A/N: This story follows the continuity established by my previous one-shot fic, An Awakening, though it isn't necessary to read the first to understand what's happening here. Hope you enjoy!

Elizabeth wondered, as James led her, arm in arm, down the well-worn path towards that familiar grove, whether today would finally be the day he proposed marriage.

She had waited quite long enough, really. Certainly, if anyone had seen their scandalous behaviour the last time they'd picnicked at this particular grove, they would have already been married, their troths plighted in a hasty affair thrown together to save their reputations as a noble gentleman and mannerly lady. But – thank the heavens! – no one had been present in the secluded grove to see Elizabeth Swann kissing James Norrington with breathless passion, or to observe as he pulled her into his lap in a most indecent manner and proceeded to take such liberties that surely would have ruined them both had their dalliance become public knowledge.

But no, they had returned to the manor alone and with virtue intact (though perhaps a bit flushed, and a bit ruffled, and it was true that her ever-so-dishevelled appearance had elicited a supremely arched eyebrow from her maid and, she could have sworn, a knowing, poorly-concealed smirk from her father). And though James had continued to court her, and they had even exchanged a stolen kiss here or there, they had yet to seize upon an opportunity to reprise the spontaneity and passion of that first picnic afternoon. And then, of course, that whole dreadful mess with the pirates had happened, and, well, she supposed she could not blame James for his failure to extend to her a proper proposal. Things had been rather chaotic in the past month, after all.

But now, as he spread the blanket out beneath them and they took refuge under the very same tree that had sheltered their passion before, Elizabeth felt hope fluttering in her breast. Today would be the day, she just knew it. Today James would ask Elizabeth to be his wife, and she would accept with enthusiasm and delight. A silly grin found its way to her face, and as James unpacked their basket of sandwiches and fruit, he paused as he noticed her gleeful countenance.

"In a good mood, are we?" he said wryly, taking her elbow as they eased themselves onto the blanket. He handed her a sandwich, and she remained coy, smiling wordlessly as she took a bite.

"Very well, keep your secrets," he said, returning her smile with a small shy one of his own. He took an apple from the basket, and as he took a generous bite he noticed Elizabeth shudder involuntarily, a movement so fleeting that most would not have noticed.

"Elizabeth – is something wrong?"

Elizabeth had instantly repressed the instinctive fear and loathing she'd felt upon seeing the shiny green fruit, but James, ever a sharp-eyed military man, was a keen observer. She knew that if she denied her consternation, he would worry at her as a dog with a bone until she'd disgorged the truth, and so she saw no point in demurral.

"I'm fine, James," she reassured him, taking his hand in hers and giving it a gentle squeeze. "It's just that the apple reminds me of… it reminds me of the pirates. Reminds me of that vile Captain Barbossa." This time she made no attempt to suppress her shudder of revulsion, but her dismay quickly fled as James scooted closer to her to wrap an arm tight around her shoulders.

"Oh dear, I'm sorry," he said, his voice so apologetic that she could not decide whether to embrace or smack him.

"Oh, don't be silly, James! You should not have to apologize for something as common and trivial as eating an apple! It is I who should apologize for being such a… such a… wilted flower!" She turned to face him, pleased that he did not move his arm from her shoulders, and gripped his hand tighter. "Really, of all the absurd things. No, I am quite resolved to let those memories trouble me no further."

James smiled softly at her, and she mused that there really was something so sweet and even innocent about his smile, which he bestowed only on her.

"Elizabeth, no one – least of all me – could ever accuse you of being a 'wilted flower.'" He caressed her hand with his thumb, and she felt a thrill of pleasure jolt through her blood at his touch. "You are one of the strongest and bravest people I know, no matter that you are a woman. To do what you did, to confront the horrors you faced…" He trailed off, lost in his own thoughts for a moment, his gaze wandering to the ocean as she waited patiently for him to find the words in his own time, as she had learned to do.

"You are a most remarkable woman, Elizabeth." With that, he leaned in and placed a soft, chaste kiss just to the side of her mouth. Elizabeth sighed happily and moved her face just so to press her lips to his, but he had already withdrawn, his eyes holding hers with a longing intensity.

