The wind blew in Elizabeth Swann's face as she walked up to Jack Sparrow. He was looking out at the sea. She walked up behind him and said quietly, "Jack?"

Jack turned abruptly and said, "Hello, love." Then he turned back to his beloved sea.

"Jack, I need a favor." Elizabeth said shyly, biting her lower lip.

Jack turned around to face her and said, "And what might that be?"

Elizabeth was nervous about asking, but she had to. "Well, I need your help."

"Yes?"

"I need your help with something…and I don't know how to ask."

"Just spit it out, love."

"Fine." Elizabeth sighed and turned her back to him. "I need you to…teach me…." she turned back to Jack and finished, "I need you to teach me to please Will. For our wedding night. And you're the only person I trust enough to teach me."

A huge grin spread across Jack's face as he processed what she had just said. "Well, love, I'm honored that you would come to me for that sort of thing, and I would be honored to give you some….lessons."

Jack waked around to her back and gripped her upper arms as he began kissing down her neck.

"J-Jack. This isn't what I meant." Elizabeth said as she turned around.

"Ah, but the best way to learn is to learn by doing. Is it not?" he smiled slyly.

Elizabeth tried to stammer out a response, but she was quieted by Jack's lips against hers. His lips moved against hers, and, at first, she was hesitant. But soon, she let her repressed feelings for Jack take over, and her lips moved with his.

She started fumbling with the buttons on Jack's shirt, and Jack smiled to himself at her eagerness. But he pulled away from the kiss and simply took her hand and led her to his room. Once inside, Jack placed Elizabeth so she was standing in the middle of the room.

He planted a quick kiss on her lips and stepped back. He crossed his arms and said, "Class is in session. Now. Undress."

She began quickly undressing, struggling with laces and buttons and such.

"No, no, no, no, no, no, no. No." he said, walking over and grabbing her hands, stopping her from doing anything more. "No, love. You have to do it slowly. Seductively. Here, watch me."

Elizabeth blushed and watched, smiling, as Jack began undoing the buttons on his shirt. His eyes only left Elizabeth's to look down for a second, then they flew back. He looked deep into her eyes, as if he was staring at her soul.

Elizabeth shuddered as Jack continued unbuttoning his shirt torturously slow. Elizabeth whimpered and Jack grinned at her longing. He finally got his shirt off and Elizabeth ran to him, running her hands down his chest, feeling his muscles and scars.

"Now, Elizabeth." he said as he grabbed her hands and looked into her eyes. "You try."

She reached behind her to her buttons and, looking straight into Jack's eyes, unbuttoned her dress slowly, savoring the lustful look in Jack's eyes. He salivated, waiting for her to get that wretched dress off. Finally, he just couldn't wait anymore.

He ran up to her and said, "Good. Now, let's speed things up a bit." he quickly unbuttoned her dress and unlaced her corset. He threw them across them room and they hit the wall. He turned her around and stared at her breasts, round and plump. He grasped them in his hands and squeezed lightly, looking for her reaction.

She threw her head back, loving the feel of his rough, callused hands on her soft, supple breasts. He rubbed her nipples with his big thumbs and Elizabeth gasped.

He pushed her backwards toward the bed and she fell onto it, Jack on top of her. Elizabeth laughed and laid back as Jack took her right nipple into his mouth. She began breathing heavily as Jack played with her nipple, flicking it with his tongue, nibbling it, and sucking hungrily.

He stopped for a moment to look up at her and say, "You're very quiet. Seeing as this will be William's first time, you may want to be more vocal. Savvy?" Then he quickly went back to his task, teasing her nipples with his tongue and thumbs.

Elizabeth moaned and arched her back, pushing herself farther into his mouth. He took her in eagerly. He switched to the other nipple and gave it the same treatment. He rubbed her side with his left hand and caressed her breast with his right hand. He got off of her and started unbuckling his pants. She followed his lead and pulled off the rest of her clothes. She lay on the bed, completely naked, watching Jack undress in front of her. Her ultimate fantasy.

He stopped undressing to see that Elizabeth was already naked, laying on the bed, his bed, watching him. He flushed and pulled his pants off. She stared at his huge, throbbing manhood. It was bigger than she had expected.

Jack watched her stare at him and chuckled. "Kneel." She got on her knees in front of him and looked up him. He smiled at how helpless she looked. "Now. The real lessons begin. Wet your lips."

Elizabeth licked her lips, coating them with saliva.

"Run your tongue up the length."

Elizabeth did as Jack told her, and Jack shuddered.

"Swirl your tongue around the tip."

She played with the tip just as Jack had played with her nipple, teasing it, kissing it, and licking it hungrily.

Jack threw his head back in pleasure and groaned. "You're a natural." he managed to choke out. Elizabeth smiled and continued playing with him.

"Enough." Elizabeth looked up at him in surprise and whimpered. "Take the tip in your mouth and suck. Then move your lips along the length."

She longingly wrapped her lips around the sensitive tip of his swollen shaft. Jack groaned and tangled his hands in her hair. She sucked and swirled her tongue around him before beginning to move. Jack's hands moved with her, pushing himself further into her. She expertly combined everything Jack had taught her so far as Jack began thrusting into her mouth.

She nearly choked as she took him completely into her throat. Jack was nearly there, pulsing in her mouth and trembling in front of her.

She increased her rhythm, her head bobbing back and forth. Finally, Jack threw his head back and came in her mouth. She wanted to spit it out, but Jack said, "Swallow." And she followed his orders. She swallowed it all and cleaned his still rock-hard length. She stood up and wiped her mouth. Jack kissed her shortly and pushed her back on the bed.

"Just relax." he said as he spread her legs with the palms of his rough hands. Her slit glistened with arousal. Even Jack was surprised at how wet she was for him. He raised an eyebrow and started planting kisses on her inner thighs.

Elizabeth moaned as Jack got closer to her waiting womanhood. He spread her lips with his fingers and stuck his tongue inside her. Elizabeth gasped as Jack began moving within her, in and out. She had never felt pleasure like this. He began rubbing her sensitive clit with his thumb, bringing he closer to ecstasy.

He switched, playing with her clit with his tongue, occasionally nibbling gently as he plunged a finger deep inside her. She gasped aloud and moaned. He took up a rhythm, plunging his finger into her, teasing her clit with his tongue, and playing with her breast with his other hand. Elizabeth started moving with him, pushing her lower half into his face.

Jack's shaft was throbbing uncontrollably, almost painfully. Finally, he moved away form her and said, "Get ready." as he positioned himself in front of her waiting slit. He touched her lips and Elizabeth shivered.

Just as Jack was about to plunge into her, Elizabeth thought of something. She put her small hand on his muscular chest and said, "Jack. What if Will notices that I'm not a…virgin?"

"Tell him it was Barbossa." Jack said as he thrust into her.

Elizabeth gasped and groaned in pain. She clenched around his huge rod and he moaned. As Jack started to move inside her, the pain slowly faded for Elizabeth. She found herself moaning and whispering his name. eventually, she began moving her hips with his. She grinded up against him and shut her eyes.

As she got closer to ecstasy, she started breathing heavily. She gasped for breath as her body was wracked with a violent orgasm. She screamed his name and clenched around his manhood. She clung to him, her fingernails digging into his back.

When she collapsed against the bed, Jack came roughly inside her, thrusting in and out frantically. He whispered her name in her ear and collapsed onto the bed next to her. Their sweaty bodies heaved, catching their breath.

"Elizabeth.." Jack said.

"Hm?" Elizabeth murmured, all the energy drained from her body.

"I think William will be very pleased."

Elizabeth smiled and fell into a light sleep next to Jack.