A/N: Hopefully I kept Frances as IC as possible. I had to fudge a little when it came to meeting/marrying her husband. I kind of feel bad because I like him, but this wouldn't work if he was totally perfect. I felt like her side of the story needed explaining so here it is...

Frances tossed and turned in her bed. She was visiting her nephew with Elizabeth, and was sleeping in her old room at her old home. She wondered, not for the first time, how the room had been replicated so perfectly.

The house had been all but destroyed in the fire that had taken her elder brother's life, and she couldn't imagine how Ciel had managed to remember even the smallest details of an unused bedroom. She tried to stop this train of thought so that she could get to sleep, since it was well past midnight, and she liked to wake up early.

Another hour passed in vain as she tried to get herself to sleep. She was tired, dammit, and she at first wasn't sure what was keeping her up. She was neither too warm nor too cold, the bed was very comfortable, the sheets were silky smooth, she wasn't hungry or thirsty, and she was neither stressed nor anxious. She was just restless and didn't know why. Rather, she supposed, she didn't want to admit why.

After dinner that clumsy maid had tripped and knocked into Frances, sending her falling onto that damned butler and knocking him over. She had gotten up quickly, but when she had begun to pick herself up, for just the briefest moment, she wanted something.

She wasn't quite sure what that something was, but knew it was indecent enough that she had kept herself from wondering. But that vague feeling of want had stayed with her, even though she did her best to ignore it.

Her mind drifted off again, rambling through thoughts of the past and future. Frances wished she was back home so that she could go curl up against Alexis. Although they no longer shared a bed very often, she was sure that his warmth and steady breathing would be able to lull her to sleep.

Her marriage had, of course, been arranged, but she counted herself lucky that they got along well. They respected each other, liked each other, and were affectionate if rarely intimate.

Once she had given him two children, he had not often joined her at night. She'd had some trouble with Elizabeth's birth, and the doctors had told her she was likely infertile. No longer good for producing more children, there was not much reason for her husband to come to her.

Frances knew that instead he sometimes found his comfort in other women – barmaids and serving girls, probably even the occasional whore. She didn't mind, really. It didn't happen frequently, he was discrete about it, and it had never seemed to carry any emotional attachment.

Frances did think it unfair that she couldn't rightly go to someone else. It wasn't as though she was particularly lustful, but now and then even she craved to be touched and kissed and loved.

She had spent enough time with Rachel's sister to have heard stories of how her lover ought to make her feel. Angelina had even dared suggest that if Frances wasn't being adequately "provided for" by her husband, that there were plenty of men whom Angelina might suggest in his place. Frances knew that other ladies sometimes took such liberties, but she had always been able to deny herself.

Thinking about such a sordid subject had put Frances's mind in the wrong place. Now sleeping was certain to be nigh impossible, what with the small flame of desire that had grown within her as her imagination took her places it should not have been. She tried to sleep, and, if not, to at least think about more appropriate things.

Unfortunately her mind wandered back to earlier that evening. She shouldn't be seeing his face at the same time she rubbed her thighs together to try and ease some of the discomfort she felt.

She didn't even like him. He had never done or said anything that had angered her, there was just something very visceral that made her uncomfortable. He acted so properly, so flawlessly, and yet something about him bothered her immensely.

Perhaps it was that he was inordinately pretty - she thought that a better word than handsome, his features were too delicate and doll-like, and she wouldn't let herself call him beautiful. Or maybe it was his too graceful way of moving, or overly rich voice, or any of the myriad other things that just made her wonder how any man was created so perfect.

But despite the fact that something about him perturbed her, she could not get him out of her head. Something about him just told her that he could give her what she desired. She didn't even know why. He had never given the slightest hint that he had sexual desire.

Other men's eyes tended to follow beautiful women when they passed, or wander when they thought no one was looking, and she had never once seen him do that. She would think he preferred men, but neither had she ever caught him looking at his own gender. Nonetheless, he exuded an aura that made her think he was probably just as skilled in that area as he was at everything else.

She cursed herself for keeping on this track. It was doing her body no good, and she was feeling increasingly uncomfortable. She threw off her sheets, which now felt stifling. When she rolled onto her stomach, her gown pulled just right against her now-sensitized body. Her eyes fluttered closed momentarily, and when she opened them she had made a radical decision.

