The cold was bitter and the snow made it difficult to see the large tower looming before them. It had taken quite a lot of persuading to get the snotty elf woman guarding the bridge that led to the College to let them in, but after finally relenting and casting a spell to demonstrate her capabilities, Joslin had won them entrance. Glancing out the corner of her eye at Benor, she was relieved the elf hadn't insisted that he also provide such a demonstration. That would not have gone over well.

It was his presence that had made her hesitant to cast in the first place. She had to give him credit, though. He was maintaining his composure quite well, even though she knew he had to be extremely uncomfortable in this place. Another restless night spent dwelling in her own head, and she had been forced to face the fact that she was being a monumental ass. Not that she had any intention of ever admitting that to him. She didn't even entirely understand why she had acted the way she did, except that there was something about him that put her completely on edge. She felt that if she let her guard down, even for just a moment, he'd see and worm his way in. Hell, he had already started.

Every time he looked at her it created a pull she had difficulty resisting. Becoming his friend would be easy. But it would also be easy to slip into something more, and that scared the hell out of her. She could handle the physical attraction, would have even acted on it by now if that was all there was between them, but she wasn't stupid. She'd had similar feelings for Louis when they first met – admittedly nowhere near as intense as the ones she was feeling now – and look how that had ended. Tears, heartache, the death of one of the only friendships she'd ever had. She didn't want to go down that road again.

But was that really a fair way for her to judge what was happening with Benor? He was so different from Louis, more confident in himself, more sure of his actions. She didn't know anymore. Didn't know how to process all the feelings that were flooding through her. She needed time and space to think, a place where he wasn't there every time she turned around. She needed… she didn't know what she needed.

The elf, Faralda, deposited them at the entrance to the College with instruction to go inside and find Tolfdir. She shook her head, relieved to abandon the heavy thoughts that were weighing her mind. She looked up to Benor, but his eyes were trained on the iron doors, a dark scowl on his face. He was fidgeting with him armor again, and she found something about that completely endearing. A big, beefy man like him, completely unnerved by a few scrawny mages. As long as he didn't blow up at any of them. If he ruined their chances at getting into Saarthal, she would personally learn a spell to set him on fire.

"Behave," she whispered, her palms extending to press against the cold metal. He glowered at her for a second, but nodded his agreement. The doors slid open with surprising ease, their footsteps echoing gently throughout the giant chamber that housed the Hall of Elements. Several mages were hard at work practicing their spells. The smell of fire and ozone permeated the air, and she found it oddly comforting. Benor's fidgeting increased, and she smiled slightly before taking a deep breath and grabbing his hand. She gave it a quick squeeze as astonished blue eyes searched her face.

"It will be fine," she murmured. "You'll see." He looked dubious, but visibly relaxed, tightening his grip around her fingers for a moment before releasing them. Her chest tightened at the display of trust, and she forced her gaze back to the mages. One of them, a bearded elderly man with long white hair, fit the description Nelacar had given her. He was deep in conversation with a younger man, using his hands to display the proper gesture for invoking a spell. The young mage frowned as he tried to copy the motions until a ball of weak light blossomed over his head, and he broke out in an engaging grin.

"Very good, Onmund! See? Alteration magic isn't as difficult as all that. You merely need to practice," Tolfdir said, his gentle nature apparent in his voice. Joslin found herself smiling as they approached, her fingers unconsciously mimicking the gestures she'd observed. The area around her burst into stunning brightness, and Benor uttered a curse as he shielded his eyes from the blinding light.

"I'm so sorry!" she exclaimed, cheeks burning in embarrassment. She concentrated on the glowing orb she had created and it slowly began to fade. Tolfdir laughed heartily, looking her over with an appraising eye. The pupil at his side gaped, his jaw looking to come unhinged.

"Never apologize for natural talent, child," he assured her. "Just make sure you learn how to properly wield it. I am Tolfdir, professor of Alteration here at the College of Winterhold, among other things. What has brought you to us today?"

"My name is Joslin. I was told to speak to you about getting into Saarthal," she explained, shaking his extended hand. "We're looking for a fragment of the Gauldur Amulet, and have reason to believe it's there."

