Author's Note: The following is AU Charloe, inspired by Priya who suggested a fic in which Bass wears paint splattered jeans and not much else. In the following story, Bass is an accomplished painter who has signed on as artist in residence at a hot Chicago gallery. Charlie is a summer intern at that same gallery. Bass is intrigued by straight-laced Charlie, and she in turn is fascinated by the care-free artist. As his newest muse, she may just inspire him to become something more than he'd ever dreamed possible.

Note: Real works of art will be featured throughout this story. Notes at end of each chapter will give more detail. I don't own any art or Revolution or Bass Monroe etc. Don't sue me.

Charlotte Matheson is excited to start the first day of her summer internship at the Clayton Gallery. Her Uncle Miles is dating the owner Nora (thank God for nepotism), and getting this job is a huge break for Charlie. Nestled in an old storefront on Michigan Avenue; The Clayton in one of Chicago's hottest new art destinations.

Charlie plans her first day's look carefully. She piles her long waves into a loose chignon, dons a black pencil skirt and blue button down. She puts on light make up, eye glasses and black suede pumps. Appraising her reflection in the mirror, Charlie is pleased. She looks professional and competent and fully ready to man the front desk at The Clayton. She grabs her purse and lunch bag and rushes to catch the bus.

She has time to visit Mariée before work if she hurries.

Getting off the bus in front of the Art Institute of Chicago, Charlie dashes up the steps and flashes her pass at Joe, the elderly guard who is working today, "Hey Charlie!" he yells with a smile as she speeds by.

Charlie navigates the aisles and corridors with a familiarity borne of visiting these halls for years. She is more at home here than anywhere. Glancing at her watch, she comes to a breathless stop at her destination: Mariée by Marc Chagall. It still takes her breath away every time she sees it. She stares at the canvas, soaking in the color and the beauty of one of her favorite paintings. It's on loan from a private collector in Japan and Charlie plans to visit as often as she can while it's here, but today she is short on time. Just minutes after arriving, she is heading for the front doors and exiting onto the street. Jogging (as best she can in heels) she makes it to The Clayton with five minutes to spare. Nora is nowhere to be seen, so Charlie takes the opportunity to browse the latest arrivals.

The gallery is a series of spacious show rooms. Charlie wanders through the first two before she finds anything that really catches her eye. On a back wall in the third show room hangs a new grouping of nudes. They are large canvases, full of careful detail. She is intrigued, leaning in close to inspect the brush strokes.

"You like it?" a male voice asks from behind Charlie.

"Yes, it's good." She replies without turning. "The detail is striking and the artist has really captured the light perfectly. The lines are clean, the shadows are quite lovely." She moves to the next in the series, "This one is even better. It's very evocative. Very sad, very beautiful."

"But?"

She shrugs, "But what?" she turns to face the customer who is asking questions. When she sees him, Charlie's heart beat picks up a notch. He's a little older – maybe in his mid-forties. He's dressed casually in a snug tee shirt, worn jeans and old brown boots. Crazy curls on his head and a scruffy beard on his chin should make him look like a homeless person, but somehow it works for him. It works very well. He is dead sexy, all lean muscle and big blue eyes and masculinity. An image of Michelangelo's David springs into her mind and suddenly, more than anything Charlie wants to see this man naked.

"But?" he repeats again. He looks amused, having noticed her not subtle admiration.

Charlie shakes her head to clear it. "But what? I didn't say but."

"I could hear it in your voice. What is it you don't like?"

She turns back to the grouping. "They're really good."

"But?" he prods again, laughter underlying the word.

"But I don't think the artist's heart is in it. I think he'd rather be painting something else." She pauses, "Sorry that probably doesn't make sense." Turning to him again, she sees surprise on his face, and then a mask of sarcasm slides over it.

"So you don't think he likes naked women? Like maybe the artist is gay?" His startling blue eyes sparkle. He seems to be enjoying this.

She frowns at him, "Obviously I don't know what the artist's sexual orientation is. I don't even know if it's a man. I'm just saying that I bet he or she would rather be painting something else." Charlie shrugs. "There's so much talent here, just not a lot of heart."

