His heart sped up on his way to the elevator, and even more so once he got on and was headed up to Shepard's quarters. He had called him up—or so EDI told him—and he was getting anxious trying to figure out why.

He was well aware that EDI could just be messing with him, but if she wasn't... what did Shepard need that he couldn't come down to the cockpit, or call him? He hadn't seemed mad at him, but then again, he never seemed mad. He was always so calm. So... eerily calm. Or maybe he had bad news, the collectors got to Tiptree, or...

Or maybe it was a good thing. He didn't want to reprimand him, but just to share some drinks.

Well, only one way to find out. This is his stop.

Good to know the elevator doesn't take you directly into his room. The light on the door indicates that it's unlocked, so hopefully Shepard is expecting company.

"Hey." He announces himself as he opens the door, not stepping all the way through it. Shepard's sitting on the bed across the room, with his legs crossed, the feminine way, but somehow still looking like the most masculine person in the room. Wait, shit. He's the only other person in the room. Shepard greets him back.

"So, uh... What's up?" Joker asks, stepping further into the room now knowing his presence isn't unwelcome. The door shuts behind him while he takes in the sights of the room. He'd never been in the commander's quarters before. Shepard doesn't respond as he gets up and trots across the room to him. He quickly locks the door with his omni-tool.

Joker was wildly unprepared for what happened next.

Shepard's lips. On his. One hand on his cheek, thumb stroking his beard, the other on his shoulder. He's gently urging him backwards, pressing him against the wall. He's too shocked to resist, or figure out if he wants to.

Shepard pulls away first, and laughs lightly when he sees Joker's bewildered expression. He presses his hips flat against his and braces his hands against the wall on either side of his waist, effectively trapping him there.

"I thought I'd share some love with my favorite flight lieutenant." He explained, a light teasing tone in his voice, and he grins at him. Joker had almost laughs with him before he starts kissing his neck.

It should feel good, and it usually does, but right now, with his commander... it was making him uncomfortable. He knows Shepard has always been very affectionate—and not just with him—but that was always with words, like praise or light flirting.

Joker tries to close the space between his jaw and shoulder, successfully pushing Shepard away from him. He looks disappointed.

"Hey, uh… sorry, commander." He begins, grabbing one of Shepard's wrists and tugging. He definitely wants to put some space between them. "I know I'm irresistible and all, but I don't date crew."

Shepard doesn't move his hand, or respond for a while. He still had that small smile on his face, the one he always has, but something about his expression seemed darker somehow.

It was really freaking him out.

"Don't worry about that. Just relax, baby." Shepard encourages, tilting and shaking his head as he spoke. The way he said it, the way he moved, it all seemed like it should have been comforting, but something felt so alarming about the situation to him.

He finally moves his hand, but moves it to Joker's hip, pulling him closer as he grinds against him.

Joker's tense, his heart racing. Was this really happening? How many times was he going to have to say no? He couldn't even fight back if—

No, no, no. It wouldn't come to that. Shepard wouldn't do that. He's just a little excited, that's all. Joker didn't even assert himself that much; he probably just didn't realize he was saying no. Shepard misses things like that sometimes.

He somehow tenses even further when Shepard dips his thumb inside his pants to rub at his hips and tries kissing him again.

"Shepard, really, it's nothing personal, but I really don't want this." He emphasizes, putting a hand on his shoulder and pushing lightly. He stilled the movement of his hips, aside from the occasional eager thrust.

"Why not, Joker— Jeff? You deserve this, you deserve to feel good." Shepard insists, sliding his hand over Joker's stomach and beginning to unbutton his pants. With trembling hands, Joker tries to stop him, forcing Shepard to use his free hand and unpinning him from the wall, letting him slip out from under his commander.

Shepard catches his wrist, smile now gone from his face. It wasn't a tight grip, but Joker couldn't pry his fingers away.

"Wh-why me, Shepard?" He asks, trying to smile up at him, trying to pretend everything was still friendly and that he wasn't nervous as hell. Shepard smiles back and cocks his head, like he thought the question was adorable.

"Because you're my favorite, I told you that." He responds, closing the distance between them again and nearly pressing him against another wall. Shepard holds his wrist so casually, like they're holding hands.

"Well, thanks, but I'm not interested. I'm sure you could find—" Shepard shoves him against the wall, pinning his wrist by his head and roughly grabbing him by the jaw, making sure Joker's looking at him.

"Do you like your job, Joker?" He asks lowly, soul piercing eyes staring into his. Dammit, he knows that his eyes are scary as shit.

"Ye-yes." His voice is barely above a whisper.

"Do you want to keep your job?" Shepard tilts his head back as he asks, looking down on him.

