Disclaimer: I do not own Pirates of the Caribbean or any of the characters

A/N: I would have updated sooner but my freaking internet has been down since Friday. Sorry = (

Will took a seat on a wooden box that sat on the Pearl's deck, letting his arm fall from Elizabeth's waist for practically the first time that day. He looked down at his callused hands, thankful that they finally dropped anchor. He slumped against the wall of the ship, rubbing his hands together, and looked up at the star filled sky, then to the moonlight dancing on the ocean. Will was snapped from his daze when he felt Elizabeth's hand graze his cheek. A smile graced her face as she leaned down to him placing a soft kiss on his lips.

"I need to speak with Jack. Are you ready for bed, Will?" she asked with a mischievous grin spread on her lips. "Because I am," she finished with a slight cock of her eyebrow. His only response was small chuckle and a smile as he shook his head.

Will watched Elizabeth make her way across the ship's deck, stopping in front of Jack. The conversation between the two appeared to be nothing more than friendly. God only knew what they were really discussing and Will desperately wanted to find out but thought it better not to press the matter.

"Jack," Elizabeth called out to him, reaching out to touch his shoulder.

Startled, he jerked his head down to meet her eyes with his. "Lovely night, isn't it?" he said smiling at her, slightly tired.

"Yes," she watched him standing before her, swaying slightly. A goofy grin was plastered on his face and his eyes were drooped, halfway closed. She cleared her voice before continuing, "Jack, I don't think...Jack, are you even listening to me?" she asked getting slightly irritated. She knew he'd had too much rum to drink but that was really nothing new. "Jack!"

His eyes flew to hers once more, blinking a few times to clear his blurred vision. His eyes immediately began to blur again and he rubbed them furiously for a few moments before giving up. "I'm listening. What is it you want to say?"

"I won't be coming to your cabin tonight," she answered him in a hushed voice. "I won't be coming to see you for a few nights, Jack."

"Did I do something wrong?" he slurred. "Have I upset you?" he was suddenly confused.

"No, it's just that...Will..."

"It's always something about bloody Will, right?" he interrupted throwing his hands up in the air for emphasis..

"Jack, I think he may know something. I think he's suspicious. Just give it a few days."

"I suppose you're right," he tried to hide his emotions. He was angry and upset but he did know she was right, "Off you go then. Break Will's suspicions." He waved his hand at her before turning his back to her.

Slightly hurt by his action, she shrugged her shoulders and turned to find an empty wooden box where Will once sat.

********************

Will walked straight to his cabin and shut the door securely behind him. He walked over to the wooden desk and pulled a flask from the top drawer. Laughing, he inspected to flask trying to remember where it came from. He knew he had stolen it but couldn't recall where. 'I guess I truly am a pirate,' he laughed to himself. He unscrewed the lid and took a sip of the stolen rum. Leaning his head back, he closed his eyes letting the liquid warm his body. He heard footsteps nearing and quickly gulped down the rest of the flask's contents. He quickly screwed the lid back on and threw it back in the desk and slammed the drawer shut. Then he jumped back, springing backward onto the bed, and rested his hands behind his head, eyes locked on the door.

The handle twisted and the door flew open. Elizabeth walked in, shutting the door behind her with her foot, and ran towards the bed practically diving on top of Will. All the air was forced out of his lungs and his head hit the headboard of the bed.

"Oww," Will winced slightly, grabbing his head. Thankful for all the rum he had consumed through out the day, his pain quickly faded away. He looked up at a concerned Elizabeth and began laughing. His entire body was numbing and he felt funny. He laughed until tears rolled out of his eyes.

Elizabeth, totally confused by his behavior, stopped her persistent questioning of his well being. She cocked her eyebrows at him and caught his contagious laughter. After a few moments, she leaned down roughly pressing her lips to his, capturing them in a deep passionate kiss and cutting off his laughter. When she pulled away breathless, she stared deeply into his shining brown eyes. He was taken aback but more than grateful for her sudden affection. It was evident and she was well aware of his already growing excitement.

Elizabeth leaned down to Will, her face mere centimeters from his, and she whispered, "Tonight."

"Tonight?" he questioned, raising his eyebrows, his voice equally as soft.

She brushed her lips across his neck parting them slightly letting her tongue linger on his skin, while her hand found it's way down his body settling on the growing hardness between his legs. "Tonight, Will," she whispered again, her hot breath tingling his skin.

He wrapped his arms around her pulling her into him hard and she squealed with delight. She pushed his shirt off and kissed her way over his smooth chest. She ran her tongue over his nipples then took them one at a time into her mouth. He moaned softly and slid his fingers through her hair. She eagerly explored the rest of his body with both her tongue and her hands. She quickly pulled his pants from his body revealing his full erection as it sprang free.

She squirmed out of her clothes with his help and let out a pleasurable sigh as he flipped her on her back and kissed his way down her throat, massaging her breasts. He straddled her, sucking lightly on her breasts, nipping gently. She gasped and arched against him.

His right hand slid over her stomach and delved into the hot folds between her legs. Two of his fingers slid inside her, gently stroking her throbbing nub. She arched and cried out with intense pleasure. Her hips rocked with his rhythm and tiny sounds of pleasure escaped her lips. He felt her fluttering around his fingers and he withdrew his them before she could reach a climax.

Feeling that she was relaxed enough, he slowly lowered himself to her. He began to slowly enter her when he felt her arms come around him and jerk him downward. He gasped as she quickly took his entire length inside her. Momentarily stunned at how she took him ease, he shook the cobwebs from his head and began a slow pumping rhythm.

She matched his rhythm evenly, speeding up when he did, and soon a thin film of sweat coated them both. Elizabeth's stomach lurched and she felt all the old feelings for Will come rushing through her veins, through out her entire body crashing through her like violent waves. She was consumed by intense passion and her back arched as she felt the beginning of her climax. She came suddenly sending Will over the edge, and he released inside her.

He collapsed and rolled to the side of her, touching her cheek gently. She had so many emotions colliding inside her and was unable to hold her tears any longer. They flowed freely down her cheeks, a seemingly endless supply. Will was more than a little concerned and tried to pull away. She clutched desperately at him, not letting their bodies break contact, and continued to weep into his chest.

Although he was unsure of the reason for her tears, he understood that he was not the cause. He held her, stroking her hair, and waited for her tears to taper off. After what felt like hours, his gaze was met by Elizabeth's red puffy eyes. He was about to speak but was cut off by Elizabeth.

"Oh, Will!" she hugged him again, the tears falling once again. She was so overwhelmed by the emotions she felt running threw her and the connection she felt while looking into his eyes sent fresh tears falling down her face. "Will, I love you," she said through the tears. She knew she truly did love him and Jack was but a distant memory stored in the back of her mind.

"I love you too, Elizabeth." He waited for her to calm herself once again. "Are you all right? I didn't hurt you?"

"No. No, Will, you didn't. I'm just so...I feel...I can't explain it," she smiled at him and kissed his lips softly.

"I know what you mean," he whispered back as she cuddled into him already drifting off to sleep. He finally felt as if he were whole again and the steady rhythmic breathing off Elizabeth put him to sleep.

A/N: Review please. More drama to come!