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After the Doctor won the coin toss and sent Nardole away, he went into the TARDIS to change back into something more comfortable. Bill followed suit changing in her room. It was about ten minutes later that Bill came back out to find the Doctor sitting at his desk drinking his tea. She smiled as she saw the extra mug for her. Even after all his grumbling, the little fella had made tea for her as well.
She took the mug up and then sat in the chair across from the Doctor. They sipped their tea quietly for a long few minutes. Finally she couldn’t stand it any longer. She had to talk about what the Doctor hadn’t said when they had been arguing. “You do keep count, don’t you? It’s why you don’t have time for anything but outrage.”
The Doctor sighed as he looked over the top of his mug at her. His mug hid most of his expression. “Bill, don’t.”
Bill continued. “But, you’re over two-thousand years old. If you saw as much death as we did in that short amount of time…”
“Bill.” His voice contained a deep seeded warning this time.
Bill wasn’t going to be so easily deterred. “I want to understand. You said you’re my teacher and you tell me things, but you never really talk about yourself.”
The Doctor sighed heavily. He looked at the picture of Susan and a flood of memories came to him. Every time a companion ever said something similar to that, from Barbara to Donna. He looked up at Bill again and pulled a hand down his face. “There are lines that shouldn’t be crossed between a teacher and their student.”
Bill smirked and leaned forward for a moment. “Yeah, but you’re more than a teacher or tutor at this point. You’re a mentor. You’re not just teaching me about physics and poetry and history. You’re showing me how to live. So, help me. Because if seeing all that death all the time is a normal thing with you, I want to know how you get from all the outrage I feel to you being able to make that speech you did.”
The Doctor’s lips twisted for a moment into nearly a smile. Bill caught it. She was starting to understand his different expressions. “Oh, I see.”
The Doctor frowned in confusion. “You see what?”
“You’re not just two-thousand years old. You’re much older than that. You just say two thousand because it’s a really big number that people can still understand. So, when it comes to the deaths, you do keep track. But… it’s a number higher than anyone can ever understand, so instead you just say that you ‘move on’.”
The Doctor set his mug aside and stood to move to the window. Bill had thought that she had pressed too hard. But one thing she realised about the Doctor: sometimes he just needed time to think about his answer. After all, that’s what he had said about changing his mind: ‘Time’.
After a long pause, the Doctor finally spoke. “You’re right.” But he didn’t elaborate and he continued to stare out the window. He spoke again, his voice much softer and much less confident. “Do you still want to keep them? All the memories?”
Bill knew that really wasn’t what the Doctor was asking. So rather than answering those questions, she answered the one that went unasked. “I told you, I’m not leaving you. And sure, all the deaths might always bother me, but I think you need someone. You’re a great tutor. But I think you get kind of lost without a student about.”
He murmured, “You have no idea…” He was thinking especially of his time in his Confession Dial. Of all the memories that had been erased when he’d used the Neural Block, he wished that had been one of them.
Both went quiet for a bit and finally the Doctor returned to his chair and sat again. “I do keep count and I’m a great deal older than two thousand. But my life has become a funny old thing.”
Bill nodded, but kept a watchful eye on him. “Because you serve at the pleasure of the human race.”
The Doctor’s lips quirked again. “Something like that.”
“But that’s only part of it too. Like, it’s not just humans, is it? After all, you saved Tiny and she wasn’t human.”
The Doctor raised an eyebrow at Bill that encouraged her to continue.
“You would have saved her even if I hadn’t given the order.”
The Doctor gave a small shrug.
Bill’s features broke into the confused smile that had caught the Doctor’s attention so many months ago. But he waited for her to voice her question. “So, why did you do it? Ask me to give the order?”
He nodded, this time in approval of her question. “Because you asked me how long it takes before you could make a speech like I had made.” He paused and watched Bill’s reaction carefully. He could tell she didn’t understand. “It’s not about time. It’s about experiences. Everything I said was true.”
Then it clicked for Bill and her smile became a little more genuine. “You’re alien. You travel all of time and space. When you talk about an unimportant life, you don’t just mean how humans see each other, but all creatures across the universe. Like when you said I was being offensive to the Vardy.” She set her mug down and grasped her temples. “Whoa.”