Joker thinks he understands the underlying threat and he feels his heart sink.

"Yes…" He breathes, eyes averted. Shepard leans forward, pressing his lips against his ear.

"Then stop fighting this." He advises, letting it set in before leaning back and resting both his hands on Joker's arms, almost lovingly. "Okay?" Shepard cocks his head, voice now light and a smile on his face, like his regular self.

Joker hangs his head as he responds. "…Okay."

"Good." He draws out happily, stroking his arm fondly before turning and walking down towards the bed. "Come on." He calls. Joker glances at the door, light now indicating that it's locked. Shepard's an engineer, so even if it wouldn't get him fired, he probably couldn't hack it fast enough. EDI probably can't see into the room, either.

With a shaky sigh, he crosses his arms. Not stubbornly, but as though he's cold. It was kind of chilly, but no more than the rest of the ship. He thinks vulnerable is the word he's looking for.

Shepard beckons him again.

He descends the few steps carefully.

God, he feels horrible. Sick to his stomach, tired and scared out of his mind.

Shepard sits down on the bed as he approaches. Joker stands before him, waiting for his next command. He wasn't sure if he was supposed to undress or get on his knees or what; he's never had a sexual encounter quite like this.

But Shepard helps him, patting his lap and offering his hands for balance while Joker straddles him.

"Aw, don't be so scared, baby." He tells him, untucking his shirt and running his hands over his sides and up his back. "God, you look so cute right now. You'll be okay, just be good." Shepard kisses his jaw and takes off his hat. He grins at the expression Joker makes and tugs on his shirt, telling him to take it off.

He does, and he's rewarded with his hat placed back atop his head. He adjusts his while Shepard kisses his collarbone, hands exploring his bare torso. Joker isn't sure what to do with his own hands, so he just rests them on Shepard's shoulders.

His hands roam over his chest and his heart stops when Shepard lingers on the scars there. He hadn't really thought about it before, but he hopes that what's in his pants doesn't cause more problems with Shepard.

Then again, maybe he'll think he's disgusting and leave him alone. Though, Joker's not sure if that's better. Seems like no matter what happens from here, nothing will be okay again. Unless it's all a joke or a nightmare, then maybe he'd be okay. Maybe.

Shepard makes him lean back, exposing his chest further. It's hard to do, he wants to curl in on himself, fear and insecurity urging him to protect himself, but he can't. Can't fight back, can't resist. He doesn't want to be fired. He really doesn't, even if it means having to go through this.

Shepard examines the scars closely, running his fingers over them. Joker's trying to read the expression on his face, but he can't. Why's he always so stoic?

He's shaking so much, and Shepard tries to soothe him. It's okay. You're okay. His arms wrap around his back and he kisses the scars. It actually makes his heart flutter a little; no one's ever done that before. Everyone either thought they were repulsive or tried to ignore them.

Shepard trails kisses from his chest up to his neck, pulling him closer, He uses his teeth, gently, and Joker hates to admit it, but it's starting to feel kind of nice. He's biting and sucking and they both know it's going to leave marks, and people are going to ask about it and fuck Shepard's rubbing his ass and he can feel himself getting hard.

So he lets himself do it, he curls in on himself. His hands are fists against Shepard's chest and he's resting his forehead on his shoulder, hat pushing off his head slightly.

He starts to think that maybe, maybe should like it. Shepard's paying so much attention to him, to his body. His body. Why doesn't he like it? He's getting tense again; tears are forming in his eyes. He so did not want to cry right now.

Shepard bites his shoulder and shoves his hand down Joker's pants, the button still undone, making enough room for him to grope his ass. The movement feels good and Joker can't help himself when he rocks his hips a little. He hopes Shepard didn't notice. He did.

"Eager, baby?" He teases. Joker feels like he could melt into the floor. Wishes he could. Shepard pulls his pants and underwear down over his ass and rolls him over onto the bed. Joker lets him pull them the rest of the way off, along with his shoes, but covers the space between his legs with his hands.

Shepard's expression is full of pity when he sees Joker cover himself. He strokes his arms, leaning over him now. One of his knees was up on the bed next to Joker's, the other leg still touching the floor, between his legs, preventing Joker from squeezing them completely shut.

"It's alright, let me see you." He comforts him before leaning down to kiss him. He squeezes his shoulder encouragingly, but doesn't try to move his hands from their position. Joker didn't feel like he could hold a make out session even if he wanted to, but he lets Shepard lick around his mouth as he pleased.

Apparently he didn't care for that much, because he soon started trailing kisses down his jaw all the way down to his hips, lingering on his scars on the way.

