"Dearest, I would love to be practicing with you. I know you love your new blade. You know I worked hard to create a blade that was light and strong for you because you, wait …Elisabeth, I've said all this at least 15 times this morning—you simply must hear me this time," William's brow wrinkled like a crone's, exasperation causing his words to come rapidly, "I've got to focus on this rapier so that I'll be finished with it before we are married and we go away for our honeymoon. Now, could you please either practice with the muddle or or…."

"Or what, dearest?" Elisabeth looked down and then raised her eyes to Will's face, tilting her head ever so slightly to the right, a pose she knew, from the puddle of melted hearts in her past, was extremely fetching. She allowed herself the tiniest smile at the very corner of her pouting lips when she heard Will groan audibly. "Elisabeth" his voice was husky with passion. She breathed a deep sigh as well, "Will, it's just I want to be married to you, I want to be wedded and bedded!"

Will shook his head and turned back to his project. "Elisabeth, please, it's hard enough to concentrate when you're in the room, do you study how to distract me further with such bawdy taunts? I've got to work to do!"

Elisabeth turned back, with a deep and audible sigh, to the mill swordsman Will had constructed, designed to provide him with a "partner" for sword practice. He had taught her well; she was a quick learner. She had the fire, balance, strength, and imagination needed to improvise the dance one had to create when fighting for one's life or honor.

Her style of fighting was definitely ala mazza, out in the woods, brash and bold street fighting. One, two, affondo, sweep right, sweep left, three, four, parry and thrust, complete the other three guards or forms.

Bloody hell, she could do this in her sleep she felt. Over head sweep, drive the opponent's blade down, thrust, move away and parry an incoming blow with a stop cut. Duck, spin, check your foot work as well, Elisabeth.

Tendrils of hair formed little curls against Elisabeth's forehead and she swiped her cheek against her sleeve to dry her face. She accidentally turned to where Will was working. Well, he was, it seemed to her, just begging for inclusion in her practice.

She moved towards him quietly, carefully silently stretching out her arm giving him her blade (stance with blade extended outwards to draw in an attack). From that classic guard, Elisabeth made a half blow using the false of her blade to land a loud and satisfying slap against Will's very taut buttocks. There was a surprised and somewhat pained yelp from Will. He stretched himself up to his full height and cleared his throat.

Elisabeth jumped back and gave her blade again as Will turned towards her. He was red faced and not particularly happy looking when he looked at her.

"Elisabeth Swann, you are trying really very hard to force me to to…"Will sputtered. "You are acting like a very spoiled child and your immature behavior is going to earn you a spanking like you've not had since we met. You could have seriously injured me and limited the possibilities of you ever becoming a mother by my loins." Elisabeth blushed to the very roots of her hair, shocked from Will's words.

"Here's what I say—Pirate" she spoke confidently as she swaggered boldly to him, moving nose to nose with him, well within measure. "Yes, Pirate—you and I need to reach an accord—I want to test your 'blade' umm, yes now, and I will not take no for an answer. Prepare to defend yourself."

Will turned back to his table muttering under his breath.

Elisabeth stepped back and attacked. She move quickly, putting the table between them and planted the point of the sword just under his chin, lifting her hand to force his head up and back.

"Defend yourself you cockroach or I'll be doing the spanking of you with this very blade."

Will stepped back and looked at her, this beautiful girl who stirred his er, heart so.

"So you have decided we will be combatents? As you wish, Miss Swann, take what you can, give nothing back. Know this, Miss Swann, I swear when I've bested you I am going to pull you over my knee and warm your skirts, no quarter given!"

So it began, thrust, parry, feint, strike and defend, whirl away from Will's flashing steel blade. Finda, the false attack to elicit a response, followed a beat. Will did not hold back, he tested Elisabeth's skills. The blades rang out in the foundry-dust flew from their quick steps.

Will stop cut Elisabeth's blade, forcing her to use all her strength to defend against his effort to take her weapon. He forced her back relentlessly, pressing her blade with all his strength. She whimpered with the effort of holding her blade to check and she was losing. She dropped back another step and bumped rather ungracefully into the wall near the door.

There was no more retreat and Will kept pressing home his superior reach and weight. He leaned down to her face, his lips, his devilishly beautiful mouth just a breath from hers.

"Do you give over, Elisabeth Swann, and accept your fate? I promise there'll be no more than 10 strokes from my hand for your trouble. What say ye, Pirate?"

Elisabeth's breathing was shallow and rapid. Her ample breasts strained against her bodice. Her pupils were large with her excitement and she bit her lower lip in frustration. "I'll not give over—I will not."

Think, Elisabeth, think and then she heard in the back of her mind, something Jack had said. "Why fight, darlin', when you can negotiate?" She did have leverage, even now.

She dropped her shoulders and allowed her arms and torso to become soft and compliant against Will's body. She smiled and looked into his eyes. She drew in a slow deep breath and exhaled slowly. Will cocked his head to the side, trying to understand if this was her surrender. It was then her assault continued.

As he leaned into her body, she reached up to cover his sword hand with hers….and raised her foot, stomping down on his instep and whirling away.

Will swore softly and reached for her to regain his mastery of the situation. She was out of his measure, confidently laughing and dancing a slightly sailor jig. He limped painfully after her.

"Elisabeth, when you are able to sit comfortably again I will want to discuss this dreadful habit you have developed of stomping on my feet, breaking bottles over my head, and elbowing me at dinner." He raised his sword to hers and their dance began again. She was renewed, invigorated from her deception.

She fought above her skills matching him blow for blow for a long while. She was laughing when she spun around to run up the loft ramp. She didn't expect to step on the hem of her skirt and crash headlong onto the floor at Will's feet.

Will reached down putting his hands under her arms, and scooped her up, holding her back against his chest.

"No you don't, Will Turner—you turn me loose right this moment. You may not man handle me in this way, even if you are bigger than me."

Will laughed out loud—"and a better swordsman than you are."

"Will, you let me go right now!"

"Oh most assuredly, Miss Swann, I will definitely let you go, right across my knee. No quarter remember? I am going to enjoy this—Pirate—prepare to meet your fate!"

With that, Will sat down on the steps leading to the landing near the door. He shifted her weight and put his hand against the small of her back. "Miss Swann, please believe me that nothing but good can come from your lesson today. Something to ponder about interfering with honest commerce."

Elisabeth hurumphed her displeasure, which turned to a well pronounced Ouch as he landed the first stroke against her backside. She was well and truly held so that all her kicking and yelping did little to belay her forfeit. Will was true to his word, 10 swats and Elisabeth was free again.

Elisabeth stood before him, reaching towards her freshly spanked backside.

"Will, you you…."

"Gave you what you had been asking for and deserved?" Will finished her grumpy preface, laughing, pulling her down to his lap, cradling her like a small babe.

She bent her head back to tell him to go smooth to Davy Jones' locker, but when she raised her face to his, he leaned down to kiss her, softly at first, then with deepening passion. She forgot completely the stinging reminder of her sword practice loss.

Then as suddenly as he began to kiss her, she found herself set off his lap to his side. Will got up shaking his head and muttering.

Elisabeth got up too, wobbly as sailor on leave, and started to go to him for more of his intoxicating kisses. "No, you, over there—you stay over there somewhere—I'm going to work over here and there will be no more interruptions? Is that understood?"

"Will-i-am!" Elisabeth actually squawked.

"See here my lovely Elisabeth, unless you want to be bedded before wedded, and right here in the forge, you need to work somewhere over there! I am a man—not a eunuch."

"Oh, Elisabeth, by the way—nice foot work,"