Frank held his mug of coffee tightly in both hands. He was sitting on the cool, metal surface of the main platform with the Doctor as they drifted through space. Only after he had woken up had he fully realized what he had witnessed the night before. That was really messed up.

"He's really dead?" He asked the Doctor, quietly, as the time lord swiped to the left on a screen at the controls.

The Doctor turned to him with a sad expression. "Afraid so." He replied, walking over to Frank and sitting on the floor next to him. "I can't always save everyone in time... I'm lucky I got to you."

"I almost died too..." Frank thought out loud in a near silent tone.

"Are you alright?" The Doctor asked, putting a hand on Frank's shoulder. "Do you need more coffee? My companions usually really like the stuff. Never could get into it myself, always thought it was a bit nasty."

Frank shook his head. "I'm okay..." He said, tightening the grip on his cup. He was just a bit shaken up... It's not like he had seen Brendon or Ryan die, it's just that he had seen Brendon just the day before... People can really go that fast?

"Do you need a shock blanket?" The Doctor asked, worry still etched into his features. "I have one with little cats on it, like they're flying through space. Meant as a gag gift but, joke's on them, I love cats and space."

Frank shook his head again, bringing his cup shakily to his lips. What if he disappeared? What if he never made it home?.. Would anyone honestly care?..

"Frankie, how about I take you somewhere nice?" The Doctor asked with a warm smile, "I know of fantastic beach hide aways, or secluded mountain views, or even just looking out to the galaxy." He squeezed Frank's shoulder to get the human to look over at him. "What do you say?"

Frank peaked over his cup at the Doctor. He nodded, barely, pulling the cup away. "That sounds nice." He replied, lowly.

"I know a great place to take you!" The Doctor jumped up and hurried to the tardis' controls. He swiped the screen for a few moments before letting out an exclamation. He hurried back over to Frank and extended his hand. Frank shifted his mug to one hand and gripped the doctor's in his other.

"Where to?" Frank asked, looking curiously at the monitor that the Doctor had been messing with.

"Somewhere nearby." The Doctor replied, simply, pulling Frank up to his feet. "We'll get there soon. Care for a trip around the tardis in the meantime?"

Frank shrugged. It's not like he was leaving the ship anytime soon. He just needed something to get his mind off of last night.

The Doctor grinned, pulling Frank to the upper set of stairs on the octagon platform. "Come on! It's not all that exciting, but let's look at the library! You can barely tell that the swimming pool was once in there."

"The what!?"

"It's a funny story, but not our main focus at the moment!" The Doctor laughed, nervously, still pulling Frank along.

Frank held back a laugh as he followed the Doctor down the long hallway inside the tardis. He stopped only when the Doctor haulted in front of a large double door. Frank awed at it. How had he never noticed that?

"Care to step inside?" The Doctor asked, grabbing the door handle and pushing it open. Frank stepped into the room, curiously, looking around. His mouth dropped when he saw how high the shelves reached. It seemed to go on for miles in every direction. It was like paradise for a book worm, if only school hadn't of ruined it for Frank.

"What to you think?" The Doctor asked, slipping inside and shutting the door. "Texts from across the galaxies. A lot of comic books, but important stuff too... With very few pictures..."

Frank stepped forward, pressing his hand against the bookshelf nearest to him. "How the hell... How did you get all this?" Frank asked, spinning around to face the red headed man.

He shrugged. "I've been around for awhile."

"How long is awhile?" Frank asked, looking the time lord over. "You look my age."

"Looks can be deceiving." The Doctor replied, "I'm hundreds of years old, but the regenerations really help with my complexion."

"I'm not following." Frank said, lowly. He was in way over his head with this. This was far more than he bargained for.

The Doctor sighed, looking around the large room. "There's a reference table in the middle, come on." He said, walking past Frank and down an isle of books.

"What's a reference table going to help?" Frank asked, hurrying after him.

"It's a lot to explain and, honestly, I'm tired of standing." The Doctor replied, twisting slightly to speak to Frank while continuing to walk forward.

Frank followed the Doctor along the rows of books. He observed the variation as they continued on. Tall books, short books, leather books, even a book made out of some kind of stone substance. It almost didn't seem real but, after seeing someone flash into a squid monster right in front of his eyes, he was willing to believe.

When they finally reached the end of that set of shelves, the Doctor lead Frank to a small, square table to sit. They sat across from each other, at first, exchanging no words.

"Now what?" Frank asked, setting the mug he had been holding during the journey down on the light wood of the table.

The Doctor planted his elbows on the table and leaned against them. "Now we talk." He shrugged, "I know you have questions and concerns, so let me answer as best as I can."

Frank's mind filled with a million questions as he looked at the Doctor. Whe could he even begin?..

"Is your name really just Doctor?"

The time lord nodded, "That's what I go by and it's what people call me. Doesn't sound like a proper name, but it's mine."

Frank tapped the table four times, quickly, thinking of something else to ask. "That thing you had the other day, the paper."

"Oh, I forgot about the psychic paper!" The Doctor groaned, "I don't get to use it much anymore and I could of been a more convincing detective with it..."

"What is it, though, exactly?" Frank inquired with a tilt of his head.

The Doctor grinned. He pulled the small casing it was in from his jacket pocket and flashed it to the human. "It allows people to see what I want them to. If I need a quick cover, this could get me secret service clearance, or a janitorial background. Real helpful."