Shepard gently encourages him to part his legs. He felt so vulnerable, lying naked on his commander's bed while Shepard himself had yet to take any clothes off. He gave Joker a heads up before tugging him further down on the bed, so his legs were mostly hanging off the edge.

Shepard dropped down on his knees and Joker awkwardly tried to sit up without the use of his hands. Good thing he wasn't as weak as he felt.

"I'm not trying to look." Shepard assures, smiling up at him. "Could you spread your legs a little wider?" He requests before placing a kiss on Joker's knee. He did, he wasn't sure it was an actual choice, and he was pretty sure Shepard couldn't see what was behind his hands from where he was.

He kissed and licked and nipped all over the inside of his thighs until they were red, making sure there wasn't a single spot left untouched. Joker's face was redder than his legs by the time Shepard was done; a panting mess.

He was also making a mess, according to Shepard. He was dripping wet, getting it all over his blanket. Joker shifted his hips and found that this was true, feeling his cunt slick with arousal. Fuck.

"I'm sorry, I didn't mean—"

"Shh… It's okay, baby." Shepard assured, like it was the most obvious thing in the world, before leaning up and guiding his lips to his for a quick kiss. "So nervous, all the time…"

Shit, did he know? He covered up his anxieties with quips and sarcasm. Definitely not right now, he was surprised he could speak at all, but normally? How'd he know?

Shepard moved back to his thighs, slowly kissing his way up until he got to Joker's hands, and then kissed his fingers. Joker whined, seeing him so close, right between his legs, it was driving him crazy.

"I know you like this." Shepard started, looking smugly up at him. It made his stomach turn because, yeah, he obviously did. The huge wet spot on the bed is a dead giveaway. (He wants to say that, but he can see the bruises forming on his wrist, and decides against it since Shepard's being so unpredictable tonight.) How could he feel Shepard did anything wrong? He obviously liked it. God, what's wrong with him?

"If you move your hands, I'll keep going. I promise." He offers, giving him a reassuring smile and rubbing circles on his thighs.

"…I don't-" His voice cracks, and he clears his throat. It's so dry. "I don't think you'll find what you're expecting." He tries to explain. His voice was thick with arousal, but hoarse.

"Then I won't expect anything." He responds. Joker lets out an unconvinced huff. He's sure he'll get in trouble if he doesn't listen, but he's so damn nervous about his own junk that he can't bring himself to move his hands.

"Please let me see you, baby. I want to taste you, feel how wet you really are. Please." Shepard begs. Begs. His eyes are intense and lustful as they stare up at him, waiting for his response. Joker's so conflicted. Likes it but doesn't like it, wants it but doesn't want it, all at the same time. He feels like he's on the brink of tears again.

Emotions in turmoil, he squeezes his eyes shut and removes his hands, instead letting them grip the blankets on either side of him as hard as he can without hurting himself. When he doesn't hear Shepard react audibly, he peeks his eyes open just in time to see him take his cock between his thumb and forefinger. His breath catches in his throat and his hips twitch in response.

"Sensitive?" Shepard states more than asks, slowly working his fingers back and forth.

"Yeah." Joker responds anyway, leaning back on his elbows to allow him to buck his hips with ease. Shepard encourages and praises him for this, before putting the head of his dick between his lips, licking and sucking it while still jerking him off.

He kisses down the shaft, teasingly caressing the edges of his cunt with his tongue once he gets to the base, then kisses his way back up again, continuing to pay special attention to the tip.

Joker's body was tensing in that familiar way, despite his attempts to relax. Christ, that didn't take long at all.

"Wait, wait, wait!" He rasped, successfully getting Shepard's attention and making him stop. "I-if you keep— I'm gonna— I— Am I allowed to…" Joker stutters, embarrassed at how fast he was going to come and how ungraceful he's being. Shepard got the idea and laughed at how flustered he was.

"No, we don't want that quite yet." He answers, giving his dick one last tug before letting go, just to see his hips twitch.

He lifts Joker's legs onto his shoulders and pushes him further onto the bed, and laps at the wetness between his thighs. He moans and shifts his hips, trying to get Shepard's tongue deeper inside him.

"What about here? Can I keep going there?" He asks, intentionally breathing the words against his cock, grinning when Joker whines and said yes. He was more than happy to push further inside, to taste all the arousal he'd produced, just for him. He licks around the edges, too, to collect what had dripped out while Joker was neglecting himself. His cock brushes against his cheeks and nose.

Joker wiggles his hips against Shepard's tongue and he felt so, so guilty. Shepard had given him so many choices. Was he just imagining the situation to be worse than it really was? He felt tears in his eyes threatening to spill again.

