This was a long-time-ago request from TraumaQueenAmy; after I wrote Tickle Fight for Oz and Alice, it's only fair that I give Break and Sharon some fun, no? Sorry it took so long but here it is as a little Valentine's Day kind of gift! Enjoy!

Disclaimer: I do not own Pandora Hearts :'

When I'm With You

The bright sunlight blazing in through the windows was blocked off by the thick, blue curtains that surrounded the bed of the Rainsworth house's young mistress.

Sharon slowly blinked her eyes open to see the muffled light surrounding her. She lie there on her side for several long moments, just staring off into space and letting her mind wander over every trivial thing that was pestering her mind at the time. Her auburn eyes blinked dully and she finally made an attempt to push herself up but failed, and she collapsed back onto her pillow with a groan, her strawberry blonde hair falling across her face. It was just one of those days when she did not feel like doing anything.

The dreary lighting was somehow making her feel sick and she did not feel like moving at all but knew that she had to. So with a massive effort, the girl managed to heave herself up again and turn onto her back but she got no farther than that as she just glared up at the ceiling, as though blaming it for making her wake up.

"My, my, this is quite the rare sight!" A familiar voice sounded from beside her and Sharon froze as she recognized it as it went on. "It's very uncommon for you to sleep in so late, Ojou-sama."

"B-B-Break?" Sharon immediately sprung up, grasping the blankets and clutching them close to her pounding chest.

"Good morning, Ojou-sama!" he greeted her cheerfully from where he lie on the bed, propping himself up on one elbow.

"W-W-What...?" She stammered but then calmed down, reminding herself that this was Xerxes Break she was dealing with and that this was actually pretty normal, albeit this was the first time she had woken up next to him in her own bed. "What are you doing?" she asked more refined this time.

"Oh just waiting for you to rise and shine." He replied as though it was no big deal. "I've been lying here for hours just waiting for you to awaken."

"Hours…?" she repeated thinly. "Why?" she cried louder, remembering that she should be more appalled at him.

"As I've said," he sat up so that he was just above eye-level with her, his maroon irises slightly narrowed with concern now. "You were taking quite a long time to wake up." His eyes perused over her small body, clad in her light pink nightgown. Her eyes looked especially tired and her shoulders sagged slightly. "Are you alright, Ojou-sama?"

"Of course I am." She replied. "I was just a little extra tired today." She plastered the smile across her face but she knew it was no use; he could see through her like a magnifying glass.

"Ojou-sama…?" He prompted, his eyes looking intently down at her from beneath his silver bangs. The girl sighed heavily before answering him with what he wanted to hear.

"I just had a nightmare last night." She admitted. "So I couldn't sleep until it was light out…because I was frightened…" she trailed off, trying to push away the images of perpetual darkness that were attempting to drag her into their depths from her mind.

"I see." He nodded ever so slightly. "Aside from being tired, do you feel ill at all?"

"No. I feel a little dizzy but that's about all. It's getting better as my eyes adjust." She presented him with a tiny smile that shown with honesty and he seemed to accept her words as the truth.

"Alright then. That's good to hear." He smiled back. "You still seem a little tired though."

"I'll wake up in a few moments." She reassured him.

"Is that so?" he trailed off, a mischievous spark flickering in his eyes. "Well then I believe I know a way to help you wake up faster." He snickered playfully, leaning in a little closer to her.

Sharon froze; she knew that look. Only a handful of times had she seen that look in his maroon eyes, and every time she always came out of the situation feeling like she had been through torture.

"B-Break…I hope you're not thinking about-"

"Oh but I am, Ojou-sama." He grinned.

"N-No…" she said thinly, trying to force her body to move in any direction to get away from The Hatter, but the space on her bed was too small and she was surrounded on all sides by the curtains; in other words, she was trapped. "No, Break, please don't…"

"I apologize in advance, Ojou-sama," he shrugged. "But I cannot hold back my sadistic urges any longer."

And with that, he lunged forward like a panther and pinned her down onto the bed, grasping her wrists on either side of her head, her long hair pooling out around her.

"Break…" she tried one final time to dissuade him from his tactics. "You really don't have to go this far. You know how I feel about it. I'm never myself whenever you do things like that to me."

"But that's the side of you I love the most." He informed her, the closure in his voice telling her that she had lost the battle yet again.

She closed her eyes and let her tense body go lax. "V-Very well then. Be gentle." She pleaded.

"Of course." The silver-haired man grinned triumphantly down at her. He slowly slid his hands down her arms and traced over her sides, making her tremble.

Then, like the swift, deadly strike of a falcon, he plunged his fingers into her sides, jumpstarting her and earning a shriek from the mistress. Her face twisted into a smile as he wiggled his fingers around her stomach and she tried to muffle her cries. But within a few mere seconds, the tickling sensation was so overwhelming she could no longer keep her lips together and she broke out into laughter.

At the sounds of her laughs, Break could not hold himself back from smirking as well as he continued his assault. He ran his fingers up and down her sides, causing her to shriek again and kick out with both feet involuntarily and Break just barely avoided her defensive strikes. "Now, now, Ojou-sama, you're not being very refined as a young lady should!" he scolded with a chuckle.

"A-A-As if I could…stop myself!" she laughed, writhing around from side to side. Tears were perched at the corners of her eyelids as she flailed her arms and tried to smack him away, but her attacks were ineffective because of her weak state.

