A/N: The idea for this story came to me while I was watching DMC. I wondered how it would be if Elizabeth's and Jack's roles were reversed. What would Elizabeth's stint in the locker be like? How would Jack deal with his actions? Could Elizabeth forgive him? The story picks up towards the end of DMC, although obviously some of the timeline and events have been tweaked to fit the story.

Jack's plan had been blown apart at the seams and now it was too late to salvage any scrap of it. His overestimation of everyone and everything involved had been his downfall. He had been so sure that he would find the chest. So sure that Will would find the key. But none of it mattered now.

His crew was scrambling busily around on deck. Smoldering chunks of Kraken were hindering their movements, but they had managed to load the one remaining longboat with provisions and were currently in the process of lowering it into the water. Their distraction gave him a chance to say his goodbyes.

Jack ran his hand along the smooth wood making up the mast. There would be other ships, he knew, but none as fast or as storied as his beloved Black Pearl. He hated that he couldn't save her from Davy Jones this time. Jack recalled the last time when he was a naïve young sailor that bargained with Jones, refusing to make any deal unless it involved raising his ship from the ocean's floor. Jones eventually caved and Jack and the Pearl each had thirteen extra years in which to sail free, though not always together.

Now it was time to make good on his bargain and face the devil once more. Only, history would not be repeating itself today, at least, not for Jack. Today the Pearl would be sinking without him at the helm. This time, he had found another way out.

A hand rested lightly on his shoulder, bringing him out of his thoughts. It was Elizabeth. "Jack?" she asked, "Are you coming? We don't have much time left."

Jack turned so that he faced her. Could he really do this? He had no choice, he reminded himself. Elizabeth would hate him and he'd have to square with his actions before a higher power one day, but at least that day wouldn't be today. He brushed a few wind-blown strands of hair out of her eyes and tucked them behind her ear. She gave him a puzzled look in return.

"I should've left you in Tortuga," he murmured.

"Because it's bad luck to have a woman on board?" she nervously joked. But Jack didn't respond. It may have been bad luck from her perspective, but it was good luck from his. "I would've stowed away and you'd have been stuck with me anyway," she told him confidently. "Besides, we're not dead yet. I have faith that you'll find us a way out of this. After all, you're Captain Jack Sparrow." She smiled and it made him feel worse knowing that she trusted him.

He could only nod in agreement; she was right about the one thing at least. "I am that, love." He was a pirate, a scoundrel, and a scallywag. This was the opportune moment he'd been waiting for. He had only to render Elizabeth unconscious so he could flee, but for some reason he found his focus being redirected. His gaze was drawn to her lips and he found himself overcome with the desire to kiss her. He knew that after today he'd never have another chance. He was already going to hell, he figured he might as well make it worth his while. He had to know what she tasted like.

Tenderly, cautiously, at first he pressed his lips against hers, backing her into the mast. In the back of his mind, he thought she should be protesting instead of returning his hungry kiss, but he was enjoying himself too much to care. She tasted like honey and he had to have more. He burrowed one hand into her hair and deepened the kiss. He swore he heard her moan into her mouth. He ran his hand down the length of her left arm and deftly encircled her wrist with one of the iron manacles attached to the mast. The sound of it clicking into a locked position pulled them both out of their reverie.

Chaos was going on around them, the crew was yelling and rushing to abandon ship before the Kraken came back, but both of them just stood there, paralyzed, wondering what had just happened between them. Jack hadn't expected the kiss to be so passionate. He expected it to be a quick thing he could use as a distraction. He expected her to struggle or shout out. But instead, she gave him a look that made him feel like he was the only person in the world. And he stared back, unaware that the universe was coming apart around him. If this had been another place, or another time—

"Hurry up, you two!" Mr. Gibbs' shout startled them both. Jack glanced over his shoulder and saw Gibbs was climbing down the ladder already. "We're about to cast off!"

Jack turned back to Elizabeth. He didn't have time for regrets. "Beastie's after you and the Pearl, not me. Not us," he quickly amended.

She nodded and simply said, "I know." Her expression was steeled and Jack couldn't tell if she was upset with him or not.

"I'm not—" Sorry, he wanted to say. He wasn't sorry. Captain Jack Sparrow did what he had to do and didn't apologize for it. He gazed deep into her beautiful, intense brown eyes and realized with a pang of guilt that they would never look back at him again. He suddenly felt like he owed her an explanation. "A good man," he finished. "I'm not a good man." He hoped it would be enough.