Tolfdir remained quiet for a moment, studying her. It was silly, but she had the sensation that he was weighing her worth, and her nerves kicked in causing her to fidget almost as badly as Benor. She instinctively knew that her usual charm would not work on this man, he was too wise to fall prey to honeyed words. Finally, he seemed satisfied and offered her a smile.

"We've been planning an excavation which is to take place four days from now," he began. "I thought it would make for a good history lesson for my students, though some of them seem to object to the idea of disturbing the ruins." He looked to Onmund as he said this, who was scowling at his professor. Joslin suppressed a laugh, stealing a glance at Benor. He caught her look and smirked knowingly.

"I don't see why you shouldn't accompany us, but I have two conditions," he continued. Joslin nodded and waited for him to go on. "First, that you only take the amulet fragment that you seek. Anything else found within the ruins should return to the College."

Joslin fought the urge to object. Not only would she be losing time in waiting for the excavation, but she'd make no immediate profit from it. Still, she had little choice. Without Tolfdir's permission, getting into Saarthal would be highly difficult. Nelacar had warned her that the College kept it locked up tight, and guarded it with multiple ward spells.

"I agree," she said, trying not to give away her displeasure.

"Second, I'd like you to spend some time in the classes here. You clearly have an affinity for magic, but I can tell you've gone untrained. Not only is that a waste of potential, but it can be dangerous. The light spell you cast was harmless, but if you lost control of something more powerful the results could be disastrous. Let us give you a bit of training. You can stay in one of the student rooms here until after the excavation."

Joslin chewed on her lip for a moment, contemplating the offer. Learning how to better use magic was something that she had wanted for a long time, but never knew where to go to seek help. She knew it would benefit her for a long time to come, and an opportunity like this was unlikely to present itself again anytime soon. She nodded her acceptance, and Benor began grumbling next to her.

"And what about me? Where am I going to stay while all this happens? If you think I'm going to leave you here alone with these mages and go to the inn, you're out of your ever-loving mind," he muttered. Tolfdir laughed again, but it was a gentle noise meant to calm rather than aggravate.

"I'm afraid I can't offer you a place with your friend, as the Hall of Attainment is only for students. But we have an empty room in the work quarters. You are welcome there. I would only ask that you help out where you can," the professor offered.

"Fine," Benor grunted, but Joslin knew he was still displeased.

"Relax, Benor. It's only for a few days. Besides, being around all this magic might help loosen you up a bit," she couldn't resist teasing him. She noticed the younger mage, Onmund, staring at her. She turned her attention to him and gave him a friendly smile. Seeing his opening, he quickly piped up.

"I'd be happy to help you with Destruction magic," he exclaimed excitedly. "I've got great aptitude for it, all my instructors tell me so."

Benor glared at the man, moving in closer to Joslin as though to mark his territory. Joslin threw him a look and rolled her eyes. Inwardly, though, she felt a tiny thrill of satisfaction.

Let's see how well jealousy sits with you, big guy.

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Benor was finding it didn't sit well with him at all. He'd kept himself busy for two solid days, finding odd jobs around the College with which to lend a hand. He helped out in the kitchen, getting the meals prepared. He chopped so much wood he suspected there was enough to keep everyone in Skyrim warm for at least a month. When he woke up on the third morning, his body stiff and aching from the physical labor, he decided that it would be a day of rest. Entering the crypts in anything less than top form was out of the question. He'd be damned if he was going to trust a bunch of milk-drinking mages to keep Joslin safe.

Joslin, who he'd seen very little of. He found excuses to pass the Hall of Elements whenever he could, but she was always deeply engrossed in her training. She stuck out like a sore thumb, having refused to trade in her leathers for the more traditional robes. It made him smile to see that she was truly stubborn in all things, not just when it came to him. What didn't make him smile was that sniveling man-child who had attached himself to her hip. Even now, as Benor leaned against the arched stone doorway watching her practice a fire spell, Onmund was hovering over her, offering loud words of praise every time she made the flame flicker to life.

Watch how close you get to what's mine, little boy, or I'll break every one of your magic fairy fingers, he thought, sighing at the vicious tug of possessiveness. No doubt if Joslin knew what he was thinking she'd strike him down dead. As if she could sense his presence, she turned her attention to him from across the hall, waving and tilting her lips in a cheeky grin before going back into a huddle with Onmund. Confounding woman. He'd never met anyone who could flash from hot to cold and back again so quickly.