Just then Nora rushes into the room. "Charlie! I'm so glad you made it, and you've met Bass so that's one less thing we have to worry about this morning. I can get you on the front desk right away." Nora turns to go, motioning for Charlie to follow.

"Who is Bass?" Charlie asks, confused.

"That would be me." Michelangelo's David says, raising a hand in a little wave.

Charlie looks lost, "Nice to meet you." she says uncertainly.

He laughs as Nora walks back over with a sigh. "I guess you didn't meet him. Okay, this is Bass Monroe. He is our artist in residence this summer. He's living in the studio upstairs. These are his pieces." She points to the nudes.

Charlie gives him a chilly smile, "You could have told me that they were yours."

"You didn't ask." He replies, still chuckling. Bass likes that her cheeks are pink with embarrassment. She's sexy as hell even if she is dressed like a stuffy librarian. He has a feeling that if she ever lets her hair down, she'll be breathtaking. He saw the look she gave him when she first turned around. She's interested, and that is all right with Bass. For just a moment he imagines pulling the pins from her hair and yanking off those clothes. He has a feeling underneath that conservative outfit is some smoking hot lingerie. His fantasy is interrupted by Nora's voice.

"Bass," she continues, "This is Charlie. She's an art history major at the University of Chicago and will be my summer intern. She'll mostly be helping at the front desk and running errands." Nora starts to walk away, but turns quickly, "Oh, and she's Miles' niece, so don't get any ideas. Charlie is here to work, not play."

Bass' smile dims a little at the name of his oldest friend. "Miles' niece huh? You must be Ben's girl."

"You know my family?" Embarrassment forgotten, she looks at him curiously.

He nods, "You could say that. Your grandparents took me in when my folks died. Your Dad had already moved out by then, but Miles and I have stayed close over the years. We served in the Marines together, and retired about the same time. He went on to work in the police department, and I do this." He points to the paintings. "We still get together pretty often, and he helped me get this job."

Charlie smiles a little, "Yeah, I wouldn't be working here if it wasn't for Miles either."

He nods, thoughtfully. He'll have to ask Miles about her later. "Art history, huh? You like studying other people's art?"

"Yes, I do. Someday I want to work in restoration, hopefully here in Chicago at the Art Institute."

"So you want to restore art? Do you actually make any yourself?"

She hesitates, and then shakes her head. "No, not really. I"ve tried, but I don't have the raw talent needed to do anything like this," she points to his canvases. "You really are very good."

"Maybe you are too. Maybe you just need the right teacher." He watches her digest his double meaning, and the blush returns. This girl is really something. "I could teach you," he pauses carefully, his voice a little lower, "some techniques."

Charlie is clearly flustered, "I don't know." She looks at his nudes again, "Maybe." She blushes a little, but meets his gaze bravely.

Well, well. She seemed all shy at first, but now she's showing she can also be a flirt. More intrigued than before, Bass grins before taking a step toward her. "So we're going to be working together, we know a lot of the same people, we both love art, I love to make it, you love to look at it, you need a teacher, I'm really good at teaching…" he steps closer still.

He's now close enough that she can smell the soap he uses – he smells like surf and sunlight. She closes her eyes and her pulse quickens as he leans in to whisper, "Look at us Charlie. We have so much in common." She feels his breath against her ear, "I have a feeling that this is going to be one hell of a summer."

Charlie's eyes snap open and she watches him move back again - a smirk playing at his lips. She inhales sharply as he turns to walk away. Glancing over his shoulder, Bass catches her looking at his ass and he laughs. "Yep, one hell of a summer."

xxxxxxxxxxxxxxxxxxxxxxx

The rest of Charlie's day goes by in a blur. She doesn't see him again. Instead she keeps busy with training. Charlie learns the ropes of the front desk, how to man the phones, make appointments and greet the customers. It's going to be a pretty easy job, and she's excited to be surrounded by art and people who love it as much as she does. When closing time comes around, she says goodbye to Nora and gets on the bus. Sitting still for the first time all day, she can't stop thinking about the sparkling blue eyes and flirtatious smirk of Bass Monroe. He's exactly the kind of man her Dad has always warned her about. She shivers at the thought of the way he smells, and the way he laughs and the way he looked into her eyes like he could read her mind.