He gave him the choice to leave. He chose to stay and get fucked. Of course he did, he loved his job, his ship… but it was still his decision.

Shepard reaches down to stroke himself through his pants, oblivious to Joker's internal pain.

Why'd he want to blame Shepard? He'd even stopped when he asked. Shepard asked him to show him his body, he didn't force him.

He had no one to blame but himself.

He heard Shepard unzip his pants before he stood up. Joker's arms were sore from sitting up, so he lays down when he leans over to kiss him. He kisses him back, Shepard deserves that at least. He puts his hands on him, too, and not to push him away this time.

He gasps when he feels Shepard's cock brush against his own, and he feels him smile against his lips before he breaks the kiss. Shepard praises him, telling him how good he's been, how good he feels and tastes, how good he looks.

Joker doesn't feel good. He feels confused and worthless and wrong. He feels worse every time Shepard says something nice to him. Why can't he just take a compliment?

Shepard pats the bed above his head and tells him to move, so Joker scoots back, ignoring the pain in his arms until his head rests on the pillows at the top.

His throat hurts, too. He's choking back tears, because he's not good enough for Shepard. He wanted him so bad but Joker felt sick having sex with him. He deserved better than that.

He deserves someone whose stomach doesn't turn when he gets into position to fuck them. He deserves someone who has a nice cunt or dick. He deserves someone genuine and confident, who isn't afraid of intimacy.

He deserves someone who isn't the reason he got killed.

Joker's tense and trembling while Shepard lines up his (normal, nice-looking) cock with Joker's (small, deformed) cunt. He's taking deep, stuttering breaths and Shepard hears it and comforts him. Tells him he's okay before pushing all the way inside of him with one, quick thrust.

Joker gasps so hard he thinks his lungs will burst as he's filled up to the hilt, thighs squeezing Shepard's waist. His nails dig into his sides and Shepard leans down to kiss him while he adjusts. No one's ever fucked him like this before; no one's ever wanted to. Now he's not sure that was the wrong call, it's overwhelming and Shepard hasn't even started moving yet.

There are tears at the corners of his eyes, but he thinks they're tears of pleasure instead of guilt this time.

Once he relaxes, Shepard breaks the kiss and pulls back until only the tip is inside. Joker whimpers while he moves. He tries to look up at him, maybe he wanted comfort, he wasn't sure he could take this, but his hat is blocking his vision. Shepard thrusts back in hard, and he lets out a little yelp of surprise while Shepard exhales. Tears are trickling down the side of Joker's face and Shepard removes his hat.

He doesn't let him adjust this time, again pulling out slowly and thrusting in hard, and again. Shepard asks if it hurts. It doesn't, so he shakes his head. He asks if he's overwhelmed, and Joker nods. Without stopping or slowing down, Shepard tells him that it's normal, and that he'll be okay.

But he's not okay, and he can't hold back his sobs anymore.

He was crying in front of Shepard.

"Aw, baby. You're okay. You can take it." Shepard assures him, a little breathless. He moves faster, almost as if he's getting off to it. Even more overwhelmed, Joker squirms underneath him, taking sharp breaths while cries tear their way out of his throat. He almost chokes. He's so embarrassed and ashamed. "You can take it." Shepard repeats. "You can take it. Be good, I'll make it quick."

Quick wasn't quick enough. He was pounding him now, and Joker feels… something, he's not sure what, but it's getting worse with each thrust. He thinks maybe he's going to come, and he knows that absolutely cannot happen, because he's overwhelmed enough as it is and he's not sure he would survive an orgasm on top of it.

"Stop! Stop!" Joker cries out, surprised at the volume of his own voice. He pushes futility on Shepard's shoulders.

"I'm almost there, baby. Almost done." He doesn't stop.

"No, please! Stop!" He begs, almost kicking him now.

"Almost there." Shepard breathes.

That's it, Joker couldn't make him stop. There's nothing else he can do.

Whatever he was feeling, it comes. He comes.

He shouts and wraps his arms and legs around Shepard so tight he thinks it's going to break both of their bones. It seems to bring Shepard over the edge with him, because he's thrusting hard and shallow into him with a groan.

They rock their hips together for awhile, riding out the final waves of their orgasms.

He's so dizzy, he feels like he's falling when Shepard pulls away to lie at his side instead. Joker rolls over, away from him, and feels cold, sticky and wet between his thighs. His stomach aches, too. Shepard hit the hilt too hard, he guesses.

Shepard rolls onto his side and puts his arm over him, murmuring some praise. He tells him that he can use his shower tomorrow, if he would like to. Joker says okay.

He feels so awful, it was too much on his mind and body. He feels like he won't wake up tomorrow.

He thinks he'd be okay with that, actually.