Elizabeth grinned. "Yes, you are," she insisted.

Damn her, why did she have to believe in him? He probably could stillsave her if he worked fast. But he made no move to take her place. Instead, he kissed her again, hoping to make her forget about her impending death. It was the only comfort he could give her.

When he broke the kiss, he ran quickly toward the longboat. He forced himself not to look up at her as he climbed down the rope ladder.

"Where's Elizabeth?" Mr. Gibbs asked once Jack was seated.

"She elected to stay behind to give us a chance," he replied. The others looked stunned, but Jack offered no further details. They looked unsure of how to proceed. "Row!" Jack barked at his belligerent crew and they finally cast off.

XXX

Elizabeth stood alone on the deck of the doomed Black Pearl, and instead of feeling fear or panic, she was grinning like an idiot. She had won the battle of wits. Jack showed her his hand and revealed that he felt for her what she was slowly realizing she felt for him. For a long time she had tried to deny it, but after meeting up with him again in Tortuga, she felt the torch she carried for him burning brighter than before.

In the year since they had parted ways, she'd thought of him often. She tried to convince herself that he was a despicable, dishonorable man, who lacked all sense of decency. It didn't usually work, though, because her mind was quick to remind her that he had saved her, twice. Once from drowning and once from being shot by Barbossa.

Now Jack had proved himself to be a good man yet again by trying to save her when she had instead expected him to seize the opportunity to run. After all, it wasn't like he cared much for her in the first place. Or so she had thought.

When Davy Jones had inexplicably announced that Elizabeth would be the one marked with the black spot if Jack failed to get the one hundred souls, Jack had been visibly shocked. Elizabeth knew that her involvement had not been a part of his plan. Jack recovered quickly, however, and assured her that everything would be fine. And until a moment ago, he had given her no reason not to trust him. Jack had faced their situation with a seriousness that she had never seen in him before. The crew searched hard and fast for the Dead Man's Chest for three days, but still turned up nothing. Elizabeth didn't think Jack slept once during that time.

She wondered if Will had ever found the key. Jack had been adamant that he would succeed because Will believed she was still Beckett's prisoner. Poor Will, she thought. He would be crushed when he found out what had really happened to her.

That was all the time Elizabeth had to reflect on her past because the Pearl start to rock and the thumping against the hull could only mean one thing, the Kraken was back. Wild ideas filled her head. She looked down at her wrist and flexed her hand open and closed. It was the hand that bore Jones' mark. Maybe she could just chop it off and throw it to the Kraken and then sail away. No, that was a foolish idea. She would never manage to hack through her wrist in time, and the Kraken was after the Pearl too. There had to be another way. She examined the manacle. The cuff had been made for a man. She could probably get her slender wrist out with not much effort. She twisted her hand, tucked her thumb into her palm, and pulled free of the mast.

It was a short-lived triumph. The squid-like creature surfaced and loomed up over the starboard side of the ship. That's when the panic set in. She couldn't do this. She shouldn't be here, it wasn't right. She didn't want to die, damn it! Regret hit her like a rogue wave. Why had she just kissed Jack instead of struggling against him or screaming out to the crew? Why?

Because it wouldn't have done any good, she knew. She would've just doomed them all. Mr. Gibbs, Marty, all of them would've died along side her if she had gone with them in that longboat. She wouldn't want that on her conscience for an eternity. She'd like to think that given the choice, she would've stayed behind of her own volition and saved the crew. She would've saved Jack.

She wiped the tears from her eyes and drew her sword as the Kraken's mouth opened. She thought it would eat her up immediately, but instead it made a noise that could only be described as a burp, and the stench of death filled her nostrils. It was a disgusting, nausea-inducing event, and to make matters worse, a spray of foul slime so hideous, that it made Davy Jones' handshake seem clean, accompanied it.

She looked down at herself. She was absolutely covered in the substance and was trying very hard not to think about it being the digested remains of victims past. At her feet was something she wasn't expecting. It was Jack's hat. The one he'd said he'd lost overboard. The one he didn't seem the same without. She picked it up and shook off as much of the slop as possible and placed it squarely on her head. It was a little big, but it gave her the courage and strength she needed to face the demon head-on. If she was going down with the ship, she might as well do it Captain Jack Sparrow style.

