Penelo's mouth opened and shut, for a moment giving her a vaguely fishlike appearance that made Balthier chuckle warmly.

"You're going to…what?" She felt sure she couldn't have heard him correctly.

"Make love to you," he repeated patiently, as though he were instructing a child who did not fully understand her lessons. His fingers tunneled into the hair at the nape of her neck, moving against her scalp caressingly. Unconsciously she leaned into his touch, even as she stared at him uncomprehendingly.

"Oh," she said, like a complete goose. "But…but it's the middle of the day!"

His lips twitched with mirth. "Do you truly think that making love is something that people do only under the cover of darkness?"

Her cheeks flamed. "I wouldn't know," she shot back, aggravated and embarrassed. "You're the experienced one!"

Her hair came down around her shoulders in a soft cloud of platinum – he'd been working out the pins and ties even as she'd been admonishing him. She blew a lock of it away from her lips, summoning the will to glare at him forbiddingly. She never found it, for he bent to brush his lips gently against hers. She couldn't imagine why she was letting him get away with it, with maneuvering her into his bedchamber and then ensnaring her there like a mouse in a trap. But his lips moved so gently on hers, and he'd been so different lately…and earlier, he'd actually said he loved Ellie, and furthermore, she'd believed him. And she couldn't help the tiny shred of hope in her heart that, if he loved Ellie, maybe he might…one day, he just might…

The bodice of her blouse gaped open – he'd effortlessly worked the knots even while fully absorbed in kissing her. She tried once again to fight her way back to sanity.

"Ellie –" she breathed.

"Is being entertained in the gardens as we speak, and will be most carefully watched over for the remainder of the afternoon," he responded, smiling wolfishly.

"Oh." Her fingers slipped over the butter-soft leather of his vest, catching in the space between the buttons. Clearly he understood that she was fighting to keep from assisting in her own seduction, for his smile widened.

"Have you any other protests you'd like to make?" He inquired innocently.

"I…I…" She couldn't think of anything. Except that she shouldn't be sleeping with him – but she was having trouble recalling exactly why that was. And it didn't help that she wanted to be in his bed. "I-I can't think," she said finally. Not when he'd slipped her blouse off of her shoulders and his hands were sliding warmly down her arms, bringing the sleeves of her blouse with them. Certainly not when he slipped her loosened blouse over her head and drew her into his arms.

The cold air in the chamber caressed her back, and his warm hands chased the chill away, smoothing over the bare skin of her back. His leather vest was cool against her cheek, and his warm breath stirred the hair at her temple as he murmured her name. Her arms were trapped between them, her hands splayed over his chest – it had been so long since he'd last touched her like this, so long since she'd allowed his embrace. Her mind raced frantically. He had bowed to her wishes for so long, now, allowing himself nothing more than a few soft kisses even though his eyes were so frequently hot and hungry when he looked at her.

His clever fingers had found the soft fabric belted around her waist, holding up her loosely-fitting trousers. A swift tug, and the material slipped from her, pooling around her ankles. She shivered – and stepped out of her well-worn sandals.

She'd never been more aware of her own appeal in her life than at that moment, standing before him in nothing more than a pair of delicate, lacy panties. He looked at her with that same burning expression to which she had become accustomed, only now…now she knew he had no intention of denying himself.

His eyes scorched her with the knowledge of his desire; he did not attempt to mask his fierce longing. For a moment she felt uncomfortably like a bunny caught in the den of a wolf – and he thoroughly looked as though he intended to play with his dinner before devouring it.

For all appearances, he could not get undressed fast enough to suit him – she read the desperate anticipation in his expressive eyes. And yet, for all that, he brought his hands up to his chest, working the buttons of his vest slowly, as though he thought she might turn tail and flee if he proceeded too quickly. But she noticed that, though his motioned were steady and sure, his fingers trembled almost imperceptibly.

That vulnerability, more than anything else, convinced her that she truly did not wish to run. Not when he was looking at her – Penelo, of all people! – as though she were the beginning and end of his entire world.

