Hello! This is my first fanfic on this website. I've been a big fan of Rookie Blue since season one. However, I'd wish Noelle and Frank would get more screen time as they are among my favorite characters. This story will be my version of how their relationship started and evolved. Please review and give helpful feedback. Thank you!

Oh and I do not own Rookie blue...

Chapter 1

"Well, hello officer Williams" Traci said in mild surprise as Noelle appeared from the changing area of the women's locker room. Noelle was dressed in tight dark denim jeans and a figure flattering black blouse than clung to her dangerous curves. Her locks were down from their usual bun, flowing freely and naturally framing her face and emphasizing her flawless make up. As Traci looked down, she saw the cute ankle boots that had to be at least five inches high. Where was she going?

Andy, noticing Traci's distraction from their conversation and reading her face, turned around to catch a glimpse of Williams. Standing up with her mouth almost gaping open, she looked Noelle up and down as well. "You look…..WOW"! They were used to seeing her in a uniform with a facial expression that meant business. Even though her attitude could be intimidating at times, both Andy and Traci respected, admired, and looked up to her as another woman on the force. But they'd never seen her look so soft and feminine before; and maybe just a touch vulnerable. It was a new yet refreshing side to see of Noelle.

Grabbing her jacket from the coat rack, she paused and whispered in a barely audible tone "thank you, have a nice evening" to Andy and Traci as they watched her leave the locker room in an understated hurry. Though she was flattered by their compliments, she winced inside because of the attention it had drawn from other women in the locker room. It was the last thing she needed considering how nervous and self-conscious she already felt about tonight's dinner plans. She was having dinner with her longtime friend and colleague, and recently promoted staff sergeant, Frank Best. They'd had dinner several times together over the years, but as just friends. This dinner was different. The energy that flowed between them was changing, evolving into something else. When he looked at her, his stare was so intense her heart fluttered. She got the distinct feeling that Frank wasn't looking at her as a longtime friend; he was looking at her the way a man looks at a woman. And if Noelle was truthful with herself, she would have to admit her looks had nothing to do with friendship either. But their friendship was important to her, she didn't want to make any major decisions that could or would ruin it. Besides, all of those looks, stares, and newfound feelings could be a product of her vivid imagination. All the hormone shots she'd taken recently were surely affecting her better judgment too. It was better to play it safe.

Taking a deep breath, as she stepped outside into the cool night air, she quietly talked to herself. "Just calm down and breathe Noelle. It's no big deal, just dinner between two old friends; nothing more, nothing less. Nothing has changed". Then why was her heart beating irregularly? Why had she taken the time to dress up? Why did she have to even give herself a pep talk? Before she could answer the barrage of questions her mind spit back at her, Frank exited the police station ten feet from where she stood. When he noticed her, he stopped mid stride a few feet away from her and stared at her intently. 'I'm in so much trouble' Noelle thought as her tummy did a backflip when she took him in. He looked downright smoldering in his dark jeans, striped shirt, and black blazer. A gentle breeze drifted toward her carrying the scent of him, a smell that intoxicated her with its alluring appeal. Familiar sounds of nearby sirens pulled her from her momentary trance and cleared her mind. "Frank? Is everything alright" she asked, breaking the silence between them. He had yet to speak or move.

Slightly shaking his head, he rubbed his goatee and offered an unsure grin. "Yeah…I…just…I…uh…you look great Noelle" Frank finally sputtered out. He was supposed to be playing it cool; it was just dinner. But one look at her and the collected calm appearance he'd worked hard on vaporized. She was absolutely stunning, nearly took his breath away. How had he not truly seen her before, in this light? While he always recognized her as being beautiful and a great loyal friend, he never fully appreciated it until now. Her long shapely legs, the tempting curves of her hips, the narrowness of her waist, the eye catching swell of her breasts, her regal face, and dimples that would leave any many powerless. But what really attracted him couldn't be seen, it was on the inside. On the occasions she let her guard down, Frank saw just how caring, considerate, and loving she was. Too many years of being in a loveless marriage, fighting hard to save it though his ex-wife never met him half way, made Frank truly sorry he'd wasted so many years being unhappy. Now that his divorce was final, he was ready to move on and live life to the fullest. And if he played his cards right, maybe Noelle would play a considerable role in his foreseeable future. He couldn't exactly pin point the day or time his feelings had shifted from platonic to romantic regarding Noelle, but there was no looking back. He wanted her so bad his teeth ached. But Frank also valued their friendship and was willing to take it slow, go at a pace she was comfortable with; if she even returned his feelings. The first step was dinner. When she appeared in his office a few days ago requesting a meeting, he'd sprung at the chance to ask her before he lost his nerve. And though she seemed taken aback, she didn't refuse the invitation. She'd accepted. And now here they were, him being too awed by her very essence to move or barely speak.

Noelle was thankful that between the dark sky and her smooth chocolate skin, the heat that rose to her cheeks in the form of a blush couldn't be seen. "Thank you" she replied nervously. What had he really wanted to say? He was still staring at her, apparently in deep thought. "You clean up quite nicely yourself. That blazer is really working for you".

Walking up close to her, Frank reminded himself that no matter what happened, they were still good friends who had been and would be there for each other. Forcing his body to relax and go with the flow, he responded "Thank you, I try" he grinned genuinely this time. "I guess we should get going. The restaurant is only a couple of blocks away. I could drive us there but it's a really nice night for a walk. What do you think"?

A short ride in a small confined space or a romantic walk under the stars; both options were equally appealing and equally terrifying. Since when had being in the same space become so difficult and nerve wracking? She looked up at the black sky and saw the stars shining brightly, giving her courage. Looking back into his eyes, she answered "A walk sounds nice"…