Damn. Charlie is in trouble.

Xxxxxxxxxxxxxxxxxxxxxxx

That night Charlie slips into her favorite cotton pajamas, and curls up with a Gustav Klimt biography and a glass of red wine. She reads until she can't keep her eyes open any longer. After setting her alarm for the next day, she turns off her lamp and goes to sleep.

She isn't sure how long she's been asleep when she hears a knock on the door. She gets up and groggily grabs a robe. She's putting it on as she heads to the front of her apartment. Looking out the peephole, she is shocked to see Bass Monroe has found out where she lives. She opens the door. He's leaning against the door jam, casual and yet somehow predatory. Charlie shivers. "What are you doing here?" she asks him breathlessly.

"Oh I think you know." His eyes are so blue and they churn with need. It's like looking into the ocean right before a storm. Her breath catches as he kicks the door shut behind him. "Come here." His voice is low and incredibly sexy.

Charlie knows she shouldn't. She knows she should open the door again and tell him to leave. She doesn't. Instead she moves to him as if drawn by an invisible cord. Bass pulls her close and their lips meet, softly at first. His mouth slants against hers, pressing for entrance. Her lips part for him with a low moan, allowing him to delve deeper into the kiss. Her tongue tangles with his as they explore each other. The kiss intensifies. Her robe falls away and his hands move. One finds the small of her back, pulling her closer. The other gently cups Charlie's breast, tweaking softly at the nipple as his mouth moves to her pulse…

Charlie jolts awake to the inky black of her bedroom, shaky and full of unresolved need. "Wow." She breathes softly. If her dreams are that good, how amazing would the reality be? She tries to shake off the dream and drift back to sleep but she can't settle. Finally Charlie gives up on the idea of slumber in her current state. Reaching slender fingers into her panties to the damp curls below; she finds a familiar rhythm and it doesn't take long to finish what her subconscious had started. Letting out a deep contented breath, she relaxes, quickly falling into a peaceful slumber.

Her final waking thoughts are of Michelangelo's David with a scruffy beard and a sexy smirk.

Xxxxxxxxxxxxxxxxxxxxxx

Charlie isn't the only one unsettled by their earlier meeting. Across town in the apartment section of the studio over The Clayton, Bass Monroe is plagued by sleeplessness. Every time he closes his eyes he imagines Miles' niece, and in his fantasies she is naked, and letting her hair down to hang in long waves over full, perky breasts. He imagines kissing her mouth and sucking her nipples and running his hands through all that hair. He envisions her perfect ass bent over before him, ready to be taken from behind. He thinks about what it would be like for her to ride him urgently and what it would feel like to plow her slow and deep from above. He wonders what she tastes like, and if she would moan while he licks her. He imagines her full lips wrapped around his dick as she meets his gaze.

His eyes pop wide open. Damnit. He can't be thinking about her like that. She's Miles Matheson's niece, for fuck's sake, and she's really young, but his eyes drift shut again and again he's plagued by fantasies of Charlie.

Shit. Bass gets up walks to the window, looking out at the Chicago night. Why is he thinking about her at all? They had ten minutes together. Yes, there was flirting on both ends, but since when does a few minutes of flirting send him into horny teenager mode?

Hell. He has to stop. These fantasies have to stop, but they won't stop. Now he's imagining her posing for him and his eyes aren't even closed.

Fuck it. Admitting defeat, he leans one arm against the wall next to the window, closes his eyes and lets the fantasy overtake everything else in his head. He thinks of Charlie as he takes his hard cock in hand, stroking gently at first and then with urgency. In his mind he is having his way with her and she is crying out for more as he pumps into her tight heat over and over until neither of them can think straight. Bass comes hard and his seed sprays the window pane. He leans his face against the wall, breathing heavily – relaxed at last.

Damn. He doesn't even remember the last time his imagination took him to that level of release. Miles' niece or not, he needs to see Charlie again, and not just for a few minutes. Bass makes a decision, and then a phone call. He leaves a message for Nora, suggesting a new role for her summer intern.