She needed a warm body against hers, and she wanted it to be Sebastian's, in all its perfect angles. She was just curious, she told herself. It wouldn't happen again, and afterwards she could go back to being a perfect wife. But as much as she tried, she could not always be perfect, and this time she just couldn't quite help herself.

She crept out of her room slowly, and as quietly as she could manage. Luckily, the mansion was fairly new, so there were no creaky doors or floorboards just yet. She assumed that the rest of the house had been rebuilt to resemble its previous state, so unless the servants were sleeping in guest rooms, she knew which room should be Sebastian's.

She stopped outside his door. She could see the faint glow of a light, and reasoned that this was definitely his room, since none of the other servants would be up at this hour. She stepped inside quickly, and brought her eyes up to look at him. He seemed to be doing paperwork, but his gaze quickly snapped up to stare at her.

He looked even more entrancing in the candlelight, the softness of the light offsetting his somewhat sharp features. As soon as he recognized who the intruder was, Sebastian rose and dipped his head.

He asked her if there was something that she required, but she stayed silent, suddenly self-conscious. She had given a lot of thought to her feelings, but she hadn't actually considered that he might turn her away. She would be so terribly embarrassed if that happened, and she was momentarily frozen.

She didn't think she could speak quite yet, so she moved toward him a few steps. He mercifully spoke again, asking her if she wanted a drink. He had given her a way out, and oddly this helped her regain her confidence – she could back out now, but decided firmly against doing so. She was his superior and Frances doubted she would be turned down if she made her intentions clear.

She had found her voice again, and did her best not to display any nervousness. She told him to sit in her most demanding voice, and gestured very pointedly to his bed. He obeyed.

She walked towards him, blowing out the lamp on the way. She stood over him and stared down, hoping that by now he knew what she wanted, and that his obedience was an invitation to continue.

She kneeled over him, pushing his shoulders back so that she was straddling him. They were roughly in the same position that they had been when she had fallen into him earlier. He was maddeningly calm even now.

"May I ask what you're doing, Lady Middleford?" he asked, voice deep and melodic and enough to almost make her shudder in desire. "Frances," she responded. She wouldn't let him make a mockery of her station while she did this.

"May I ask what you're doing, Frances?" was his next comment, and she was surprised at the rather saucy tone he had. It secretly pleased her that she had gotten him to drop what she had always suspected was a façade of absolute politeness.

"I can't imagine a man with a face as pretty as yours has no inkling as to what I'm here for," she told him. She knew that he knew, and probably just found it amusing to make her admit out loud what she wanted. She let her right pointer finger travel from his brow down over his high cheekbones before brushing along a strong jawline. She felt more than heard the soft laugh he gave at this.

"I was just under the impression that you weren't particularly fond of me." It wasn't as though she had bothered to hide it. "I'm not," she said, not wanting him to get any undue thoughts about her feelings for him. "I'm just feeling rather restless." That was true enough. It wasn't quite the confession that he wanted though.

"You've always seemed to be satisfied with your husband." This time she almost bristled at the emphasis he put on "satisfied", but she would not deny what she knew to be true. "As a husband, yes. As a lover…" she let her voice trail off, not sure how to end the sentence without disparaging a man that she did care very much for.

Sebastian stared at her curiously for a moment, and when he flipped her onto her back and loomed over her, she was silently relieved. He wasn't going to refuse her, and she knew she could at least count on him keeping silent about this.

She was surprised when he kissed her. In some ways that seemed almost more intimate than what she wanted, but she quickly decided she liked it. His mouth ventured down her neck, and when she felt unexpectedly sharp teeth scrape against her skin, her pulse fluttered in a way it never had.

She felt him reach for the buttons on her nightgown and was suddenly nervous again. She knew she was attractive, but surely women far more beautiful than she had shared his bed. God knew a face like his could get him any woman he wanted – he'd enticed her with exactly zero effort on his part.

She also imagined she was at least ten years older than him, probably a bit more. He looked to be in his mid-twenties, and couldn't possibly have been more than thirty. She, on the other hand, was old enough to have a son already grown. She supposed he found her at least adequate when she heard him hum appreciatively, eyes hungrily staring down at her breasts.