The Doctor leaned forward, worried. “Bill? Are you okay?”
“I think my brain’s overloading again.”
The Doctor’s cheeks pulsed for a moment as he debated something. He lowered his head and looked into the mug of tea between his hands. He softly made another offer, “You sure you still want all of this?”
She looked at him again and this time there was a flash of determination behind her eyes. “I told you: I’m not leaving. How can you teach me everything if you keep pushing me away?”
The Doctor looked up at that. His expression mostly blank, but there was a small crinkle around his eyes that told Bill she had slipped. “I knew it was you, but didn’t realise you had heard that.”
Bill sheepishly shrugged. “This is what learning everything means, though, right? It means learning to appreciate every life out there. It means keeping count, not just of the nice things, but the terrible things too. And it means… knowing how to keep count, but still moving on, so you can save as many lives as possible.”
The Doctor nodded. “Of course.”
“That’s what you were trying to say, when I asked you about how many people you’ve killed.”
The Doctor nodded again, but his lips were pursed and Bill picked up on that. She just stared at him for a moment. “It still bothers you. The number of people you’ve killed…”
The Doctor shifted uncomfortably. “Every life is important.”
Bill understood now. “It’s like you said about Heather, you let the fact that they killed her pass because you couldn’t have stopped it unless you had known sooner. But in your heart – hearts – you count every life lost. You don’t just count the ones that somehow died because of something you did. You consider the ones you couldn’t save as some how your fault too.”
“I told you not to sentimentalise me.”
Bill chuckled at that. “I don’t have to. You’re doing a good enough job at that without my help. Why do you keep trying to push me away? What are you afraid of?”
The Doctor stared at Bill for a long moment. Speechless. She had actually made him speechless. He swallowed thickly and looked down at his hands that were now folded over his stomach. He hoped his silence would make Bill uncomfortable enough that she’d ask a different question. But she didn’t. She was waiting. Patiently. She didn’t seem cross, just determined to find an answer. But if she wasn’t going to get an answer, then she was content to just sit there sipping her tea.
It had been a long time since the Doctor had a companion like that. Martha had done that in her early days – only with a little less patience – before things got all confused with her emotions. Mel had done that a bit, but the Doctor had chalked it up more to her general knowledge. Nyssa had done that, but he had thought it was only because of how she had lost her father. None of them had done it quite like Bill, though.
Finally he spoke, while looking at the photos of Susan and River. “I’m afraid of the same thing as anyone else: losing those I care about.”
Bill couldn’t quite believe what she was hearing. Well, no, she could understand the Doctor saying it. More accurately, she couldn’t believe that he considered her in the group of people he cared about. She set her mug down and then stood. She came to the other side of the Doctor’s desk and then she knelt next to his chair. She gestured to the photos on his desk. “Photos do help, though.” She turned her head to look at him and rested her hand on top of his. “Thank you.”
The Doctor nodded. He knew she was thanking him for the photos of her mother. Then he offered her one of the saddest smiles she had ever seen. She swallowed thickly under the weight of the expression. “Doctor, I’m not going to promise you that you’ll never lose me. Because well, death is just a part of things, isn’t it? But I can promise you that as long as I have anything to say about it, I’m not going to leave you.”
The Doctor’s sad smile lifted slightly and he nodded again, but still didn’t speak. Bill smiled. “Now, since I’m your boss and you like me to give you orders, I have another one.”
The Doctor watched her as Bill stood and looked down at him. He cleared his throat. “And that is?”
“Well, you’ve said a few times that when things are worries, it’s best not to dwell on them.” She raised an eyebrow at him.
He raised one in return. “And?”
She smiled. “And there’s no bigger worry than thinking about people leaving you, so stop dwelling on it. We have this time together and I’m planning to make the most of it I can. Your order is to do the same.”
He smiled fondly at that. “Whatever you say, Boss.” Then his tone turned just a bit warmer. “Bill?” He paused a moment to make sure he still had her attention. “I’m really glad you accepted my offer to tutor you.”
“Me too, Doctor. Me too.”