entering, and out through the door, making his way towards the Tardis where he touched the door lightly.

How could he tell her when she looked at him so unsurely? How could he tell her when she deserved so much more? How could he burden her with that knowledge? The Doctor pushed in and he took that pain and tucked it away. On a smile and a flick of a lever, he thought about Clara and he knew the answer, even though it broke both of his hearts to settle on it.

He wouldn't.