"Hello, Beastie," she called out to the advancing Kraken, "If you want me, come and get me!"

XXX

Halfway to shore, the passengers in the longboat saw the Flying Dutchman sailing fast towards the Pearl. The crew nervously picked up their rowing pace, just in case Jones decided to pay them a visit as well. But he didn't, and before long, the tentacles of the Kraken encased the ship. It pulled it down with a creak and groan that could be heard for miles. The sound went right through Jack, making him shudder and he could watch no more. He felt ill.

There was silence and he assumed it was over. He looked back and saw the ocean where the ship had been—where Elizabeth had been, and it was calm, showing no signs of a disturbance. Mr. Gibbs crossed himself. Ragetti sniffled and rubbed the tears from his good eye.

"Bless you Elizabeth Swann. Brave as they come," Mr. Gibbs said.

"We'll miss you, Poppet," Pintel added, wiping his nose on his sleeve.

"We won't never forget this, neither," Ragetti said.

"You alright, Jack?" Mr. Gibbs asked him softly.

Jack ignored the question. "There was a port on the map to the east of us. It's too far to make it before sunset. We'll sleep here and head for civilization in the morning."

"Aye, Cap'n."

"And maybe you could—" Jack gestured with his hand, but choked on his request. He wanted Gibbs to say a few words, like he did whenever they lost a crewman. Jack didn't hold much stake in religious traditions, but his crew did and Elizabeth probably did as well. "You're so fond of talking anyway, mate, I just thought…"

Mr. Gibbs nodded in understanding. "As soon as we're settled, I'll gather the lads."

XXX

Jack joined his five surviving crewmen as they stood along the shore, facing the ocean as the sun began to set. The others bowed their heads and Gibbs began his speech. "Goddess Calypso, today you received one of our beloved brethren," he said. "She was naught but a little thing when she first heard your call to the sea, and although it was only a short time ago that she was able to act on it, we are grateful that she did. She was like an angel sent to save us, and now we pray that you, dear Goddess, keep her safe and see that she always has wind in her sails and a of bottle rum in her hand. Amen."

Jack found that at some point, he too had bowed his head. Next to him, he heard three quiet 'Amens' and the squawk of one parrot in response. They stood there for a moment longer, in silence, until they heard someone shout from down the beach. They all turned in the direction of the noise. Will was striding toward them at a quick pace.

"Jack!" Will shouted again, "I found the key!"

"Go get the fire going," Jack ordered the others. He didn't want them to witness this if it went badly. Only Gibbs stayed behind.

Will came closer still. "Did you hear me?" he asked. "Jones never suspected a thing. It's right here." He pulled the key out from under his shirt and showed them.

"Doesn't matter anymore," Jack told him, wishing that Will would drop the subject, but knowing he wouldn't.

"We had a deal, you can't go back on it," Will replied sternly.

"I can if the situation changed," Jack said. "You no longer need the compass. Elizabeth's gone."

"What do you mean 'Elizabeth's gone'? She was never here. I told you, she's being held captive back home."

"She escaped from Beckett's men and came out to sea to tell you," Mr. Gibbs explained. "We met up with her in Tortuga right after we left you with Jones."

"So, where is she now?" Will wondered.

"Jones gave her the black spot," Mr. Gibbs answered.

"Jack's black spot?" Will asked. "Why would he do that?"

"Because he's a cruel bastard," Jack said bitterly.

"And then what happened?" Will asked, looking slightly more panicked. Neither Jack nor Gibbs said anything. "Jones released me," Will said slowly and Jack knew he was beginning to figure it out. "He said your debt was paid… Where is she?" He grabbed Jack by the shoulders and shook him. "Jack, where's Elizabeth?!"

"The Kraken took her," was all Jack could reply.

"No…"

"She died a hero's death, son," Mr. Gibbs said, trying to cheer him up. "Sacrificing herself so that we could get away."

But Will didn't appear to hear him. "This is your fault, Jack! That was your debt she paid! You should be in the locker, not her!"

"A rather fortuitous turn of events for me, wouldn't you say?" Jack saw Will's punch coming, but made no move to block it or get out of its path. He deserved this, and so much more.