So she waited, motionless, trying to control her ragged breathing as he carelessly discarded his vest and tugged off his boots. Then he took her into his arms again, and there was only the crisp white lawn of his shirt and the soft leather of his pants between her bare flesh and his.

And there his patience ended, for he gathered her into his arms and crossed the floor in a few quick strides, depositing her gently on the massive, soft bed. He joined her after shedding his shirt and tossing it aside, rumpling the perfectly-made covers as he crawled towards her. The tanned, smooth skin of his chest drew her hands, and he held perfectly still, allowing her the freedom to learn the contours of his body. Still he shuddered as her slim fingers caressed him, and his eyes went dark with passion and satisfaction.

He ended her fingers' exploration when she drew too near his waist, catching her hands in his to press his lips fervently against them.

"You are so beautiful," he murmured, and his eyes blazed with the truth of his words. Then his fingers slipped into the soft mane of her hair, tilting her head to receive his kiss. The chill in the air faded as his warm body settled over her, his knee insinuating itself between her legs, pressing insistently at the center of her body.

She writhed beneath him as one of his hands slid down her body, leaving a trail of fire in its wake as it caressed the silken skin of her stomach, then slipped beneath the fabric of her panties to stroke her. Her breath sighed out as his expert touch sent little shivers of pleasure coursing through her body.

Restlessly, her legs moved against his, seeking that perfect combination of pressure and rhythm that he yet denied her.

"Balthier," she gasped, his name falling from her lips like a prayer, a helpless entreaty, "Balthier, please." Her hands had somehow unfastened his leather pants, desperately attempting to shove them over his lean hips.

"Darling girl," he murmured against her hot throat, dipping his head down to her breasts, his tongue flicking across a peaked nipple, catching it between his lips. She cried out at the sensation, her body hovering on the brink of satisfaction as he smoothly divested her of her last remaining garment. Deftly he slid one long, wicked finger deep inside her, and her back arched, her hips rising off the bed as a keening cry of pleasure tore from her throat. She fell over the precipice into ecstasy, shuddering as her body greedily snatched the last bits of sensual bliss.

Aftershocks of delight still shivered through her whenever she moved, but she dimly realized that Balthier's head was cushioned on her breasts, his breath coming in heavy pants. He was sprawled inelegantly between her splayed legs, his fingers playing softly over the crest of her nipple. His pants were still unbuttoned, but still high on his hips. And she realized – he was waiting to see what she would do. If she had come to her senses and would presently banish him from her bed, or if she would abandon all caution and welcome him into her body. Whatever the case, he was waiting, struggling with the force of his of his own unfulfilled desire, for her to make her decision.

Her palm settled over his bare back that was damp with sweat, stroking his warm skin soothingly.

"You're, um…a little overdressed, aren't you?" She offered lamely. Shifting a little, he peered up at her, quirking an eyebrow.

"Shall I take that as an invitation?" He queried softly, dropping a kiss on her collarbone.

Her cheeks flushed – she actually flushed, like a complete ninny! – and muttered, "I guess so."

He chuckled warmly, smoothing his thumb over her cherry-colored cheek. "You are too good, Penelo."

She grabbed the edge of the coverlet, dragging it up and over them, concealing her burning cheeks. "Just…just take off your pants, already," she snapped.

"There's no rush," he said, bussing a kiss over her temple. "We have all afternoon, after all."

There was a rush, for she wanted him inside her, wanted his powerful body moving over hers, wanted the sweet release only he could bring her – she wanted him like she wanted her next breath, with an incredible longing that both terrified and amazed her. But she certainly couldn't tell him that; she would die of mortification, and he would…well, she didn't quite know what he would do, but she was certain she wouldn't approve.

He must've sensed her impatience, because he obligingly began the arduous process of peeling off his pants. They seemed to have been molded to his long, muscular legs – she had little doubt but that they were a custom design, for Balthier's considerable vanity would not have allowed any less.

He jerked the material over his hips, yanking it down his legs. His manhood jutted proudly upwards, curving against his abdomen – evidence of his desire for her. Her mouth went dry; her fingers plucked nervously at imaginary lint on the coverlet. She had never looked before, had, in their previous two encounters, averted her eyes to avoid a betraying blush.

