(y/n) (y/l/n) had been traveling with the doctor for ages. being part time lord allowed for that to happen, she couldn't change her face but she had her own form of regeneration she could do in times of crisis.
(y/n) had seen many of the doctors faces, she had been traveling with him since well before the war after all. she had seen the man he became after the war, neither of them being able to remember that they had saved gallifrey instead of burnt it.
she was with him while he became the man who regrets, and afterwards the man who forgets, always running from what he did. she was there when his three timelines crossed, and hers as well. her face had been the same in all three occasions. three times she had watched him save gallifrey and only once could they remember it.
she was with him when he got old and when he turned into a woman for the first time ever. often times the doctor as a woman would need help with things she had never considered before hand.
in all that time she had met many companions. ryan, yaz, dan, graham, donna, amy, martha, and more. but there was one companion in particular that she hadn't seen in a while, and it was eating at her.
(y/n) had had enough of watching the doctor lead on poor yaz knowing that at night, the doctor was still crying for rose.
and as much as it pained (y/n) that it would always be someone else, rose, yaz didn't deserve to be the backup option.
"doctor can we talk?" (y/n) asked. the doctor's head shot up from the center console.
"of course. you alright?"
"yeah i'm fine." (y/n) sighed. "actually i'm not fine. doctor, why are you leading yaz on? you know she has feelings for you."
the doctor froze.
"what?"
"you know she has feelings for you. but you know full well you can't return those feelings doctor. there have been so many nights i've heard you crying, still after all this time, over rose." the doctors head snapped forwards. "i know you don't think i can hear you when you cry, but i always hear you doctor. it's not fair to yaz. and it's not fair to rose, even though she's gone. you can't just forget her like that."
"(y/n) as long as you and i both live i will never forget rose tyler. she saved us both after the time war." her voice was softer than usual. "but she's happy. she's with a human version of me, one that she can be with forever, her forever."
"i know. but you can't allow yourself to hurt yaz just to try to get over rose." (y/n) explained. "i know it hurts. believe me, of everyone we've travelled with since i met you on gallifrey all those centuries ago, i know how special she was."
"(y/n)-"
she kept going.
"rose was my best friend, and not a day goes by when i don't think about her. i'm not saying you need to stop thinking or talking about her, or even move on from her. but you can't let yaz believe she has a chance."
"(y/n)-"
"it's hard but yaz is one of your closest friends. you don't want to hurt her, do you?"
"(y/n)-"
"i promise you-"
"(y/n)!" the doctor shrieked, stopping (y/n)'s rant. "(y/n), yaz knows i'll never be able to have feelings for her. she knows about all of that, she knows that i can't give myself to her. she knows i don't love her like that."
"oh."
"but, (y/n), rose isn't the reason that i can't love yaz the way she loves me."
"oh."
"i didn't know you could hear me at night crying. for a while i was crying for rose. but i was also crying for martha and donna and amy and clara. that's not why you hear me cry at night." now it was (y/n)'s time to freeze in shock.
"what?" she whimpered. "all this time, something else is bothering you? and-and i didn't know it?"
"(y/n)-"
"doctor i'm so sorry i had no idea." (y/n) was just word vomiting now. "i-i thought it was rose because i remember the hurt in your eyes and the pain in your sobs when you cried over her when-when we lost her the-the first time i-i never, i never thought it-it was-"
"(y/n), it's okay." the doctor assured her. she had walked over to her part time lord counterpart and took her hands. "i cry in secret because i never wanted to tell you why i was crying."
"doctor, you can always tell me anything. if something, or rather someone because that cry you do at night is for someone, i know that much. if someone is bothering you, i want you to tell me. i want you to confide in me and i want to help make you feel better. i've been here for centuries doctor, what's it going to take to convince you i'm not going anywhere?" the doctor sighed. she dropped (y/n)'s hands.
"if i told you why i cry at night, you would want to leave. you wouldn't want to stay here anymore." the doctor turned away, and (y/n)'s hearts cracked.
"doctor, please." she reached out to grab the doctors hand once again but hesitated. ultimately she took the shorter woman's hand in hers and squeezed it lightly. "what's going on?"
the doctor refused to turn around still.
"you're right. it is somebody i cry over, not something." the doctor slowly turned around and took (y/n)'s hands in hers again.
'now or never.' she thought with a quick breath. her hands were shaking and (y/n) noticed.
"i do cry because i don't have the person i love." the doctor felt tears creep up in her eyes. "but it's not rose."
"what?" (y/n) whispered.
"it's not rose. it was, and at one point hundreds of years ago yes, those tears were hers, i won't lie. but she's happy, and a part of me will always miss her, but i have to move on. and realistically, it was never gonna work between us, not with this version of me."
"i-i didn't know that. i just thought you-you would always be in love with rose." (y/n) sucked in a breath. "are you in love with yaz?"
"no. (y/n), the reason i cry like that at night is because as much as i love this girl, i'll never be able be with her, she deserves better than me and better than this life. she deserves the universe and all the stars."
(y/n) smiled, but it was pained.
"doctor, why are you so sure that you don't deserve love? why are you so damn sure that just because someone is human and they don't have a lifespan like we do that it isn't even worth it to try? you deserve to be happy. maybe it'll hurt later, but wouldn't you rather be happy now and sad later than just, sad forever?" (y/n)'s outburst startled the doctor.
"she's not human." those three words stopped (y/n) in her tracks. "she deserves to be with someone who isn't always putting her in danger, someone who can take care of her instead of always needing to take care of me. i don't ever want you to feel like you're stuck here with me, when you could be out there traveling and living an amazing life with someone who hasn't done the things that i've done. you-you deserve better."
"what?" (y/n) started swaying slowly. "me?"
the doctor nodded and took a step back.
"it's always been you (y/n). i did love rose, and you know that. but you've always been there for me, every single step of the way. when i lost gallifrey, then gained it back, lost it again and knowing it was out there somewhere and now that it's gone again." the tears started falling from the doctors eyes. "it has always been you. it will always be you. yaz, river, clara, even rose, no one compares to you. i couldn't say it to rose and i don't wanna make that mistake again."
(y/n) held her breath.
"i love you, (y/n) (y/l/n). i always have." this time the doctor was the one holding her breath.
"oh doctor. i love you too." (y/n) wasted no time in pulling the shorter blonde into a hug. "i've never wanted to be anywhere but with you. whatever you think i 'deserve', the only thing that i want is you. to travel with you. you said you think i deserve the universe and all the stars, but you don't realize you've given me that. and i don't just mean literally, with the tardis, but to me, you are the universe and all the stars. no star in the sky will ever compare to you, doctor."
the doctor was crying now.
"i don't know what to say. i love you so much, my (y/n)."
(y/n) chuckled.
"then let me." but she didn't say anything.
instead, (y/n) leaned in and kissed her.