Brenda was miserable. She wished she could hate Dylan but she couldn't make herself do it. He and Kelly were always together and she couldn't get away from them. Donna and David had broken up, but Donna had moved on to another guy. Why can't I do that? Brenda wondered to herself, pacing her room.

A knock on her bedroom door startled her and she opened it. "David," she said, surprised. "I wasn't expecting you." A little embarrassed to be caught in a sports bra and short shorts, Brenda couldn't help but blush.

David looked at her legs, audibly swallowing before looking back at her eyes. He seemed as embarrassed as she was. "Sorry," he said lowly, and then cleared his throat. "I have that video from last year you were asking about and was over by here." He shrugged. "I figured I would just drop it off."

Brenda smiled. "You have it?" she asked excitedly. He held it up. Brenda squealed and hugged him, thinking that there would be hope for her communications project after all.

When her skin touched David's, Brenda felt as if she were burned. She slowly pulled back, no longer smiling. Staring into David's eyes, Brenda became even more confused. David looked just as unsure as she was.

"Um…" Brenda said, stepping back slightly. "Sorry. This class is really important. I guess I just got carried away."

David nodded, his hands clenched at his waist. "No problem," he said, forcing himself to relax. This was Brenda, Donna's best friend. Kelly's frenemy. She and David had always been friends, but never close. His sudden desire to know more about her was a little scary. His hands wanted to touch her legs, to see if they were as soft as they felt. His eyes kept moving to her chest, and he couldn't seem to stop staring. When he noticed her biting her bottom lip he almost groaned. He reached around for his backpack. "Do you want to watch what I've got?"

Brenda smiled at him. "That's a good idea. Let me have it."

David looked at her. "Wouldn't you rather watch it downstairs? Do your parents care that we're up here alone?" Brandon had let him in, but he'd been on the way out.

"Nah, they're out of town for the night and Brandon is working." Brenda said over her shoulder, putting the tape in the vcr in her room. When she bent over, David took a step closer to her, hands almost reaching for her. Closing his eyes, he counted to ten. He couldn't believe how his body was acting; it hadn't been that long since he'd been with a woman…he wasn't starved for affection and he normally didn't act this way. Knowing that they were alone and could be for hours caused his gut to tighten up.

Brenda fast forwarded the tape, pausing at random times. She paused once at a part that showed her and Dylan and David saw her tense up. He loved Kelly like a sister but suddenly he was unbelievably angry at her for hurting Brenda. He moved closer to her. "It still hurts, doesn't it?" he asked her.

Brenda looked back and up at him. "I don't think it'll ever stop," she whispered, tears glistening in her eyes.

David dropped his backpack and reached out to touch Brenda's face. She closed her eyes at his touch. He ran his thumb across her lips, noticing for the first time how red they were. Her skin was smooth and pale, like silk. "I hurt Donna," he said, dropping his hand. Brenda opened her eyes and nodded at him, turning back to the video.

"I don't know why you slept with that girl," Brenda said, "but at least it wasn't her best friend."

David realized that she was now trying to distance herself from him. Though that must mean she was feeling something for him, too, it bothered him to know that she would never cross that line. Donna meant too much to her. "She's moved on," David said, sitting beside her.

Brenda shrugged. "Some things you can't move on from," she said softly. She continued with the video, pausing every now and then and asking David questions. Watching the tv, David didn't notice that she was crying for a few moments.

Watching a clip of her and Dylan dancing, David turned toward her to say something about her moves and noticed the tears. "Brenda," he said, watching her. "Don't."

Brenda wiped her face but more tears came. She looked at David. "I can't stop," she said sadly, shrugging.

David put his hand on the back of her head and pulled her closer to him. She rested her cheek on his chest, crying. David just held her, rocking slightly back and forth. He became aware of her perfume- a light scent that smelled like vanilla. He noticed how warm she was, and how soft she felt.

Her tears tapered off and she pulled back, wiping the last of the tears off of her face. "I am so sorry," she said, standing up. David stood up too, watching her face.

"It will be okay," he told her softly.

"That's what they keep telling me," she said bitterly.

Without thinking about what he was doing, David moved closer to her and gently touched his lips to hers. She gasped and he used that moment to deepen the kiss. His tongue caressed her lips and she groaned, putting her arms around him.

David ran his hand through her long dark hair, catching a fistful of it at the nape of her neck. His other hand slowly ran down her body, stopping at the small of her back to pull her closer to him. His lips left hers and he trailed kisses down her throat, moving to nibble on her ear. Brenda gasped and the sound drove him wild. He wanted to be inside her; there was no other way to be close enough to her.