Her stomach tumbled. Oh – he means to do it now! He means to propose! Her hands beginning to tremble, Elizabeth grinned shakily at him as she busied her nervous hands, running them rhythmically along the hem of her dress. Say the words, James! Ask me!

But James said nothing; holding her gaze for another beat, he finally broke away, returning his attention to his neglected sandwich. Her delirious excitement, without an outlet, took a new shape, transforming into a melange of bewilderment, aggravation, and irritation. Her own sandwich utterly forgotten, Elizabeth watched in mounting disbelief as James continued to eat, seemingly oblivious to her growing ire.

But – keen observer that he was – his obliviousness did not last long. He must have sensed the sea change in her countenance, because he set down his sandwich with careful deliberation and straightened to regard her thoughtfully.

"Elizabeth, what troubles you? Is it something I have said? Have I offended you in any way?"

"It is what you have not said that offends me!" she burst forth, unwilling or unable to hold her sensibilities in check any longer. "I am beginning to wonder at the nature of your intentions towards me, James!"

James stared at her, stricken. "I – Elizabeth, what have I done? What have I not said? My intentions for you are entirely honourable, I assure you – how have I persuaded you to believe otherwise?"

"Then why won't you ask me to marry you?" she exclaimed at last, feeling the hot rush of tears on her face and hating how dismally out of control she knew she was at that moment. Her hand jerked up to her face, wiping away the tears with an angry swipe. How had such a promising afternoon gone so well and truly wrong?

Comprehension dawned across James's countenance, followed almost instantly by an expression of such pure misery that Elizabeth nearly regretted her outburst at once. James now refused to meet her gaze, and as she instinctively reached her hand out for his arm, he shied away, turning his body towards the sea, the sea to which he always turned for the answers that eluded him.

"James – "

"Let me speak, Elizabeth," he said quietly, still casting his gaze out to the sea and avoiding hers. "When I rescued you from the pirates, I felt a lightness of spirit the likes of which I had never before experienced. Perhaps you don't understand what it was like for me in those days when you were missing – when I had no real idea if would reach you in time, or if I would ever see you again." His voice choked as he swallowed a sob, and Elizabeth reached out to him at once, placing her hands gently on the plane of his strong, solid back.

"When I saw you alive and unharmed, I was – jubilant is not the word. There is no word. I would have given anything to see you safe, Elizabeth. Anything at all. And there you were, all my hopes and prayers answered." He trailed off into silence as Elizabeth's hands traced aimless patterns tenderly across his back and shoulders.

"Perhaps I understand more than you think," she said quietly. "When I realized you'd survived the battle, I was – I was so relieved, James, relieved and overcome and – " She broke off as her voice cracked, remembering the heady emotions that had filled her when she'd again set eyes upon James after the fateful battle with the pirates.

He turned, at last, to regard her, and she noted the moisture that had gathered in the corners of his eyes, threatening to spill. "I know you were, darling," he murmured. "And that is exactly why I have not asked you to marry me."

She opened her mouth at once to protest, but he raised a hand to forestall her objections. "Elizabeth, I love you. My heart aches for the love of you. I desire nothing more than to take your hand in marriage and be your husband for the rest of my days." He sighed and took her hands in his, squeezing them tight and pulling them to his chest.

"But I cannot accept your hand out of some misguided notion of gratitude or obligation, because I saved your life." He cast his gaze down again, and a strand of hair – Elizabeth, though her heart be a churning sea of emotion, numbly noted it as the same one that had fallen loose on their first picnic – came loose from its ribbon to flutter against his cheek.

"Elizabeth, I can only marry you if it is what you truly desire. I will only marry you if you can love me as I love you. As much as I want you for my wife, I will not have you unless you will also have me with all of your heart."

Elizabeth could feel and hear her heart pounding ferociously against her chest. All of her worry and fretting, and in the end, it was not that James did not love her enough – it was that he loved her too much? A fresh current of tears coursed down her face, and this time she made no effort to wipe them away.