He gave them only the most rudimentary of touches before leaning down and pressing warm and wet lips against her flesh. She fought to keep herself silent, not wanting him to know just how much she was enjoying this.

She couldn't stop herself from shuddering minutely when he kissed somewhere sensitive though, and she almost jumped when he licked her, his tongue pulling across a nipple. For all his former propriety, he was apparently as indecent as they came.

She didn't really notice that he had unbuttoned her gown the rest of the way down until she shifted a little and it slipped open. He had also removed his own shirt, and she almost wished he would stop for a little so that she could just stare.

She briefly traced her fingers over tight stomach muscles that twitched ever so slightly as her hands drifted lower. Instead of continuing her downward path she sent her hands around his back, scraping her nails against his skin.

And finally, he delivered on what his previous touches had promised. Frances's back arced upwards instantly when she felt his fingers in her. He was almost frighteningly sure of himself, and delightfully skilled. She gazed at him from under half-closed eyelids, her eyes catching and holding his as his fingers thrust in and out.

When she felt a third long finger sneak in next to his other two, she began to feel strange. Frances wasn't stupid, and although she had never once actually had an orgasm, she was certain that was what she was beginning to feel. She couldn't stifle a breathy gasp when it finally crashed over her, and for the first time that night the lingering guilt that plagued her had completely fled from her mind.

When Frances opened her eyes to look at Sebastian, he held her gaze and brought his right hand to his lips. Her cheeks absolutely burned when he began licking his fingers off. The man had to be completely shameless to be able to look her in the eye without even a hint of a blush.

Finished, he reached down, and Frances heard cloth rustling and metal clanking softly. She knew he was finally undressing, but was still a bit too embarrassed by his earlier spectacle to watch as he did so.

She looked up at him when he climbed back over top of her. His hand touched her again, though this time it was to guide him. He wasn't slow or gentle, and quite suddenly every inch of him was buried in her. She hadn't exactly seen many men unclothed, but it was rather more inches than she was expecting, and her breath skipped at the slight discomfort.

She was surprised, since she'd had two children, but supposed that was long in the past, and her husband hadn't approached her for at least three years. To her chagrin, Sebastian seemed to notice. "It's been that long?" He hadn't even bothered trying to hide that he was nearly laughing. "It's been awhile." She couldn't keep her eyes on his while she admitted things like this. "You're also a bit more…substantial." She instantly regretted letting that slip out of her mouth, and opted to stare at the wall until he did something.

Thankfully he was quick about it. He began thrusting against her, and this time her body welcomed him happily. This was exactly what she had wanted. She wasn't silly enough to think he actually cared for her, but he cared enough to make sure she enjoyed this, and that was all that mattered to her.

She could have let him go on like this for eternity, thrusting slow and hard and deep as she arched to meet him each time. But he seemed to want something else, and her eyes snapped open when she felt his hand on the back of her knee.

Her leg was suddenly pushed up, stretched toward her head but not uncomfortably so. When he thrust back into her she realized why he'd wanted to shift positions a bit. The angle was better for him, and he could press his hips flush with hers and fit every last centimeter of him in her. He sped up some too, and it was enough to make Frances come again.

This time it was more intense for her. She could feel her inner muscles tighten around him involuntarily. She felt him shudder slightly, and she was shocked that he could keep going without breaking rhythm. Then it dawned on her that he hadn't orgasmed. She wondered how exactly he had grown to be so patient. She felt almost bad, and was a bit worried that she hadn't been able to satisfy him. Men weren't supposed to be difficult; Angelina had often regaled Frances against her will with stories of how easily one could make them beg.

Frances briefly wondered if Ciel's other aunt had done this with Sebastian too, but decided that right now she really did not want to know. She wasn't sure if she'd feel jealous, and she didn't really want to find out.

Thoughts back to the moment, Frances looked up at Sebastian. His eyes were almost pleading with her, and she realized he probably wasn't sure if he was allowed his own pleasure. He also might be concerned about getting her pregnant, since even with his seemingly infinite knowledge he probably didn't know it was no longer possible for her. She couldn't believe he could still be so – polite, for lack of a better word. She thrust her hips up into his this time, trying to entice him back into a rhythm.

