A/N Hope everyone enjoys this chapter! I apologise for not uploading sooner, but college is obviously very time consuming at this time of the year and I'm trying my best to write as many chapters as I can! Anyway, on a more positive note, my Alois Trancy COSPLAY has arrived and I'm in love with it hahha! Please review if you are enjoying it so far, I love hearing back from you guys! :) Enjoy!

When he had began to explain to Penelope, her wriggling in his lap had nearly sent a groan crawling up his throat. Thankfully, he had managed to suppress it, fearing that it would scare the girl away. He had chosen her to sit in his lap for two main reasons. The first being, he had guessed that she would be upset by the news and as he had seen her emotional in the past about death, he quietly assumed she would need comfort that the current position would allow him to give. The second was more of a selfish reason, her anger was appealing to him as she rarely showed any true anger, and he enjoyed watching her get worked up. Penelope had two main emotions which were being happy or being sad. Her anger, on the other hand was rather presented in an irritated manner, and her real anger was hardly ever seen. So when she started ranting at him, he lost his control for a split second and ended up pinning her to the door. If he hadn't have told her to sit back down, which was a job in itself, Claude would have most likely have slammed his lips against her own, ultimately ending the friendship. Which was something, he didn't want to do. Had he seen any signs from her that suggested she felt a similar desire towards himself, Claude would have contemplated acting, but he had, over the years seen no such thing and couldn't help feel disappointed about it. She was unlike the majority women who gave him heated looks full of longing, and he felt like asking her if she found him as attractive. But, Claude could only guess that she saw him as a friend and nothing more.

When he finished talking, he realised that she was acting mysteriously quiet. Claude, quickly pulled the girl closer when her eyes rolled to the back of her head. At first he assumed that it was because of the news she had just been informed about, but his concern began to grow when he noticed how her petite frame was struggling to breathe. In a flash, he had appeared in her bedroom, and carefully as possible, placed Penelope down on the bed, facing down. He turned her head to the side and felt genuine worry when her once rosy pink lips, although chapped, had begun to turn the same shade as the living room walls. Without thinking, he took out a golden knife and within seconds slashed the ribbon that was laced neatly down her back. He watched with fascination as the corset cracked open slightly and revealed the creamy pale skin of her back. The undershirt was almost see-through, even though it was a darker shade. Controlling the desire to lay his lips upon such a tempting sight, he instead rolled the girl over, and took the corset off completely. His eyes roamed over her slim form and his eyes stopped at her chest. He felt lust begin to take over and seconds later found himself hovering over the unconscious girl. He had just placed two fingers on her pulse point to check she was alright when Penelope under him suddenly jerked up, and took a deep breath.

Breathing heavily, Penelope felt her eyes water painfully. However, she still felt a weight of her chest and was just about to worry, thinking that she couldn't breathe, when she fully assessed the scene in front of her. Claude was almost covering her body with his own, and Penelope scrunched up her face in confusion. He still didn't move, which was more down to shock at being caught in such an awkward predicament, and instead started down at her face, and would briefly look down her body further. Yet when his eyes wandered down once more, Penelope followed them and gasped realising her corset was gone. 'That explains why it's suddenly so cold and the fact that I can actually breathe at last' she thought, giving a shiver. Although, she couldn't decide if she was shivering at the cold or the sharp look Claude was directing at herself, or should she say body.

"Claude, I appear to be indecent, can you... You know get off and perhaps do me the curtesy of looking away". Her voice sounded raspy and she felt her face heat up. He immediately moved and draped a cover around her shoulders, shielding him from her tempting body. He then carefully began to poor a glass of water and handed it over to the still flushed girl.

Penelope drank the water greedily and gave a contented sigh once she had finished. However, the information Claude had told her before she fainted, suddenly swarmed around her mind and she didn't really know how to react. For once, she didn't feel tears well up in her eyes and actually felt, well... rather calm. 'Perhaps I have mourned them too long' she thought and handed Claude back the empty glass.

"You should have informed myself or Victoria if your corset was unreasonably tight Penelope" Claude chided, breaking the awkward tension in the room.

"Perhaps, but you both usually ignore my complaints when I wear a corset, so I didn't really see the point. Also, how was I supposed to know that I would faint? That was my first time" she replied and shakily moved herself, so she now sat under the covers.