He turned and lowered her onto the bed. She hooked her left leg around him but left her right leg stretched out. Running his hand up that leg, David slowly moved it under her shorts, watching her face for any sign of unease. Instead, Brenda arched off of the bed, moving against his hand. When he discovered how wet she was, David nearly lost it.

"Brenda," he whispered, watching her face. Her eyes were closed and her chest was heaving. She opened her eyes and looked at him as he sank a finger into her, both of her hands grabbing the bed frame. She was still biting her lip and David wanted to bite it too. Moving his finger inside her, David leaned down and kissed her, catching her bottom lip in his teeth and biting gently. Brenda groaned and ran her hands up his arms, pulling his head down for a hard kiss. When he kept moving his finger inside of her, Brenda began breathing harshly through her mouth, no longer kissing him.

Pulling his shirt up, Brenda pulled it over his head, throwing it in the floor beside the bed. She ran her hands over his body, touching every part of him she could. "David," she whispered, groaning. "I've never…" she gasped when he bit her lightly through the sports bra.

David paused for a moment, looking at her. She was so beautiful, especially when she was looking at him like that. "You've never what?" he asked, curious. Her body tightened around his finger and he closed his eyes, clenching his teeth.

"I've never been with anyone but Dylan," she said, as if ashamed.

David smiled at her. "It'll be okay Bren," he said, repeating his earlier words. She nodded, looking up at him innocently. Traces of her tears were still on her cheeks. He slowly lowered his head and kissed them, trailing kisses down her face and lightly nipping her neck. Brenda closed her eyes as her hands roamed his body.

David lowered his head and his tongue licked her stomach. Brenda gasped. With his hands, he pushed her bra up, freeing her breasts. "God," he whispered, looking at them. With his left hand he kneaded her right breast, running his tongue over the left one. He'd been right; she tasted as good as she looked.

Brenda groaned, her head moving back and forth. David looked at her while he gently bit her nipple. "David," she gasped, putting both hands in her hair and pulling him to her. She kissed him hard, wrapping her legs around him and grinding against him. "Please," she said softly, urgently.

David looked down at her. "You're so beautiful," he told her. With his eyes still on her, he pulled her shorts down and then off. She pulled her bra off and laid back on the bed, watching him. His eyes moved down her body and his hands soon followed. As did his mouth. When his tongue found her center, she cried out. Smiling, David used his hands to hold her down and kept moving his tongue in slow circles.

"David," she sobbed, pulling his hair, trying to get him to stop. Then her whole body tensed and her hips arched. She screamed, pulling his hair harder. David, breathing hard, stopped for a moment, closing his eyes. When he opened them, he rolled Brenda over on her stomach. He kissed her back, moving up to the back of her neck. His hands moved up her sides, pulling her up slightly and cupping her breasts. "David, please," she said into her pillow, pushing herself into him. His breath caught. "Please."

"Please what, Bren," he asked her, taking a handful of her hair and using it to pull her head back. "What do you want?" he asked in her ear, licking it.

"I need you inside me," she said, moving her hips against his. David let go of her hair and quickly removed his pants. Rolling a condom on, he moved back over Brenda. He rubbed himself against her, back and forth. He slowly pushed the tip of inside her, stretching her, then pulled out and rubbed against her. She moaned and moved against him.

"Are you ready for me, Bren?"

Instead of answering, Brenda reached between them and took him, guiding him into her. He groaned, entering her slowly. She was so tight and felt so good, he thought he was going to explode. Brenda pushed back against him, taking all of him. They both gasped.

Moving slowly, he reached around and found her with his hand, making the small circles that drove her wild. He felt her muscles tensing and she pushed back into him harder and faster. She was moaning, trembling, and he realized he was too. Soon he was pounding into her, unable to move slowly anymore. He felt her tighten up, her muscles convulsing around him and he let go, pounding into her harder. Her scream covered his own and he moved both of his hands to her hips, holding onto them as he rammed into her a few more times.

He fell to the side of her and wrapped his arms around her, holding her close. They were both breathing hard. "Oh God," Brenda said, covering her face with her hands. "What have I done?"

David tightened his hold on her. "It was my fault," he told her. He rolled her around to look at him. "And I'm not sorry, Brenda."

Brenda wrapped her leg around his waist and ran her hand through his hair. "How did this happen?"

David shrugged, watching her face. "I don't know. When I walked in here, the only thing I could think of was being with you."

Brenda leaned closer to him and kissed him softly on the lips. "We can figure out what this means later. For now…can we not tell anyone? Would that be okay?"

David chuckled. "Worried about hurting my feelings, Bren?"

"I don't want to hurt anyone," she said. "And I'm afraid this would." She looked down and he knew she was thinking about Donna.

"It will work out, Brenda."