A/N: There's not enough Benlie fics, so I wrote one. Julie fears Ben might feel the want of power at some point and try to reclaim Ascalon. But what does Ben think. Warning! Mature content.

What's Truly Important

"You seem on edge lately." Ben said. His arms wrapped around what he cherished most. Julie sighed contently in his arms. They were at his house, his parents were out of town for a few days. It gave them more than enough to just be around each other.

Ben can't say he hasn't thought about Julie, but he never tries anything with her. He hardly even asks. She makes the decisions. Since Diagon's defeat a year ago, Ben hadn't done anything unless she said he could. He was fine with whatever she said, he never wanted to go further than she did. He would gladly do nothing but hold her for days if he could.

Ben was right though, she did feel a little on edge. During the fight against Diagon, when he won and possessed all that power, it scared her. He scared her. Words couldn't describe her relief when he gave up the power. But she feared, what if one day, he decided to reclaim it. The thought scared her to death. She had even had nightmares about it, but she didn't dare tell anyone.

"Julie, won't you tell me what's wrong?"

She felt resolve crumble at the caring in his voice. If she didn't tell someone it would drive he mad. "I'm just scared I guess."

"Scared?" he tightened his hold on her protectively, "Of what?"

"A possible future that I've been having nightmares about."

"What possible future."

Oh no! I've said too much! "I'd rather not talk about it."

"Julie, your making me worry."

"It's nothing."

"Please don't lie to me. It only makes me worry more, don't you trust me?"

"It's a future where you reclaim Ascalon."

"So…It's me your scared of."

"No! No it's not like that, the power scares me. It can make whoever wields it scary. I'm afraid you'll be tempted to take the power back."

"Julie, listen to me. I was tempted to keep that power, I wanted to keep it, only one thing made me give it up. I gave it up, because you wanted me to. I did it for you, because…" here goes nothing, it's time she knew the truth. "Because I love you Julie!"

Julie's eyes snapped open, she turned, wide eyed to stare into his eyes, which were full of pure sincerity and love. "Ever since that moment we I first saw you two years ago, I've loved you since then. I worship every moment I spend with you. The most important thing in all existence, to me, is you."

At first Julie said nothing, Ben was afraid he had gone too far. Then Julie kissed him. When the kiss broke, Ben noticed tears on her face. He gently kissed them from her face. Julie took his left hand, placed it on her stomach, and moved up under her shirt. She had let him touch her a little through her shirt, but not under it.

"Julie?"

"It's okay." She said.

Slowly, Ben's hand made its way to Julie's chest. He very gently caressed her right breast through her bra. "Can I…see you?" Ben asked nervously.

Julie thought about it for a second, deciding she trusted Ben, unzipped her sweater for him. He pushed it off her shoulders showing her black tank-top underneath. Ben grasped the hem of her shirt, but looked at her first. She nodded and closed her eyes as he slowly pulled her shirt off over her head, revealing her white strapless bra. She heard him inhale sharply, she hoped it was good sign. She felt him kiss her eye lids and they fluttered open.

He started straight into her chocolate brown eyes, "You are beautiful Julie, you truly are."

"Are you saying that just cause you can see part of my breasts?" she asked coyly.

He smiled and kissed her mouth, "Perhaps."

She slapped him playfully.

"Maybe we should move?"

"Your room?"

He carried her bridal style up to his room and laid her on his bed and lied down next to her.

He kissed her forehead, mouth, lips, across her jaw line, down her neck, the hallow of her neck, to the spot above her breasts. He traced the outline of her breasts gently, enjoying her reaction and the look of pure bliss on her face. Then he lowered his head and gently placed a kiss on the top of her left breast. She moaned gently and didn't protest, so he kissed the other.

Julie reached back and unclipped her bra.

"Julie, you don't have to."

"I want to." She said, removing her bra.

Ben felt his breath stop, she was just so beautiful. He wrapped her in arms again and gave her a long, passionate kiss before lying her down and gently kissed her right nipple, then her left one, and the spot in between her breasts.

Julie slid her own hands under Ben's shirt to feel his muscles. He then took his shirt off for her to.

"Ben?"

"Hmm?"

"Do you want to…?"

"Only if you do."

"Do you love me?"

"With everything I have."

"Then I want to."

Ben looked at her concerned, "Are you sure?"

"Yes."

Ben nodded and kissed her deeply removing her skirt and panties. She did the same with him. Ben positioned himself at her entrance, "This is gonna hurt quite a bit."

"I know."

So Ben took her in one swift thrust.

"OH! OW!" Julie yelped from the pain. Ben kissed away the tears that sprang into her eyes. For a few minutes the both were completely still, then Julie wrapped her legs around Ben's waist so he started moving.

Julie's moans of pleasure told Ben she was enjoying herself so he smiled. He kept a slow pace until Julie said, "Ben, faster." He obliged and sped up. "Oh God!" she said as he sped up. She sank into bliss as he continued.

"Julie, I'm close."

Julie let go of him and moved her head to his member. She experimentally licked it, and then took the whole thing in her mouth easily.

Oh my God! Ben thought. Julie bobbed her head at an impossibly fast pace and Ben let loose in her mouth.

She lied there spent before Ben dragged her back up to eye level with him. He smiled and kissed her before he pulled the covers over both of them and the slept in each other's arms.

A/N: My First lemon, how'd I do? R&R!