Frank squinted at the paper as a faint name seemed to appear before the paper went completely blank once again. "Why can't I see anything?"

"That's the tardis at work." The Doctor said, gesturing around them. "See, there's this energy throughout the air in here. It's complicated, wibboly wobbly stuff, but short version is that the tardis has made you immune from being tricked by it." He paused for a moment, "Or you're incredibly intelligent or lacking imagination."

"Well, I can definitely say no to the first one." Frank laughed, "Hopefully my imagination is in tact... But I don't really understa-"

The Doctor held up a finger to stop Frank before standing up. He walked over to the nearest shelf and pulled out the first book he saw. He brought it back over to the table and dropped it in front of Frank.

"What's that say?" He asked, pointing to a mess of scribbles in the cover.

"How the hell should I know?" Frank asked, looking up at the time lord.

He simply rolled his eyes in response. "Try again."

Frank looked down at the book. His eyes grew wide when he saw english in place of the lines. "How did you?.."

"There's something in the air! You'll be able to understand spoken alien language as well."

"Okay but, is the stuff in the air radioactive? Am I gunna die?"

"Well, I mean, we all do eventually."

"DOCTOR!"

"I've been around for hundreds of years in this thing and I've been fine!" The Doctor waved away Frank's concern, "She takes care of her passengers."

"She?" Frank asked, "You sound like someone talking about their car."

"The tardis is so much better than a car!" The Doctor said, holding his hand against his chest. "She is an intelligent ship! She picks up on things and-"

"Alright! You're defensive of your ship, I understand." Frank said, holding up his hands, defensively. He was laughing as he said it, but his laughter died quickly as his mind drifted to the day before. His hands dropped to the table with an almost inaudible tap.

"You're sad. Why are you doing that?" The Doctor inquired, tilting his head with a frown at the human.

"It's just... How could he have been dead? We had just seen him... Then, he wasn't him..." Frank tapped the table four times between his two hands.

"Oh, Frankie..." The Doctor sighed, reaching across the table to rest his hand on the human's. "I'm sorry. Loss is hard, but I can't save everyone, no matter how hard I try. I can only prevent others from dying... Only once did I manage to save everyone..."

Frank shook his head. "I understand people die and some people can't be saved but..." He bit his lip. "I've never... I talked to the thing that... I thought it was him..."

"They're tricksters, Frankie." The Doctor explained, "It's how they survive. Trick the food into trusting and following you or get the food too inebriated to give too much of a fight back. Brendon was an easy target after it took Ryan away and used his shape against him."

"Would it have gotten to you if it had killed me?" Frank asked, quietly.

"Hey, it didn't get to that point." The Doctor gripped Frank's hand, "I won't let it get to that point. Anywhere we go, I will try my hardest to keep you safe."

Frank was quiet. This was already the second time that the Doctor had protected him... But why was he so special?

"Death is strange, but it isn't an end." The Doctor spoke, softly. "Death is only the beginning. Look at it that way. Brendon and Ryan are together in another life."

"That's a way to look at it." Frank nodded. His eyes drifted to the hand that the Doctor was gripping. It was a protective and caring grip. It just didn't feel well enough deserved. "But why was I saved? What's so special about me?" He asked.

"You're traveling with me." The Doctor replied. He looked at Frank curiously. "Everyone deserves to be saved. Unfortunately, I can't always save everyone. You, on the other hand, I can. I can show you the things I see, as well as, protect you from it. Plus, I broke your tub, so it's a bit of payback for that."

Frank laughed, letting a smile crack his sad expression. "Hate to know what would of happened if you had landed closer to the toilet and taken that out too..."

"Oh dear, that would have been a mess, now wouldn't it?" The Doctor asked, scrunching his nose. Frank just laughed again, feeling a bit better. His questions still nagged the back of his mind, however, even with the Doctor's explanation.

"So... Would you like to check out a book?" The Doctor asked, loosening his group on Frank's hand.

Frank looked at the Doctor in confusion. "What kind of books do you have?"

The Doctor laughed. "It's a library! Not just any library, my library." He pushed himself away from the table and jumped to his feet. "Just a few of my favorites, of course."

"Just a few?" Frank asked with disbelief, raising an eyebrow as he looked around the seemingly endless room.

"Okay, maybe more than a few."

Frank laughed, rising from his seat to walk over to the red haired time lord. He watched him scan over the books with excitement in his eyes. He was so child like for someone supposedly hundreds of years old.

"What exactly are you, again?" Frank asked as the Doctor pulled a small, red book from a shelf.

"Time lord..." The Doctor replied, simply. "Oh, Russian, what a fun language... Just seems like a bunch of random words, though..."

"From where, though?"

"Gallifrey..." The Doctor sighed, closing the small, red book in his hand. "It was a beautiful place... Not around anymore, but that's a story for another day." He smiled sadly as he slid the book back onto the shelf.

"I'm sorry..." Frank looked down as he spoke.

"Nothing you could of done, Frankie." The Doctor had a more convincing smile, now. He reached out to pat Frank's shoulder. "Let's just try to save some other worlds. After a small vacation for you. Oh! We should check to see if we've landed!" The Doctor grinned widely, grabbing Frank's arm before running from the library.

Frank laughed, struggling to keep up with the energetic Doctor. He was so strange... And Frank really liked that about him.

---
A/N~ anyone catch the marvel reference? If so, ten points to Gryffindor!

~Skittles Out~