"How are you feeling?" He then asked, ignoring her question, as he thought it sounded more rhetorical.

"Better now the blasted thing has come off, although I feel a headache coming on. But I would like to move the discussion to where it had previously been left off, before I fainted. You can sit down Claude". Penelope patted the bed and he sat down, confused to why she wasn't expressing hysteria at what she had found out. Before Penelope went on, she ungracefully shuffled out of the dark dress skirt and kicked it off her legs with a giggle, resulting in it landing on Claude's head. Claude's eyes had just devoured the image of her pale slim legs when his eyesight was clouded, causing him to internally groan in frustration.

"Oops, sorry Claude, I swear I didn't aim for it to hit you!" She exclaimed and leant over to quickly remove it. After she did, he took it from her hands and stood up, so he could hang it up neatly. When he failed to reply to her apology, Penelope decided to ask her questions.

"You said that my uncle had made a deal with Lucy. But you killed my uncle, so why would she come here, on her own with no orders. Is there a possibility that she has made a deal with someone else?"

"Demons don't necessarily have to make deals to try and kill someone, but I like yourself, have considered the possibility of her making another deal". He paused, showing the slightest bit of hesitation and then continued. "If I may be so bold", she snorted as he usually said things that no other butter would ever dream of saying to their boss, "I had been expecting a much more... distressed reaction to this news, may I ask why it is that you are so calm?"

Penelope wanted to laugh at his genuinely confused face and thought herself quite lucky to see him displaying his emotions so openly.

"It's sad indeed what has happened, but I spent so long mourning their deaths, and Lucy's for that matter, that I physically cannot mourn them any longer. I'm not prepared to wage a war with Lucy for her actions, but I am relying on you to protect me and get rid off her if she becomes too big of a threat. Of course I hate her, what she has done has left me with no family or love, but I won't start a fight. It must be her decision, and then we can make our move". Her voice had not wavered and she gave a small smile at the end, feeling quite proud of herself. In reality she thought that she would have stuttered.

Claude, who had joined her on the bed, had bent his neck to the side, as though he was trying to work her out. But he felt pride fill him as she spoke. He loved her childish nature, but was thankful Penelope had a maturer side. Yet he felt an un-named emotion fill his chest when she said that she was left with no love, but pushed it to the side. Instead he nodded, leant forward and stroked her cheek, surprising himself.

"I'm glad that you have a sensible mind Penelope, many more stupider humans would have acted irrationally". She had blinked at the term of 'human' finding that he spoke it as though it was something that tasted disgusting. Taking his hand, that had cupped her right cheek, she laced her fingers through his own, revelling in how cold his hands were against her own warm ones.

"Claude, I am human too". She said quietly, and was surprised when he squeezed her hand tightly and pulled her forward roughly, causing her to squeak as she realised she was trapped against his body. Suddenly his face leaned closer to her own and she could feel his cold breath against her own lips. If he was to move any closer, she was sure their lips would become one.

"Yes, but you are different" he hissed back and then pushed her away softly, allowing her to get back into her previous position. Her cheeks burned as she realised how indecent she looked, just sitting in her underwear and undershirt. Being so close to him didn't help either. Her eyes, which tried to avoid his own, moved around the room and became glued on a large dress cover that was hanging near her wardrobe.

"Claude? Is that the ballgown you mentioned earlier on?" She asked, feeling suddenly excited. 'Anything to get my mind of the Lucy situation and what just happened' she thought.

"Ah, yes. I hope that you will appreciate it. I would have you try it on now, but after fainting, I find it unlikely for you to do so. I think it would be better if you tried it on, on the day of the ball. It will add to its surprise, don't you agree?" He asked, knowing full well that Penelope was impatient when it came to surprises. But she had to admit it was a fun idea and nodded.

"Ok! I suppose it will make me more excited to go to the masquerade ball. I do wonder though, why I have been invited. Ever since my mother's passing away, or now I suppose I should say murder, no one has invited me out to any event. I find it quite odd". As she spoke, she had pulled the blanket around her body and carefully made her way to her dressing gown, to make herself look more presentable. She was stopped, though by Claude who had already got it her and closed his eyes as she put it on.

She then gasped. "What if it is a trick?!" She exclaimed worriedly, thinking that Lucy may have planned it in an attempt to kill her.