"Oh, James," she whispered, disentangling her hands from his and reaching up to cup his face in her palms. "James, I love you. I love you. I'll say it a thousand times a day if it should comfort you. How could you have thought otherwise?"

James smiled wanly at her and nuzzled his face into her hands; but when he opened his eyes, they were sombre once more, and he pulled away from her gently.

"Turner," he said simply.

Elizabeth's mind and heart reeled in shock. It was true that she'd always been fond of Will Turner, and for a time – before she'd realized the depths of James's devotion and the true nature of his heart – she'd thought she fancied the young blacksmith. She had, in truth, not realized that James had been aware that she'd ever taken notice of Turner at all – but hadn't she already mused that he was an astute observer?

"James, I must confess to you that there was a time I thought I fancied Will Turner," she said, watching him wince in response. As with medicine, it was best to get the unpleasant part done with at once, and with haste. "It began on the day we rescued him from the sea, all those years ago, on my voyage from England. I took his father's pirate treasure because I thought you would see him hanged if you caught him with it," she admitted sheepishly. Not waiting for James's reaction to that particular revelation, she pressed on. "I did not wish any harm to come to him, so I protected him. And it was my childish impulse that brought those cursed fiends to Port Royal." Elizabeth realized that she had never admitted the truth of the matter aloud before, not even to herself. The weight of it lifting from her chest was freeing, and gave her the courage to continue, though she maintained her gaze steadfastly on James's hands, unwilling to risk any disapproval that might be lurking in his countenance.

"You must understand, I thought you cared nothing for me. And Will plainly fancied me, though he never quite worked up the courage to say anything," she admitted. Would it have mattered if he had? The thought gave her pause. Perhaps… perhaps if she had never learned of James's true feelings, and if Turner had been bolder in his affections, then it might have. But – and this was what she had to make James understand above all else – Will Turner had never again entered her thoughts as anything greater than a friend once James had confessed to her his heart.

"But the truth is, James, I was waiting for you all along," she said, staring resolutely as her fingers traced patterns on the back of James's hands. "I don't think I realized it until our picnic that day, but when you at last told me of your true feelings, I found that they illuminated a truth that had always been present in my heart. What I feel for Will Turner is what I would feel for a friend, or a brother, but what I feel for you is… " She squeezed his hands, willing herself to finish. "So much more. So very much more."

At last, she gathered her courage and hazarded a glance at James, and what she saw there gave her heart the greatest ease it had ever known. He looked upon her with a gaze as full of love and tenderness as any man had ever bestowed upon any woman, and Elizabeth's heart soared as he pulled her in suddenly and close, crushing her to his chest in a ferocious embrace.

"Oh God, Elizabeth, how your words are a balm to my spirit," he whispered raggedly, his fingers tangling messily into her bountiful waves of curls. "How I have longed to show you how much I love you, and to know that such sentiments are welcomed is more joy than I can bear."

"They are more than welcomed, James," she whispered against him. "They have been eagerly and, dare I say, impatiently awaited for some time now." She pulled back to regard him with an impish grin, and James rewarded her with a wide, brilliant smile before pulling her in for a passionate, hungry kiss.

"I do so hate to keep a lady waiting," he murmured once they'd broken apart, his fingers stroking an idle path across her belly, her sides, and her hips. He pulled away from her then, and, ignoring her mew of protest, took her hands in his and regarded her solemnly.

"Elizabeth Swann, will you do me the great honour of becoming my wife?"

Elizabeth looked at James, her handsome, noble, dashing James, with his chiselled, masculine face, his deeply expressive green eyes, his thick dark hair with that lovely little rogue strand that whispered against his cheek, his broad and strong body, hardened and refined from years of a life at sea, and she melted in the warm Caribbean sun. Twining her hands behind his neck and pressing herself against him, she answered him with a deep, languorous kiss.

"Yes, James," she whispered as her fingers toyed with the knot of his cravat. "I will marry you. I thought you'd never ask." And those were the last words that either of them spoke for quite some time.