When Jack woke up, he found himself lying under the shelter the crew had built to keep themselves dry from the approaching rain. Will was sitting the farthest away from him and seemed to have calmed down some, although he was now keeping himself occupied by throwing around a dangerous looking dagger.

Seeing that he was awake, Pintel offered Jack a chunk of bread and a piece of salt pork. Jack refused. He didn't think he'd be able to keep it down. Instead, Jack sat and watched the fire, feeling like a haunted man. He was plagued by his memories, by the rising feeling of guilt, and by the overwhelming sorrow he felt. Wait, where had that come from? Why was he so afflicted by Elizabeth's death? He'd lost plenty of men before and never shed a tear over one of them. That's all Elizabeth was, right? One of the crew?

It was too much for him to sit still. He left the others sitting by the fire and slunk off into the drizzle. He paced up and down the length of the beach in order to clear his mind. Three days, he was given three whole days and he still failed. He played back the events in his head, trying to figure when his plan had started to go all pear-shaped.

Everything had been going fine, he remembered. They had left Will at the shipwreck so that he would encounter Jones then sped away to safety. Jack had not wanted to be anywhere in the general vicinity when Jones showed up. They re-supplied the ship in Tortuga, and were about to leave again when Elizabeth found them while on her search for Will. But that wasn't a bad thing. Elizabeth knew her way around the ship and some of the crew—Mr. Gibbs—might have insinuated once or twice that Jack had missed her in the past year. So, he offered to take her with him.

But as they sailed past the confines of Tortuga's harbor in search of the chest, the Dutchman came into view and Jones appeared on the Pearl's deck faster than Jack could order them to turn back. The only option left was to sweet talk Jones, and that's where things first started to go horribly wrong.

XXX

"One hundred souls, three days," Jones offered him.

Jack knew it was an impossible feat. He could never round up that many willing people or even condemn them all if he managed it, but it didn't matter. He was only stalling for time. Will had been on the Dutchman for two days now, he must have found the key. Now they only needed the chest. He was so close to victory.

"Great, send me back the boy and we'll get started."

Jones shook his head and his tentacles swayed back in forth in protest. "I keep the boy as insurance. He will be freed after I get my payment."

A minor setback. Will could take care of himself for three more days. Jack would just have to wait and get the key then. "Terrific, should we seal it in blood? I mean, uh, ink?" He extended his hand to Jones so that he could remove the black spot for the time being.

Jones took Jack's hand, but instead of letting go, he held it and stared at Jack with a penetrating gaze for an unnaturally long time. Jack felt a strange sensation. It was as if Jones was reading his mind. Finally Jones blinked and the feeling was gone.

A triumphant grin appeared on Jones' face. "Bring me the girl!" he ordered to his crew.

"What for?!" Jack exclaimed, mind reeling at all the horrific possibilities. "She's terrible company," he tried, " Complains like you wouldn't believe. And she's no good on deck either, doesn't know stern from starboard. You don't want her."

Jones chuckled at Jack's transparent attempt to dissuade him. "Not for my crew I don't."

Two crewmembers dragged a protesting Elizabeth through the crowd and pushed her in front of Jones. "I demand that you let me go!" she told him fiercely. "I have absolutely nothing to do with this, I merely came out here to rescue Will. Jack, tell him!" She looked desperately toward him.

But it wouldn't matter what Jack said, his words were next to useless on Jones. "It'll be alright, love," he lied, forcing his lips into what he hoped was a reassuring smile.

They all watched as Jones took Elizabeth's hand and held it tightly. "Whether or not it will be alright depends solely on the actions of Captain Sparrow," he told her, releasing his grip. "And whether or not he keeps his end of the bargain."

Elizabeth snatched her hand back and wiped the slime off onto Jack's coat sleeve. "Disgusting," she muttered to him.

"If you were thinking you could best me, Sparrow, think again," Jones warned ominously. "Maybe you'll finally learn that when you make a deal with the devil, there's no way to win."

Jack caught Elizabeth's hand and turned it palm up. They watched as the black spot appeared and then slowly faded to an almost imperceptible light pink, like a scar. In the realm of possibilities, this wasn't the worst. Yes, the spot would come back, but he'd have the heart by then and could order Jones to call off his pet. Everything would be fine, he told himself. Assuming they found the chest.

Jones leaned in and whispered in his ear, "Three days to decide, Jack. Your soul or hers. It doesn't matter to me, it will destroy you either way." He patted him on the shoulder and then he was gone.