"You're wide open." He cautioned, diving in again, this time for her secret ticklish spot that he had discovered by chance some time ago.

He slid his hand under her neck like a snake and she immediately tried to put all of her weight on his fingers to stop him. But as she concentrated on defending her neck, her sides were just about asking for it and he redirected his attack to her waist again, causing her to give a short scream as she continued to laugh.

Sharon was desperate for breath now and all she could do was try to get away from him to no avail. She rolled onto her front, crossing her arms tightly across her stomach, but in doing so she failed to defend the back of her neck. Break went in for the kill as he ran his index finger lightly up her spine, making her shiver.

"Break NO!" her voice rose hysterically as he reached the nape of her neck and she gasped aloud before the prickly waves were sent wafting throughout her entire body. She was giggling at such a high pitch now that there was hardly any noise at all and she rolled back onto her back, tears rolling down her cheeks.

"Are you awake yet, Ojou-sama?" the man questioned as he commenced with tickling her exposed sides once more.

"B…Brea…k…" the girl struggled for air as she spoke past her giggles but was cut off on whatever she was about to say when he jumpstarted her again, making her squeal.

"I'm sorry, what was that?" he feigned innocence. "Then I guess I should keep going?"

"Break…p…please…sto-op!" she laughed halfway through the last word as he traced his fingers over her ribcage. His touch was almost ghost-like but it was the perfect amount of pressure to make her go absolutely crazy. "I can't…breathe…" she panted.

"Oh very well." He sighed teasingly as he removed his hands from her sides, leaving her gasping madly for breath. The bed sheets and pillows looked as though a hurricane had passed through the room by the end of their brawl. "All that tickling has taken it out of me." He announced as he stretched out on the bed perpendicular to the Rainsworth duchess, resting his head on her stomach.

"St…Stupid." She panted. "Just think how I feel…"

Several moments passed and the only sound that filled the silence was the mad gasping of the girl. Slowly, she placed her arms loosely around Break's shoulders as she tried to slow her breathing to a normal pace.

The Mad Hatter turned his face sideways to glance up at her face, long strands of strawberry blonde hair spread about her shoulders. He listened to the wild pounding of her frantic heartbeat as it gradually began to slow down.

At last, Sharon took one final inhale and let it out before her breathing returned to normal.

"Better now?" Break asked, looking up at her. She glared down at him in return. "Let me rephrase that." He corrected himself. "You're awake now for certain, yet?"

"Well I think I'm more exhausted now than ever." She mumbled.

"What was that?" he asked sitting up and quickly jumpstarting her again, making her squeak.

"I'm awake!" she cried.

"That's good to hear." He grinned, sliding off her bed and standing to his feet. He looked down at the girl still lying on the bed, her pink nightgown ruffled and her hair strewn about.

Reaching down, he saw her flinch as she assumed that he was going to poke her again. But instead, he gently ran his fingers through her soft tresses for a moment, calming her down, before he offered her his hand. Sharon slid her fingers into his palm and he pulled her up to stand beside him.

"Now, if you're quite finished," she pouted up at him. "May I please get dressed? Alone?" she specified.

"Yes, yes." He agreed dismissively. "I shall rid your room of lecherous eyes." He swore as he slid beneath her bed.

Sharon waited a moment before getting down on her knees and peering underneath to find that he was gone. I still don't know how he does it. She sighed inwardly. She was sure to scour her drawers and closet before declaring that she was really alone and disrobing from her nightgown and getting into her purple dress.

She was about to tie up her hair when a knock came on her door and Break re-entered her quarters. "Finished? I thought as much."

Sharon wondered briefly how he had known just exactly when she had finished changing and was about to question him about it when he went on.

"Brunch is prepared, Ojou-sama. Let us indulge ourselves." He placed his arm chivalrously around her shoulders and began leading her out, her hair still down.

"Break, you haven't eaten yet?" she asked.

"Of course not!" he sounded slightly offended. "How could I stuff my face while knowing that my Ojou-sama wasn't feeling well?" he gently stroked his fingers through her hair once again, soothing her so that she nearly closed her eyes and fell back asleep right then and there.

"You didn't have to do that." She told him, looking up at him with beautiful auburn irises.

"I wanted to." He responded evenly.

"…Break?" her tone had a hint of a question laced within it.


Her response was reaching up to grasp his shirt collar gently in her hands and pull him down slightly as she kissed him on the cheek.

"Thank you." She breathed.

"What for, if I may ask?" he stayed bent over, keeping eye contact with her and she strained up on her tiptoes.

"Because," she blinked lovingly. "I can't be that way around anyone else. I always have to be the refined mistress of the Rainsworth house around every other person in the world. I can only really be my true self when I'm with you. So thank you." Her voice was soft and sweet, a million times better than any of Break's favorite candy.

"And thank you, simply for being here with me." He replied, returning the peck on the cheek she had given him. Sharon blushed lightly as he pulled away and straightened his posture once more.

"Now then," he said. "Shall we engage in sharing our brunch?"

Sharon moved closer to him as they began to walk down the hall of the mansion together.

"We shall." She replied happily.

A/N: Okay this was only my first story for them, so why did I like it so much? XD Well it's not my opinion that matters, it's yours. So let me know how you liked or didn't like it, and depending on that maybe I'll write more for these two!

Please review!