"You needn't look so terrified, darling, you already know we fit together," he chided gently, easing over to lie beside her, naked as the day he was born. Penelo, curiosity finally appeased, allowed her eyes to stray no further than his chest.

"I…I just never looked before." She drew a deep breath. He was right; she had no reason to be so anxious. She wriggled a little to get comfortable, then relaxed against the covers. Balthier was a magnificent lover. She knew that.

He propped himself up on an elbow, watching her face curiously. She appeared to be bracing herself for something – pain, perhaps. Of course he had hurt her the previous times they had made love – the first time she had been a virgin, and the second time as good as one, after several years of abstinence.

This time he wanted it to be different between them.

He slid his arms around her, drawing her against his chest, then turned with her in his arms so that he lay on his back and she lay over him, her legs splayed on either side of his hips. She drew in a sharp breath at the feel of him, hard and hot, pressed against her stomach.

"Balthier? What –"

"Hush, darling," he whispered, threading one hand through her hair to bring her lips to his. He nibbled her lower lip, coaxing her to open for him. She did, sweetly inviting him within. His tongue mimicked a more intimate act, while his free hand gripped her hip, rocking her against him. She liked the movement, for she made a purring sound deep in her throat that he felt in her kiss, and her nails dug little crescents into his shoulders. She was hot and slick against him, and every gentle movement brought him one step closer to heaven. So he rocked her forward a little more, arched his hips, and slid inside her a few scant inches.

Her back arched and her lips broke from his with a tiny cry of surprise. Her eyes, smoky blue and hazy with desire, widened in shock. Obviously she had never contemplated making love in this position and it clearly astonished her. She braced herself against his chest with one hand, shuddering as her adjustment forced him deeper.

His hand cupped her cheek, thumb stroking gently. "Have I hurt you?"

"No," she denied, shaking her head. "No, it's just…I didn't think we could…I mean, I didn't know it was possible to…" She bit her lip, hoping he wouldn't make her further admit to her naïveté aloud.

He chuckled, charmed. "Darling, there are hundreds of different ways to make love. Thousands, perhaps. I can only hope to spend the rest of my life teaching you all of them." He arched his hips beneath her just a little, enjoying the way her eyes went soft and unfocused with pleasure at the slight movement. "Can you take more of me?" He asked.

She braced her palms against his chest, rocking back a little. He arched his hips at the same time, driving himself within her. "I…I'm not sure how to do this," she breathed. "Help me, please, Balthier."

"You're doing wonderfully," he managed, cupping her hips in large hands, helping her find a rhythm. She rose and fell on him at a delicious pace, her lovely face a mask of passion, her small, gasping cries music to his ears. She moved on him in a perfect, demanding rhythm, as though she were desperate to reach satisfaction, and she would use his body as a tool to help her get there, and he – he could not imagine anything more gratifying than assisting the beautiful woman in his arms in attaining her pleasure.

Her legs trembled against him, and he knew – from her delightfully flushed face, from the way her fingernails delicately clawed his chest, from the high, keening cries she made – that she was only moments away from climax. He gripped her hips firmly, thrusting upwards into the silky, wet heat of her body. Her nails scored his chest, a wild, desperate cry was wrenched from her, and her inner muscles clenched slickly around him. In the grip of her violent climax he was forced into his, clenching his teeth against the shout of pleasure that rose in his throat.

She trembled deliciously above him, still braced weakly by her unsteady arms. He drew her down against him, holding her tightly to his sweat-slickened chest as they struggled for breath, for a return of sanity.

His heart thudded heavily, and her fingers echoed the desperate rhythm, tapping her nails against his chest in time with the savage beat. He slid his hand into her hair and kissed her forehead, savoring the sweetness of her cheek pressed against his chest. Then he caught her fingers in his, stilling them by bringing them to his lips to kiss each digit tenderly. She watched him with soft eyes, reclaiming her hand when he'd finished, curling it into a fist, tucking it beneath her chin, and closing her eyes. She was asleep moments later, her deep, even breath feathering out softly against his throat.