She had been right about him loosening up, though. Some of the inhabitants of the College had been aloof to him at first, but many were friendly, going out of their way to make him feel welcome. It had only taken a day for him to adjust to the sensation of magic surrounding him everywhere he went. He surprised himself by finding it almost pleasant now. Although yesterday, when he had accidentally wandered to close to a Khajiit practicing with electricity in the courtyard, he'd gotten the shock of his life. It hurt like hell, but not as bad as he would have thought. It had, however, given him a whole new appreciation for the power these people wielded.

He made his way upstairs to the Arcanaeum, hoping to find Urag at his usual post. He had come here the first evening, bored and frustrated, desperate for distraction. He was shocked to find the surly Orc presiding over the library, fiercely protective of his books. Many Nords disliked the creatures, but Benor had yet to fight beside a more formidable warrior. They had a grace and honor in battle that inspired him, but he had never encountered one that had taken up the mages robes. They'd conversed late into the evening, and Benor had come back the next night to continue their talks.

Finding the library empty now left him disappointed and restless. Browsing the shelves he selected a book that looked promising and sprawled out in a chair. Minutes had ticked by when the sound of footsteps broke his concentration, a shadow falling over him. Too light and small to be Urag, he looked up into twinkling green eyes.

"Why, Benor! I had no idea you were such a scholar," Joslin teased, leaning a hip against the table he had propped his feet upon. Grunting, he sat upright and closed the book.

"There's a lot you don't know about me."

"The Lusty Argonian Maid? You're right. I wouldn't have expected you to have such...exotic tastes," she said, raising a brow at the explicit drawing on the cover. Benor felt the heat rise in his cheeks, but he gritted his teeth and refused to rise to her baiting.

"I'm surprised Onmund let you out of his sight. You two have been thick as thieves these last couple of days," he groused. It was completely childish, but he didn't care.

"He's such a nice man. Very helpful, you know. And the things he can do with ice..." she taunted, the suggestive look in her eyes unmistakable. She shifted her weight to sit on the table, crossing her legs as she stared him down. What fresh Hell was she trying to put him through now? He tore his eyes away from her, settling his gaze on a painting across the room, willing his breathing to return to normal.

"What's the matter, Benor? Can't stand a little competition?"

That's it... this ends now.

He shot up out of his chair, rocking the table and causing Joslin to scramble to keep her precarious perch. Grabbing her knees, he parted her legs and he pushed himself between her thighs. Her eyes went wide as he ground the result of her teasing against her center, the soft leather pants he had taken to wearing doing little to disguise his hardness. Her hands pressed against his chest and for a moment he thought she would shove him away, then her fingers were gripping the collar of his shirt, dragging his mouth down to hers.

Fire. The world was on fire. Her mouth was wicked, her teeth nipping at his lips before sliding down to his jaw and back up to his ear. Her legs wrapped tightly around his waist, forcing him to press harder against her as she ran her tongue along the lobe, stopping to tug none too gently at the earring he wore. He groaned senselessly, battling to take back control. Pulling away from her, he shoved her back against the table, tried to keep his fingers from shaking as he worked the ties of her leather vest loose. Why did there have to be so many damn layers?

The cotton of her undershirt finally exposed, he ran his hands over the soft cloth covering her full breasts. Her nipples hardened instantly against his palms and she whimpered, bucking her hips against him. He lowered his mouth, scraping his teeth against the hard bead waiting for him. Her back arched, and he looked up to watch her mouth fall open, her moan echoing around the room, bathing him in its sweetness. He lowered a hand and stroked her where their two bodies met, cursing the thickness of her pants even as her entire body shuddered in response.

He had to force himself to stop or he would take her right here on this table, visitors to the library be damned. It was torture, unwrapping her legs from around him and stepping away, every instinct in his body commanding him to grab her and end this maddening need pulsing through him. She raised herself up on her elbows, heavy lidded eyes dark as she watched his every move.

"Go back to your boy, Joslin," he whispered roughly, his voice thick with desire as he watched her tremble before him. "If you decide you'd rather play with a man, you know where to find me tonight."

He stalked out of the room, all of his willpower focused on getting him out without turning back to look at her, silently praying to all nine Divines that she would take him up on his offer.

A/N: I've added an in-game screenshot of Benor and Joslin to my profile, for those that are interested!