XXX

Jack went over it again like a mad man, desperate to understand. What made Jones so certain of his victory? Surely he knew what Jack was capable of, or even possibly, knew what Jack was planning. Why then had Jones confidently granted him extra time if he knew there was even the slightest of possibilities that the heart could be found?

The realization struck Jack like a cannonball to the chest. What if the heart couldn't be found and Jones knew that? "Bloody hell," he sighed heavily. Jones had been toying with him the whole time. There really was no way he could've won. He had gambled big time and it was Elizabeth that paid dearly for it.

There was a splash a few yards off shore and Jack turned sharply to look. Nothing. Must have been a fish jumping. He continued pacing and walked right into a member of Jones' crew. He drew his sword and backed up.

"You know you can't kill me," the barnacled fishman said.

"Aye, but I can cut you up into pieces so small I'd be long gone before you reassembled yourself. Sounds like fun, eh?" Jack was in the mood for a fight.

"I bring a message."

"Of course you do, but you'll excuse me if I don't want to shake your han—flipper."

"I don't bring the black spot," he replied, shaking his head. "I'm here to congratulate you on forestalling death once again. The captain also wants you to know that you're a crueler man than he took you for. He never expected that you'd condemn the woman you love to a lifetime of imprisonment while you roam free."

"The woman I what?" In love with Elizabeth? What an absurd notion. One that certainly didn't come from his mind. "Tell Jones that I said he needs to work on his mind reading skills. Got me confused with the whelp."

The fishman did not care, however, and continued on with his message, "You can't cheat death forever, Sparrow. Your luck will run out eventually. And on that day the captain will come before you and there will be no hope for another deal. But he wants you to know that he will have the Kraken take you and spit your body out onto the Pearl's deck next to the girl so that you can spend eternity together."

That didn't sound too bad. "And here I thought the beastie would just chew me up and digest me," he rambled nervously.

"The Kraken merely a ferries the victims between here and the locker. It does not eat them."

"Well that's a relief."

Jack's remark agitated the fishman. "Make no mistake," he warned, "It is a tortured fate that awaits you. Your soul will live on for all eternity, knowing that your mortal body is close to, but unable to interact with, everything you love. It will eventually drive you mad."

Very interesting. Jack's mind worked a mile a minute. If Elizabeth was still alive out there somewhere, maybe there was hope. "Too late for that, mate," he told the crewman. "Haven't you heard the stories? Most people say I'm mad already. But thanks for dropping by, be sure to give Captain Squidface my regards."

He didn't wait around to hear the fishman's response. He ran back to the camp as fast as he could, stumbling in the sand and nearly tripping over a large piece of driftwood along the way.

"Mr. Gibbs!" he shouted as he approached his crew. Everyone turn to look at him in alarm. A few drew their pistols, probably assuming that some sort of trouble was following him.

"Aye?" Mr. Gibbs answered anxiously.

"How deep does your knowledge of the Davy Jones lore run?"

Mr. Gibbs relaxed slightly, but still looked confused. "Uh—"

"The locker is a physical place, is it not?" Jack asked impatiently.

Mr. Gibbs thought for a moment. "Well, yes and no. You see, while the Kraken carries your body to the locker, an actual place, your spirit floats around in the ether, all disconnected like and unable to pass on to the next realm."

"So, you don't die in the locker, then," Ragetti reasoned.

Will's attention was grabbed. "Elizabeth's not dead?"

"Of course Poppet's dead, her soul ain't connected to her body no more. Ergo, she ain't living," Pintel argued.

"But if she can't move on to Heaven then she ain't really dead," Ragetti argued back.

They all looked toward Mr. Gibbs for the answer and he seemed hesitant to give it. "Not dead, but not alive. She'll be forever living in the nightmare land that her mind creates. That's the curse of Davy Jones' locker."

"If that place is in this world, we can sail there," Jack said determinately.

"Is it possible?" Will desperately asked.

"I don't know," Mr. Gibbs replied. "The locker ain't located on any map we possess. It's probably one of those places that only someone who's been there can navigate us back to. And even if we did somehow manage to somehow find it, how would we reconnect body and mind once we got there?"

"That, Mr. Gibbs, is a question best answered by taking a trip up river," Jack said.

Mr. Gibbs grimaced. "Again?"

"Regrettably."