She was a bit confused for a moment when he pulled away still further, but when her flipped her over she almost wanted to slap him for daring to put her in such a degrading position. But before she could even get out a word of anger he had thrust back in fully, and the words died on her tongue as she groaned and bit into the pillow next to her.

This time his thrusts were markedly faster, and he seemed intent on going faster still. She was ashamed to be enjoying the rough treatment so much that she was moaning almost constantly, and kept her face hidden in his pillow.

She couldn't believe she was now close to a third orgasm and she hadn't been able to get a sound out of him. But as her body succumbed to the heat spreading through it, she stopped caring as much. Until the heat began receding as he slowed down. She mindlessly thrust her hips backwards to try to keep up his previous rhythm, but he moved back in time with her. He kept his thrusts maddeningly slow for a bit.

She felt him lean over her a little, and then she felt strong fingers grip her hair quite hard. He forcibly moved her face away from the pillow. Then he said what had to be the most insulting word in the English language, in a more commanding tone than even her father had been able to muster.

"Beg," he ordered her. Her only solace was that his voice, though demanding, sounded like it was coming through teeth that were tightly clenched in an effort to remain in control.

She was angrier than she'd ever been. She had allowed him some liberties, for after all she had been the one to come to him, but this crossed a line. She wouldn't stand for a man probably closer in age to her son, and a servant on top of that, to give her orders.

"I will not beg," she almost got out, but his fingers had found somewhere wonderful and the last word crumbled into a low moan. He hadn't touched her like this yet, his fingers carefully teasing a swollen piece of flesh that created much sharper spikes of pleasure than anything he'd done so far. If he would just touch a little more towards the center she would be finished.

She tried to follow his fingers with her hips and make them rub on the right spot, but he was much too quick for her. She also realized she must be providing quite a show for him, and promptly gave up. She told herself she'd punish him later, when her position was less…compromising.

"Please." There. That was all she'd allow out of her mouth, at least that's what she thought. Finally, finally he brushed over just the right spot. She tried to press down against his hand, but he was again able to keep her from doing so.

She was terribly embarrassed by what she was about to say, but her desire to come was more pressing. "Please let me come." She was glad he probably couldn't see her blush when she said this. He thrust harder, gaining back a fast rhythm. She wasn't sure how he knew what would keep her teetering on the edge, and she was so very close, but it was just less than enough for her.

As the combination of his fingers and thrusts turned the pleasure very intense, she finally gave him what he'd wanted to hear. "Please fuck me, Seb-ahhhh!" She had never used such a word before, but it slipped out and by the time she noticed, she didn't care.

Her mind was perfectly blank for a couple moments, and she felt her muscles clench around him again as she balled her hands in his sheets. He lost his rhythm and thrust deep and hard, and his hips jerked sharply into hers a couple times without withdrawing much at all. She could just barely make out the low groan that signaled he had finished.

He fell bonelessly back onto his bed and pulled the sheets over them. She knew she ought to leave, but she wanted to pretend for a little that this wasn't the end. He had more than satisfied her curiosity, and she knew she would probably not do this again, which made her a bit sad.

He didn't seem to mind, and he even held her close and let her fall asleep on his shoulder. She knew it wasn't real affection, but he pretended so well that this time she didn't mind that it was too perfect.

She slept very well, and didn't even notice when he awoke and got out of bed. When he woke her he was already washed and dressed. Even though she was still naked and wrapped in his sheets, in the morning light he'd reverted to addressing her as "Lady Middleford" when he woke her up. She was glad he didn't say anything, or ask her something. She would probably have said something she'd end up regretting later.

They returned to their usual roles, and really, she wouldn't have wanted it to end up differently. But still, on lonely and sleepless nights, Frances would let her mind wander places it shouldn't, wishing and wondering and finally just waiting for the desire to pass.

More random A/N: Ending things is soooo hard. I have a new respect for people who can make good ones. Also I reuse some words way too much but I'm lazy and can't think of new ones. Anyway, hope anyone reading enjoyed! Somehow my crack pairing turned into my favorite pairing even though it will never happen. I'm not going to beg for reviews but instead beg for someone else to take this pairing up. Please? Also can we get Frances her own entry on the character dropdown list? Or am I missing it? I feel like she's important enough.