(A/N) Don't do much with OC's, but this one was actually suggested to me as part of another fic. Hope you enjoy Please R and R, let me know how it goes.

He seemed rather lonely. That was her first thought, the first time she saw him. He was sitting in the bar in Mos Eisley, in the back of the room with half a glass of scotch on the table in front of him. With ice. He was handsome, and she could see other women, in small groups or alone, regarding him with appreciative eyes. She had to admit that there was something to be said for him, even if he was a bit older than her, and the sadness in his eyes was almost palatable. She hadn't talked to him then.

When she had come back, she had forgotten about the lonely man at the far side of the bar. But he was back. She was sitting at the corner of the bar, sipping on a fruit drink, happy for the break from her work at the parts shop. He had walked in, and again, the women in the bar had taken time to look. His strides were long and athletic, and could see that he really did have a nice body. She watched him over the rim of her glass as he went to the bar and ordered a small whiskey with no chaser, turning to walk to his usual spot at the back of the bar, the seat opposite him in the booth empty.

His face was still lonely, though he seemed slightly amused by some conversation, one side of his lips ticking upwards as a drunked man yelled to his friend about some grand idea they had. She waved down the bartender, ordering another drink for herself and walked over to him.

"Is this seat taken?" He looked up at her, his eyes a clear greenish blue that surprised her. Most of the humans milling around Mos Espa were travelers, had the same rough look. This man was clearly an outlander, but he didn't have the same gait that they did, he seemed almost concerned she had chosen to speak to him.

"No." He said, and gestured for her to sit down across from him. "You're welcome to join me."

"I think I'm making several people in here jealous." He narrowed his eyes, a slight smile on his face again; she blushed, not quite believing she had said that.

"I'm afraid I don't understand, madam." His voice was accented, a core world accent. This was a man with a story, a nice body, a pleasant baritone. Different from the rough men she usually encountered, he seemed genuinely curious as to what she meant. She wondered helplessly if he honestly didn't understand the implication, or if he was simply acting modest. She hoped it wasn't the rather, she had seen far too much of that.

"Act like you're talking to me and take a quick look at all the women in the bar." He did as she said, leaning forward, his eyes making a miniscule sweep across the bar. He choke-laughed into his drink, an action she repeated, the ice broken between them.

"Well, I must say, I hadn't noticed." He said. She looked up at his genuine smile, and the conversation carried on from there. He was quiet when speaking about himself, but she was right about his not being from Mos Espa, or even Tattooine. He was from Coruscant, apparently well-traveled, but had retired here. Ex-military, he was nice man. No children, no family.

She was right, as well, that he was alone, living in a hermitage on the far side of the hills from the city. In fact, much opposed to her typical judgement, she was there now. In fact, she was getting very close to this man named Ben, having pushed his sand robes from his shoulders, tossed his belt from around his waist to the empty ground behind her.

"Kiss me." She had said, and he had surprised her with the urgency behind it. His lips were soft, his dark ginger beard as soft as his hair as she ran her hands through it, holding him close as she climbed onto his lap. It had been hours since they had had drinks, the effects of the alcohol gone, but he still tasted faintly of cinnamon whiskey.

She pulled his tunic from him, discarding it on the floor as well, gasping slightly as his torso was exposed to be scarred, sliced, marred by thick white streaks and turns. "You've lived a hard life." She said, and that same sad, lonely look had come across his face. She felt guilt turn at her, not having meant to spark bad memories, and started to drag her fingers over them, rolling her hips into his, earning a groan, and a kiss to her throat. She noticed he hadn't started to undress her, hadn't moved her hands to the hem of her shirt or anything, despite the fact she could feel his arousal through his trousers, see his desire.

"Do you not want me?" He seemed startled, let the serious expression slip from his face for a moment.

"That isn't it, dear, I promise." She leaned back, removing her arms from his skin to pull her own shirt over her head, followed by her bra. IF he was surprised by her forwardness, he didn't show it, instead pulling her forward into another long kiss. His lips left hers, exploring seemingly every inch of her newly exposed skin, kissing and sucking along her collarbone and the tops of her breasts. His fingers moved over her breasts softly, a low rumble in his chest as he pulled her closer.

"What is it, then?" But rather than answer, he closed his lips over one of her nipples, sucking hard. She gasped and threaded fingers back through his hair, feeling his hands slide down to her backside, lifting her around his waist and standing in one fluid motion. They moved from the chair to his bedroom, his lips never stopping their work, her marveling slightly at his strength for such a thin man. His hand undid the snap on her work pants, peeling them down her legs before he climbed overtop of her, holding himself up easily as he kissed her.

