-X-

It was almost half an hour before Penelo emerged from the bathroom, and when she did it was with a red face. She didn't meet the sky pirate's eyes as she shuffled through the door, and was almost too quiet to be heard when she muttered an apology about him having heard that.

"I hope you don't mind... I used some of the mouthwash I found in there," she mumbled, rubbing her left upper arm sullenly.

"Not at all." Balthier bowed courteously. It was small, barely deeper than a polite nod really, but it was a bow nonetheless.

Silence.

Unsatisfied, Penelo tried again to apologise. She felt like she could never apologise enough for his having overheard her less flattering moments... Even if she had all but demanded for him to leave.

"I really am sorry, Balthier. I... that couldn't have been pleasant to listen to. I'm sorry-,"

"Now sweetheart, what kind of leading man would I be if I were to abandon a lady in her hour of need, hm?" He graced her with a roguish grin. "And believe me when I say, darling, that I have heard things far worse in my time."

Heartened, if only a little, Penelo raised her head and smiled.

Balthier certainly had a way about him. The face of a prince with a tongue of pure silver to match... If anything those qualities, the ones she found most intriguing, made her trust him all the less. She supposed he was a conundrum, after a fashion, but not the sort that anyone really dared to solve, lest they reveal something darker than they were prepared to deal with. He was the type of man that most girls fantasized about, but only clever girls knew to stay away from.

Penelo for one prided herself on being clever.

As the two stood in companionable quiet – Penelo smiling and noting to herself (with some small measure of surprise) that in spite of her misgivings concerning his integrity, she was beginning to feel a warm, heartfelt kind of fondness for him – the Strahl suddenly shuddered, juddering up and down as though a humongous child were shaking the airship like a toy.

Her response to such an unexpected and unpleasant commotion was instant.

Penelo's face, which had regained a considerable amount of it's colour with Balthier's help, quickly became the same general shade as rotten Malboro skin. Her knees trembled, becoming dangerously unstable and too weak to support the rest of her body, while her empty stomach clenched reflexively. Leaning heavily on the wall, she slid into a curled up sitting position on the floor, doing her best to ignore the sympathy (if it could be called that) and, worse, the amusement in Balthier's sharp green eyes.

She wrapped her arms around her knees and let her forehead rest on top, her laboured breathing the only sound in the enclosed space apart from the rattling of the Strahl. The tremors stopped almost as quickly as they'd started, but Penelo couldn't bring herself to attempt getting up. Instead she remained on the floor, breathing deeply through her mouth and imagining the stupid grin on Vaan's face when he found out that she – superior to him in any number of other subjects – was a poor flyer.

Penelo barely noticed when Balthier sat down next to her, and she registered only dimly his rough hand on her shoulder. She took comfort from the gesture, and turned her head to glance at him gratefully.

"Thanks," she wheezed, chest burning from the hyperventilation. "Thank you, Balthier."

"It's my pleasure," Balthier replied. His hand moved absently over her back, rubbing her tense muscles in soothing circles until they eventually began to relax.

How long they sat together like that, neither knew. But when she felt well enough to talk without throwing up again – or at the very least without sounding like an idiot – Penelo decided she may as well chance her luck.

"Balthier... I was wondering. Could you... I mean would you... would you please not mention this to Vaan?" she asked tremulously, doing her best to disguise the pleading note in her tone and (judging by the entertained expression he wore) failing.

"Might I ask why?"

Penelo frowned at her hands, which were chalky but steady – though whether this was because her nerves had truly settled or because they couldn't shake, cupped over her knees as they were, she couldn't guess.

She had a feeling he already knew why. After all, he'd proven himself to be a sly customer on more than one occasion thus far, and she found it hard to believe that someone with his obvious intellect hadn't already gotten the measure of she and Vaan's relationship and respective characters.

However, if she was to have any hope of convincing him to keep his peace, she supposed she would have to play along.

"Well, he'll just make fun of me."

"Forgive me for being so blunt, but you don't strike me as the type to be unsettled by a little teasing," he commented with an air of casual indifference.

Penelo looked him directly in the eye for the first time since meeting him in the hallway, and caught the glimmer of skepticism in their depths. It was offset with a mild spark of mocking too, but with the particular kindness he'd shown her throughout her plight she found it impossible to voice her indignation at his presumptuous reflection.

"I'm not really. Not normally," she agreed. "But with Vaan it's... a little different. We've known each other since we were little kids. We've always been close. And after the war, when we both lost everything else, we still had each other. We're like brother and sister I guess – and like a real brother and sister, we have a kind of rivalry going. He makes fun of me for stuff and I do the same for him." Penelo sighed, wondering if a man like Balthier could possibly understand. "Let's just say... I don't want to give him ammunition."

"I see."

Penelo doubted it. Nevertheless, she carried on. "If he found out I got airsick, I'd never hear the end of it. I was the one who insisted on coming, remember? Besides, Vaan's got a big enough ego as it is; he'd probably explode if I let his head get any bigger."

"Ah, now that I can understand," Balthier grinned. "Don't worry, sweetheart. Your secret is safe with me."

She breathed a sigh of relief. "Thank you."

"Don't mention it." He waved off her gratitude with good grace, and rose to his feet in a movement of practised fluidity. "And now, my dear, I have an offer to make you. It just so happens that I know an effective cure for airsickness – would you like me to share it with you?"

Penelo eyed him suspiciously. She wasn't green enough that she didn't know what kind of 'offers' men like Balthier made to young girls like her. Part of her supposed it was unfair to judge him so harshly, especially as she hardly knew him... But then again, a larger part argued, she didn't need to know him to know he was probably a womaniser in the first degree. If he even hinted at such a proposition, Penelo vowed she'd zap him within an inch of his life with her newly-learned Thundara spell.

"My dear Penelo," Balthier sighed, mock indignation in his voice as he caught her guarded expression – she might have believed it true indignation if not for the mischievous glint in his eyes. "You wound me; do you truly hold me in so low a regard as to suspect villainy at a time like this?"

Penelo laughed, and was gratified with a low bow from her companion – just like the kind an actor does for his audience after giving the performance of a lifetime. Balthier was a piece of work alright, and Penelo – despite herself – found herself growing more and more taken with him.

"I'm sorry Balthier," she chuckled, accepting his proffered hand and allowing him to help her up. "I like you well enough, but I guess I just don't trust you that much."

He raised an eyebrow, a smooth smirk twisting his lips. It was apparent that he hadn't expected so frank a statement from her; but once again, rather than being insulted, he seemed thrilled at her display of impertinence.

Penelo mirrored his expression, taking her hand back from his grasp when she was safely on her feet and crossing her arms over her midriff. She'd only been so blunt out of curiosity – she'd wanted to see how he'd react. And if she was honest with herself, she guessed she'd also wanted him to know that she wasn't the meek little thing he presumed she was. Penelo was as strong, independent and defiant as Ashe in her way, and for some reason she'd wanted him to know it.

"I see someone's feeling better," Balthier noted ironically.

"You're not offended?" Penelo quizzed, though she could see he wasn't.

"Not at all. On the contrary, I think you've made a wise decision."

She blinked. The desire to inquire further was strong, but not more so than her desire to avoid getting mixed up in the sky pirate's more unsavoury side. She let the topic drop.

"In any case, I assure you my intentions are purely honourable in this instance. If you want me to help rid you of your airsickness, I'd be only too happy to oblige."

The ship rocked again, briefly, and Penelo paled. She nodded to him once, sharply, and followed him down the corridor. After all, what was to think about? If there was some way to solve her dilemma without Vaan being any the wiser, she would take it in a heartbeat.

-X-