---

Penelo woke sometime later, her head still pillowed upon Balthier's chest, tucked up against his warm body. His arms were twined around her protectively – he was so quiet that she might've thought he was asleep if it weren't for his fingers slowly, gently stroking over her bare back.

She raised her head, pushing her tangled hair out of the way.

"How long have I been asleep?" she asked, rubbing her eyes with one hand. The other seemed to be caught, curled beneath his neck, her fingers buried in the soft hair at his nape.

"A little over an hour, I expect." His voice was warm and husky. He shifted a little onto his side, bringing her with him so he could nuzzle her shoulder. His lips were soft against her throat.

"Did you sleep, too?"

"No," he said. "But I didn't want to wake you. I was…thinking."

"About what?" She wriggled, settling against the cool sheets and drawing up the coverlet.

"About you. About Ellie. Would you…will you tell me about her?" His fingers found the smooth skin of her stomach, dipped into her navel, traveled higher to settle over her heart. His expression was inscrutable.

She worried the sheets between her fingers. "What do you want to know?"

"Everything. How you felt when you realized you were expecting. How she was born. What it was like to care for her." He took a deep breath. "You must have been so terrified," he said, his voice faintly self-deprecating. "I have done many things in my life that I am not proud of, Penelo, but leaving you to raise our daughter alone…that is, perhaps, my greatest regret."

Her fingers drummed against his chest, carefully considering what she would say to him. "I was…well, it was nearly three months after you departed that I realized I was expecting Ellie," she said. "At first I was…very scared. I was so young, and I didn't know how I would manage. I knew nothing about caring for a child, and I had no mother to advise me. But…but at the same time, even when I was frightened of what would happen, I was…happy. It had been so long since I had had a family of my own, and I knew Ellie would fill that emptiness."

His fingers caught hers, wrapping around them comfortingly. "But you were still frightened."

She laughed a little. "Oh, yes. I suspect every expectant mother is frightened. I didn't know what to expect or even if I would be a good mother. And there were so many changes…not just in my body, but in the decisions I had to make, in the life I knew I had to leave for the sake of my baby. We took such risks in those days, and I couldn't…I knew I couldn't play an active role in Vaan's piracy, for fear of what would become of me and Ellie should we be caught." Her head nestled into the crook of his shoulder, and she sighed.

"When Ashe found out, she insisted I give it up and come to Rabanastre at once to stay in the Palace with her. Said she would have me apprehended and locked in a set of apartments within the Palace until Ellie was born, should I refuse," she admitted with a little laugh. "She was so good to us, Balthier."

At that moment, he had never been so profoundly grateful to anyone in his life as he was to the Queen who had rescued Penelo and their daughter in their time of need.

"And when Ellie was born?" he prompted.

"Oh, gods, I was terrified," she confided. "No one had told me how badly it would hurt. I was convinced I was dying, and the Ellie would die with me. It seemed to take days, although I was later told it was only a few hours, an uncommonly short labor period, especially for a first child. And then…and then the doctor handed me this ugly, wrinkly little pink body. She was squirming and wailing, and I thought, This is what I have waited so long for? But I loved her, Balthier. From the first moment they set her in my arms, I loved her. Even though she was ugly and blotchy and did nothing more than cry for the first three months of her life, I loved her more than anything."

As his fingers skimmed the soft, smooth skin of her stomach he tried to imagine what it would be like to feel his child there. Already she had born him a perfect, beautiful daughter – what would it be like to have felt that child sleeping peacefully there, cradled in her body? To watch her grow big with their child, to feel that child moving within her, preparing for the day it would be born? He regretted missing it with Ellie; wondered if he would ever again have that chance.

"I am…so sorry, Penelo," he murmured. "I wish I had been there. I wish I had not been such a fool."

Discomfited with the look of fierce longing on his face, she roused from her comfortable position and slung her leg over his hips, shifting to perch herself atop him, palms braced on his chest.

"I don't want to talk anymore," she declared confidently, and leaned down to place her lips against his. He didn't even try to resist her clever distraction – it was, after all, the first time she had truly initiated such a thing. But even as his hands came up to hold her hips, he knew – eventually, he would have his say.