"I have already made sure the event is occurring and have enough evidence to support that it is not a trick, now get back into your bed. It will not do you any good if you are to faint again. I believe Victoria has just arrived outside with the food I asked her to get. Please allow yourself to relax and I will begin to prepare your tea". She settled back in the bed and watched him leave the room.

Penelope sat thinking about the events of the past couple of days. And oddly enough she was more shocked at Claude making physical contact with herself more than anything else. She was confused to his behaviour when he had leaned in. For a second she had really believed he was going to kiss her. Yet, she didn't feel repulsed by the idea. 'What am I even thinking! Not only is he a demon, but he is my friend. I bet he didn't think about it like that at all' she thought, annoyed at her own ideas. 'At least' she thought 'our friendship is nearly back to what it used to be' she thought with a smile.

- WEEKS LATER-

It was the morning of the ball. Over the past weeks, Penelope had spent the time she wasn't working, hunting down her ballgown that Claude had strategically hidden. And every time she had been caught out by Claude, resulting in her being tickled mercilessly by him, and only stopping when she promised to not do it again. She had been so happy when he tickled her the first time, as he used to do that whenever she would search for her birthday presents as a child. It proved to her that their friendship had recovered and was even more overjoyed when he would only use the term 'mistress' in public.

So waking up, and shaking her red mane, she let out a delighted grin when her dress was hung up at the end of her bed. Feeling like a small child again, she controlled the desire to rip the dress cover off and look at the contents. Instead she willed herself to go back to sleep, until Claude would wake her up. Just last night, Penelope had fallen to sleep on Claude who had yet again been reading to her, and she realised that he must have placed the dress in her room when he was sure she was asleep.

"Penelope, it's time to wake up" came Claude's calm voice as he shook the lump underneath the covers. He gave an amused chuckle when said lump, growled in response. Enjoying her pain, he opened the curtains, allowing as much light as possible to soak the room and couldn't suppress the smirk that was plasted on his face when she cried out once she came out of her nest of covers. Covering her face, she flinched at the light but suddenly remembered the day.

"IT'S TODAY!" She shouted happily, forgetting her tired mood and dived off the bed, quicker than Claude had ever seen her move before. However, her pathway to the dress was cut of by an arm.

"First you will have your breakfast, then an hour of Latin with me in the study, then before dinner you may try on the dress. After dinner, Daisy will begin to prepare your bath and the preparations will continue until five o'clock, when we will set off to the Viscount's London estate". He explained and spun the girl around so that she was facing another dress laid out at the head of her bed.

"But can't I at least see the dress now?" She wined, annoyed that she had to wait even longer. His reply was to tickle her ruthlessly, ending up with her screaming with laughter. Trying to break free of his iron grip, tears of mirth ran down Penelope's face and she begged him to stop. When he finally did relent, she slid down to the floor and leant against his leg.

"Ok..." She puffed out "I will wait until later". Happy with her answer, Claude ruffled her hair, causing her to glare at his figure as it began to move to the door. He just reached the door when she threw a pillow at his head, which he easily caught and threw back at the bed.

"You don't want me to come over there and give you a repeat performance, do you?" He asked and she could detect the humour in his voice. Squealing in reply she jumped back under the covers and listened to him chuckle before the door clicked shut. Sighing, she pulled the covers back over her head and with her eyes closed, she waited for Victoria to come in. What she didn't expect was two cold hands grasp either side of her waist and tickle her. Eyes opening in a flash she saw his signature smirk and tried to speak between her cry's of laughter.

"I give up!" She cried for the third time and he finally stopped. Breathless with her blood red hair in a halo around her head, Claude felt the urge to take her right there. Shaking his head and hoping his eyes were not in fact red, he moved away and left the room, still hearing Penelope's odd giggles drift down the corridor. Claude over the weeks had only desired her more, and every night when she wrapped her body around his own, he felt the desire get stronger. It was at times like this that he had to get away for both of their sakes.

A couple of hours later, Penelope had finally finished her Latin work and kept bouncing up and down on her seat trying to contain the excitement rising up. Claude, who had been like a shark, circling her to make sure she was working well, had gone upstairs to fetch the dress and she was now in her seat waiting to see it. Suddenly the door opened and Claude came in, with the ballgown. Taking off the cover, he had brought a wrack for coats in from the entrance hall, and hung up the gown.

"Wow.."