Relaxed, sated, and confident that he'll be seeing a lot more of Charlie – he crawls into bed. It's very late, but hopefully he can get a couple hours of sleep before he has to get up for the day. Bass drifts off quickly, a satisfied smile on his face.

Xxxxxxxxxxxxxxxxxxxxxx

Charlie wakes up excited for her second day at work. She dons a grey sleeveless dress. It is short but still very professional. She puts her hair up and slips her feet into red Mary Jane heels. They are higher than she usually goes for, and had cost her more than she should have ever spent – but they are her favorite shoes. She knows they make her legs look a mile long, and suddenly she's wondering if she'll see Bass Monroe today. She takes in a ragged breath, and then grins at her reflection.

Charlie leaves her apartment earlier today so that she can visit the art museum at the leisurely pace she prefers. On the bus, she takes a few minutes to call her Dad and see how he's doing. He sounds a little tired, but very happy. He and his girlfriend Maggie want to know if she can come to dinner on Friday. She agrees with a smile. She's only been living in her own apartment for six months. She still loves visiting her family whenever she can.

She exits the bus in front of the museum and heads in, flashing her pass. Joe is working again, and today she takes a few minutes to visit with him. He's in his seventies and always treats her like a granddaughter. Charlie adores him. "Hi Joe. How is Stella? Is she still bugging you to retire to Florida?"

"Yes Charlie, that woman never gives up. Seems to think we're getting too old for Chicago winters. I keep telling her I don't want to trade Chicago for anything."

Charlie laughs, "I understand. I don't think I ever want to leave the city either. I'll see you later Joe. Got to hurry so I'm not late for work."

She walks briskly to her spot, settling on a bench that is placed not far from Mariée. Charlie sits there for almost five minutes, silently taking in the beauty of the canvas before her. It's not Chagall's best work, she supposes - but it speaks to her in a way his other pieces don't. Glancing at her watch, she sighs and stands. Soon she is on Michigan Avenue again, walking toward The Clayton, ready for another day at the gallery.

Xxxxxxxxxxxxxxxxxxxxx

When she pushes through the front door, Nora is on the phone at the front desk, "You're sure you're okay with this?" Nora waits for an answer and then, "Okay Miles. We'll see what happens." Nora hangs up, glancing Charlie's way with a pensive frown.

"Everything okay Nora? Is Miles all right?" Charlie asks, worried.

Nora nods, "Yes Charlie. Everything is fine." She watches as Charlie stows her purse under the front counter and settles onto the chair. "You aren't going to be working the desk though. We've had a change of plans."

"What am I going to be doing instead?" Charlie asks, curious.

Nora motions upstairs with her head, "Bass has asked that you be his assistant." Nora sounds reluctant, but resolved. "It will entail getting supplies, helping him deal with the models, bringing him coffee, really whatever he wants." She pauses carefully, and then raises an eyebrow, "within reason of course."

"Of course." Charlie replies slowly, even as her heartbeat picks up speed.

Nora mistakes Charlie's response for being less than enthused. "It will be a good experience Charlie. Imagine how it will look on your resume."

Charlie smiles, "I'm sorry if I didn't sound happy about it. I'm just trying to process the change in plans. It should be," she hesitates remembering her dream from last night, "exciting."

Nora chuckles relieved that Charlie is on board. "Well, your first exciting task, is taking his coffee up to him. He's not a morning person, so don't expect much human interaction until he's drank this." Nora thrusts a Starbucks cup into her hand. "Go before it gets cold. He's got a temper, and there isn't much that will set him off like cold coffee."

"Yeah," Charlie says sarcastically, "I can see why you think this will be a good experience for me." She takes the coffee and heads for the open stairs at the back of the gallery.

Xxxxxxxxxxxxxxxxxxxxxx

Bass is not having a good morning. He's exhausted, having had not close to the sleep he needs. When his alarm had went off, he'd been reminded that he had an early sitting and the model had actually shown up on time which meant he was behind his easel instead of under the covers. The model – her name might be Anna but he can't remember and honestly doesn't care – is lounging on the red sofa, her eyes closed. She looks relaxed, but the pose feels lacking. He's too tired to care right now, and continues painting.

