Disclaimer: I own neither Final Fantasy XII nor its characters.

A/N: I couldn't bear it further. After the pleas and begging, I am now tip-toeing into a realm I've read, but never attempted to write. I hope you can forgive the character flaws as I am still in a learning process here. I shall hope that my endeavors into exploring a relationship between this pair is, at most, believable. Please don't expect fluff...we all must first learn to walk before we run. Enjoy!

Not Good Enough

Penelo rolled her eyes and shook her head. Balthier was at it again. It wasn't that his actions bothered her. She really didn't care. The man had a snarky comment for every situation and a pick-up line for every single woman, but with Penelo he opted for indifference. 'At least ever since the handkerchief incident,' she amended in her thoughts. She attempted reasoning the matter in her head as they traveled, but could never come to a definite conclusion as to why he seemed to forget that she was female. Even Basch knew she was a woman and he was twice her age.

She listened to the brown-haired man use his silvery tongue as the two twittering female shop keeps stood there in awe of his presence. Penelo suppressed a laugh. The man was a walking book of bad poetry and these two were worshiping it as sacred text. It was almost too much.

Penelo began inspecting a bauble, that by the looks of it was priced far more than what it was worth. It was pretty, but she wasn't willing to part with her Gil over a nonsensical treasure. She sighed. You couldn't really expect much honesty in a run down desert city that was littered with refugees and criminals. And speaking of criminals…Balthier was in fine temperament as he paid compliment after compliment to the buxom pair. It made her wonder if the man even remembered what he was buying anymore.

She took a step away from the stall and looked around the dusty streets of the once noble city of Nalbina. Is this what Rabanastre would look like one day? She frowned.

"Is something the matter, Penelo?" A drawling voice questioned next to her.

Penelo shook herself out of her melancholy. "Oh, no, I was just thinking."

Balthier peered at her skeptically, but remained silent. With a slight twist of his head, he wordlessly asked her to follow him. Penelo kept pace at his side, taking in the sights of the once grand fortress. It was depressing.

"Military fortresses always tend to lack the luster of grand cities," Balthier said with disdain.

"Oh?" She tilted her head to look up at him questioningly.

The brunette stopped and pointed down the street they had just traveled up. "One way in, one way out. That is unless you are skilled in the fine arts of scaling walls by foot."

Penelo smiled at the image that popped into her head. "Yeah, I'm sure that wouldn't make you look good."

"That is why I have an airship," he said with a wink, making her laugh.

Balthier gave her a half smile and then scanned the immediate area. His eyes settled on a far off stall and he began to walk in that direction. Penelo smiled and walked just a step behind him. Leave it to Balthier to put things in a thief's perspective.

"You're falling behind," he chided as he looked back to her with a smirk.

"Yep," she agreed happily. "Besides, I'd hate to break her heart."

His gaze followed her finger that pointed in the direction of the stall they were headed towards. It was run by a husky female Seeq. Balthier gave Penelo an appraising look before giving a short laugh and made his way up to the stall. It seems the man had no qualms when it came to women as he lavished praise on the leathery skinned Seeq.

Penelo stood nearby listening to him go on about the woman's choice in jewelry and the way her bright clothing offset the sheen of her dull grey skin. She sighed as she watched some workers repair a wall nearby. He would flatter a Seeq, but not her. Perhaps it bothered her a bit more than she thought.

"We're through now, let's go." His voice snapped her out of her contemplation.

They walked back to the city gates by the same path they had traversed, but this time in near silence. They met up with the rest of their party and Penelo took her customary position next to Vaan. She watched as Balthier offered the princess a bangle with his expected flourish of words. Ashe gave a tiny smile and Penelo felt guilty. Ashe rarely smiled, so perhaps Balthier's forked tongue served some greater purpose.

Penelo silently waited as Basch made arrangements for chocobos. Vaan had tried to coax a word from her with his endless questions, but Penelo was too busy being torn from guilt and envy. She finally gave Vaan a good punch in the arm causing him to squawk indignantly before storming off.

"An effective method in silencing the boy," Balthier said with a hint of amusement.

Penelo startled.

"For you," the sky-pirate said as he offered her the bauble she had eyed earlier.

She looked up at him in confusion then she smirked. "Let me guess, because it matches my eyes?"

Balthier gave a roguish grin. "Hardly, for I fear this item is about as gaudy and overpriced as they come."

"Then why did you buy it?" she asked and tried hard to mask her disappointment.

"I stole it actually."

"Fine, then why did you steal it?"

He cocked an eyebrow at her. "Because I had thought you seemed to like it."

"I do," she said in a guilty rush, fingering the bright gemstone. "It's just I thought, well, you know…"

Balthier gave her a smile that seemed misplaced on his features. It was almost honest and sincere. His right hand came up and he fingered the feather at the end of her braid.

"Pretty words are not good enough for the likes of you, Penelo," he stated softly as he dropped his hand.

"Oh," she said in a small, unhappy voice.

"A woman such as you deserves nothing less than the plain, simple truth."

His matter-of-fact tone left Penelo eyeing him with suspicion. Balthier was not a man to offer the truth when lies came much easier to his lips. He smirked down at her and gave a chuckle.

"I wonder. Will you always be this suspicious of my intentions?" His tone was laced with suppressed laughter.

"Will you ever stop comparing women to flowers?" she quipped with a tilt of her head.

Balthier shook his head and laughed. It was a full, happy sound that made Penelo grin in spite of her inner turmoil.

"Well I suppose the truth is a nice change, coming from you at least," she said with a grin. "Thank you, for the present. I shall wear it close to my heart, always."

She gave him an exaggerated wink and the man laughed outright once again. He walked away with a huge smile fixed on his face and Penelo fingered the bauble tenderly. Perhaps she didn't need his pretty words after all. The truth was far more gratifying.