She continued her exploration of his torso, threading her fingers down his abdomen, tracing the edges of the muscles everywhere she could find him, down to the hard V line that cut down into his waistband. Between soft kisses to her breasts, groans pushed from between her lips as she undid his belt and ventured her hands past his waistband.

He murmured something that sounded like "Force," into her ear, but she ignored it. She pushed his trousers off of his hips, letting him kick them off into the backspace of his room. It was a plain room, with no decoration other than the sparse clothing hung on the walls, a few dusty holo-books, and a small mat that was placed squarely in the corner. She wished he would talk more, knowing there was far more to his answers than the rather simple ones he had given her. But her body was far more insistent she focus on this, then she could get to know him better.

Especially now, where she could see his erection straining against the front of his boxer briefs, and one of his hands was moving over her soft thighs, tracing electric paths to the top of her underwear that he began to pull down. As soon as it was gone, his fingers moved back to her core, dancing around the edge of her body, teasing against the nerves she had there. She gasped under him, feeling his smile against her skin as he began to kiss his way down her naked body.

It had been a while since she had been with a man, but it had been even longer since one had done this as his lips pressed against the inside of her thigh before moving over to where her body seemed to be almost violently aching for his touch. His fingers moved inside of her as his tongue flicked against her clit, her hands reaching involuntarily to twist through his hair and pull him closer.

"Ben!" She gasped, feeling on the verge of orgasm from his touch when it disappeared. His face reappeared, one of his hands wiping his mouth. His eyes were glittering, his face alight with some look that made him seem genuinely happy for the first time since she had met him. She looked down his body, running a hand over his strong chest and stomach before she palmed at his erection through his thin briefs. He shut his eyes, letting out a small groan, waiting as she rolled down the last remaining barrier between them.

"I need you inside me," She said, and it was more than true. Her body was aching for him, more than ready after his insistent ministrations.

"Anything for you, Dear," He met her gaze again with a small smile shifting his hips to press against her. She lifted her legs to wrap around him, and he pressed inside, sliding into her fully and easily. She moaned at the feeling, pressing her heels into his skin to pull him even closer. He paused fully, his forehead pressed into her shoulder. "Are you alright?"

"I'm…Yes…More than alright." She answered, rubbing slow circles on his back. She thought for a moment she would have to tell him to move, but just as she considered it, his hips retracted, and he pressed back into her in one fluid motion. This time, his groan mingled with hers, his hips starting to move in a steady rhythm as the slick friction between them urged him on.

Her orgasm was building again, having dropped from its edge earlier. But now, with his body angled perfectly to fill her completely, rubbing exactly against her clit, she was gasping and panting along with him. Her nails dug into his back, her mind blitzed as they moved together. She couldn't remember the last time, or any time, a man had made her feel this good. He started going faster, his bed rattling against the small wall of his hut, the sound absorbed into the plaster molding the bricks together.

When her orgasm hit her, she screamed his name into his skin, her words muffled as his lips closed over hers and he swallowed the sound. He didn't last much longer, his hips suddenly erratic. He moaned his release into her neck, collapsing onto his forearms, his skin against her, but his weight lifted off of her.

He slid out of her, his breathing still heavy, and moved to lie beside her on the bed. She was still breathing heavily, her own mind hazing with the aftermath of pleasure. "You never told me how you came to be here, Ben."

"On a ship." He said back, an easy quip that made her glance over at him, seeing a half-smile on his lips. But still there, lingering in his face, though they had been together for hours, was a patent loneliness.

"Very descriptive." She said, and he laughed into his skin, his hand still moving soft circles over her back and hips. She somehow knew not to push him further, that it would do no good. He was a reserved man, a gentle, quiet, reserved man who did not belong on Tatooine. They talked for a while afterwards, as the twin suns feel fully behind the flat horizon line, and still she knew better than to push him.

He pressed soft kisses to her skin, made them both glasses of ice water (a rare treat) before they went to bed. She had the vague feeling he wanted her to leave, but when she tried, callused fingers had closed around her wrist, pulling her back to lie beside him, where he blinked at her softly. She watched as he drifted off into sleep, his normally neat hair brushed back off his forehead as the night breeze rolled through the small open window. She couldn't help but sigh, lying her head down on the pillow beside his, wishing she could do something about that persistent sadness that pulled at his features, even in sleep.

She stretched a hand out, brushing it against the corner of his eyes where laugh lines crinkled as a sign of happier times. He shifted slightly, turning his head unconsciously into her touch. She stayed that way, her hand grazing his face or his features softly until she felt sleep wash over her, dreams of what the next day might bring swimming in her mind.