Hearing a noise, he glances over his shoulder and there she is – his new assistant Charlie. Tired or not, he appreciates her beauty, and his heart skips just a bit. She's here. His plan has worked. Charlie's still got her hair up and still wearing the glasses, but her look is far less conservative today. The grey dress is almost shapeless, but short enough it shows off legs that are tan and toned and go on forever. She's wearing sexy red heels and he imagines her posing for him wearing only those. Damnit. Maybe asking for her had been a mistake. She's going to be an epic distraction. He looks her up and down once more, feeling a stirring in his gut.

No. No mistake.

Charlie's looking around the studio, taking it all in. She walks his way and hands him his coffee without saying anything.

"Thanks" he says, taking the cup from her. Bass watches Charlie thoughtfully. He's curious how she will react to the naked model. Some people take nudity in stride. Others get anxious or nervous. Charlie eyes the girl openly. She doesn't look nervous. If anything, she just looks curious. He smiles a little into his coffee, realizing his first impression that she was a prude is quickly proving to be very wrong indeed.

Charlie walks behind him to look at his work in progress, before looking at the model again. Her brow furrows. Clearly something is bothering her.

His smile fades. "What?" he asks tersely.

She shakes her head, "Nora told me not to talk to you till you've had your coffee."

Purposefully he sets his cup down and crosses his arms staring at her. "Whatever it is, just say it."

Charlie glances his way and sees he's not going to let it go, so she takes a deep breath and dives in, "This pose is all wrong." She walks up to the sofa and motions for him to follow. "With her arms down like this, the line of her body looks shorter than it should. I think if you moved her right arm above her head and tilted her torso toward you just a bit, it would be so much better."

Bass glowers at her and then looks at the model who is watching the interaction with interest. "Show me." He says, challenging her.

Charlie nods to him, then looks at the model with a smile, "Do you mind if I change your pose a bit?"

Anna – or whatever her name is, just shrugs. "Whatever is fine with me." She says, smiling back at Charlie.

Charlie leans right in and moves the model's right arm above her head. Then she grasps the girl's hip gently – pulling it just a little forward. "Look." Charlie says, pointing, "The right breast is higher now, the curve of it melts into the line of her arm. This pose elongates her form while also adding more depth." She finally looks at Bass to see what he's thinking. His face is devoid of emotion. Charlie's stomach falls. She should have kept her mouth shut. Now he's going to be mad.

The truth is he's not mad at all. He's impressed. Charlie is right. The slight change to the model's pose does make for a better composition. She was right yesterday too. His heart isn't in this anymore. Sometimes he feels like he's just going through the motions. Charlie is young but she sees things. He's impressed and also completely turned on. The way she is so comfortable telling him (essentially a complete stranger and professional in his field) what to do is refreshing and also hot. That, combined with her obvious lack of discomfort around the model's nudity is taking a toll on him. Watching her touch what's her name made him hard. The arousal is the only thing that has him irritated right now. He frowns at Charlie, "Leave the models to me Kid. I'm not starting over." Turning to the model, he says "Move back where you were." Bass walks to his easel, noticing the way Charlie's shoulders slump for just a moment as the model resumes her earlier pose.

Charlie collects herself quickly. "No problem. It was just an idea." She smiles at him but the smile does not reach her eyes. "What would you like me to do?"

Bass nods to a large desk in one corner, "There's a list. Go to the art supply store and get the stuff on it. There's cash in an envelope under the list."

She finds the list and cash easily and leaves without saying another word. Bass stops painting, staring at the model. "Um Anna?"

"It's Stacy." She says with a frown.

"Sorry, STACY, can you move into that other pose for me?"

Stacy's expression goes from annoyed at his not knowing her name to amused by his change of heart. "So the pose you just told that nice girl you hated?"

He scowls. "Can you do it or not?"

"Of course." She laughs, moving into the alternate pose. Artists can be such assholes.

Xxxxxxxxxxxxxxxxxxx

It takes her three hours and two different art supply stores, but finally Charlie gets the last of the things on the list and heads back to the gallery. The place is pretty busy and Nora is nowhere to be seen so she goes straight up to the studio. The model is gone – probably for a lunch break, and she can't see Bass anywhere either. Charlie drops the purchases on his desk, along with his change, and then she kicks off her heels. They may be the sexiest shoes in her closet, but they start to kill after a while on her feet.

Barefoot, she pads over to the easel and looks at the painting in progress. She'd been gone for just a few hours, but he's done a lot in her absence. She can't help but smile when she sees he used her pose after all.

Bass has just returned from a nearby bar where he'd eaten a quick lunch. He tops the stairs and comes to a stop. Charlie is here. She's looking at his work from the morning session and hasn't noticed him yet. He takes a moment to enjoy the view. He sees that she's kicked off the hot red shoes. Strangely, seeing her barefoot in his personal space is even sexier than the heels had been. He walks closer, taking in her long limbs and the curve of her ass in that short dress. Bass is close enough to smell her now. He closes his eyes, inhaling her scent: vanilla and apples… hell she smells literally good enough to eat.

Charlie is smiling as she turns, running right into his chest. She cries out in surprise and stumbles back a step. Bass steadies her with hands on her bare shoulders.

"Sorry, I didn't realize you were there." She stammers. Charlie is unnerved by his unexpected proximity and by the fact that he caught her looking at his work. It doesn't help that his hands are now resting on her upper arms – sending a shiver down her spine.

"No, I'm sorry." His blue eyes seek out hers and she recognizes sincerity there. "I shouldn't have snapped at you earlier. You were right. Your pose was better than mine. So I'm the one who should be sorry."

Charlie nods. "It's okay Bass." This is the first time she's called him by his name and it tastes good on her tongue. His hands squeeze her arms ever so slightly and she feels heat blooming in her center. Charlie holds his gaze for a moment longer than necessary. Neither of them moves. Then her eyes drop to his lips and she wonders what it would feel like to kiss him, to have her body pressed against his. Guiltily, she looks into his eyes again and sees something new there: hunger. His hands are burning into her flesh. Charlie sharply inhales as desire overwhelms her.

Bass watches her carefully. He hadn't planned on making a move yet. He's only known Charlie for a day, and they have the whole summer ahead of them, but he can't help himself. When she looks at him like that, he knows he's a goner. Slowly, lightly, he runs his fingers down the length of her arms. When their hands meet, he pulls her closer. Bass sees in her eyes that she knows he wants to kiss her. He also sees in her eyes that she wants it too. That's all the green light he needs. Bass leans in, his lips almost touching hers when they hear footsteps pounding up the stairs.

Charlie pulls back from Bass with a jolt, her eyes wide. It's Nora. "Hey guys, just wanted to see how everything is going so far?" She smiles at them both. Luckily for them, she is preoccupied with her own day and doesn't notice the tension in the room. "So," she repeats, "How did it go?"

"I think it was good." Charlie says, a blush creeping up her cheeks.

"Yeah," Bass replies, his voice a little husky, "I think this…" he pauses, glancing at Charlie, "this is going to be very good."

Author's Note: Marc Chagall's Mariée really is owned by a private collector in Japan, but to my knowledge it is not currently on display at the AIC or anywhere else. It just happens to be a favorite of mine. When I was in art school I had a framed copy of it above my bed. **sigh**

We all know Michelangelo's David. The fact that he has a perfect physique and curly hair and just happens to be named David…. Pure coincidence, I assure you.

In this chapter, Charlie was reading a biography about the artist Gustav Klimt. If you aren't familiar with the name, you are surely familiar with "The Kiss" which is one of his most famous works. I tried to insert pics of the art, but FF won't let me. Sorry. :(

Special thanks to Priya, not just for the story suggestion, but also for acting as my beta and collaborator on this fic. THANKS

Please review! I'd love to hear what you think. My goal is to post chapter 2 within the next week or so. Also FYI I'm working on the final chapter of After the S**T Happened, so be on the look-out for that as well.

Pics of paintings on my Tumblr Page (LemonSupreme) /Zpx0yn1I-wO5s