Just a one shot imagining Paily's first time. For some reason my head canon has me convinced it happened following their scene together in season 3, episode 20. So this is that head canon plopped on a page. Hope you enjoy!


"She was a substitute at a time when I never thought I would get the real thing." I waited a beat for her to respond. She didn't. And I couldn't hold it in anymore. The words that had been swimming in my mind for so long, the ones I was waiting to say till the moment felt right.

"I love you." I kissed her before she could reply, hoping it wasn't too soon. When I pulled back her expression didn't give away anything for a moment, then it cracked into a lopsided smirk. So we started kissing again. She hadn't said it back, but relief washed over me anyway as she started to kiss me back more forcefully.

As first it was sweet, just kissing her and breathing in her scent, the one that had become so familiar to me the past few months. But then something changed. I was stroking the side of her hip, running my hand on her shirt but pointedly trying not to touch the hem or escalate it. Emily moaned against my mouth, arching her hips and breast against my body, seeming to urge me forward. Her hands found my hips, bringing them against hers while she left a trail of kisses from my mouth to my ear.

"My mom's out of town." She whispered, before nibbling on my ear lobe. I gasped at her ministrations and implications of her words. They didn't necessarily suggest what I thought they did.

Here's the thing. Emily and Maya had been together. Repeatedly. Well not for sure but I was pretty sure. I had never gone beyond the top half of Emily or Shana's bodies. She was experienced and I wasn't. I was scared and excited and got a little weak and strong about the idea of actually being with Emily Fields.

Emily ran her nails up and down the sides of my stomach over my shirt. I pulled back from her mouth, searching her dark eyes for some sort of unspoken sign. I slipped my hand under her shirt, finally allowing myself to stroke the smooth, soft skin underneath. Her flat stomach moved against my hand as her breath sped up, her eyes closing slightly. I couldn't believe her reaction to my touch.

"Em…are…are you sure?" I asked. Her eyes opened again and she nodded.

"Please…don't stop this time." She whispered, kissing me. There it was. The permission that hadn't been granted before during the stray make out session that started to go too far, when the lust would overtake me. I would slip my hand under her shirt, and before it could inch down too far, her hand would hesitantly stop it. She would whisper something about wanting it to be special and not being ready yet. But now she was giving the green light after our tiff over my ex-girlfriend and protecting one another.

Even though I was still nervous, bats banging around in my stomach as I started to sweat, I grabbed the sides of her shirt and pulled it up over and her head. I let my hands run over her fit torso, her skin so soft over the lean muscle underneath. I started to touch her bra, letting my fingers stroke her chest while I used my other hand to undo the garment. We had touched each other before, but this was the first time I was actually seeing…them.

"God you're so beautiful Em." Her skin broke into gooseflesh as I began to touch and tease her, her hands grabbing my ass and hips when she was pleased.

"I need to see you." She softly said, pulling off my shirt before I could stop her. I was ashamed. It wasn't like my eczema was bad on my torso, but my skin had a slight redness to it, a contrast to Emily's impeccably even skin tone. She rubbed her hands up and down my body, pulling off my bra and running her thumbs against my already hard nipples. Our hands became frantic; snaking all over each other's uncovered bodies.

"Paige…the bed…" She pulled me on top of her as we lay on her bed, taking a moment to glance in each other's eyes again before I started kissing down her face and neck. I stopped at her chest, finally kissing and licking the area. Even though I felt either too warm or cool, I could feel how wet and anxious my center was as Emily moaned and bit her bottom lip.

"Am I doing this right?" I asked suddenly. I instantly regretted it. How suave, pausing to seek validation. She moved my hips so my leg fell in between hers, nudging her center.

"It's us…there's no wrong." She reassured, bucking her hips slowly against me. I groaned, her leg pressing against me in a delicious way. The friction started to make me almost faint as we started to move just like that, dry humping as we worked up the nerve to go further.

All those comments about guys having two heads suddenly started to make sense in a weird way. Part of me, the lower part, was consumed with the carnal pleasure of my body writhing against Emily's. I started pulling, tugging at the button and zip of her jeans. I bucked hard against her again, hard, before taking my weight off her to pull the jeans off.

The upper half of me (or the brain and heart at least) was so consumed with how much I loved the beautiful woman under me. How I had loved her so much for so long, and now we were finally going to consummate this thing between us. I ran my hands and tongue up and down each of her legs, stopping just before her panties. Only one tiny piece of fabric between me and her completely naked body.

"I really love you Em." I said, starting to pull her panties off, doing it slowly while I looked in her eyes. I moved my hand against her and we both moaned audibly, me at how ready she felt and her at the sudden boldness of my touch. As I entered her, she touched my cheek, pulling my forehead against hers.

"Please…go slow at first." She said, sliding down on me.

"Of course." She was so tight as I pressed into her. At first she grimaced, but after a few strokes she started to move back against me, lightly scratching my back and grabbing my neck in encouragement. I started to kiss her before moving my mouth down to taste her. It was a more heady, intoxicating scent than her usual one. I started to curl my fingers and started a rhythm of moving my tongue up and down, trying to keep up as she shuddered and ground against my mouth.

"God Paige don't stop that…I'm so close." Her hands grabbed my head, keeping it where it was. I stole a glance up to see her gasping and groaning, eyes closed. Finally she screamed out, a guttural cry as her hips dropped flat against the bed and her walls began to pound around my fingers. She pushed my head away from her sensitive, throbbing skin.

"Did you come?" I asked hesitantly.

"Uh yes…definitely." She said, nearly giggling. I wiped my mouth before pulling myself up flush against her.

"That was perfect. I'm so lucky to have you." She said, looking in my eyes.

"I really love you Paige." One of her hands trailed down my body, stopping at the button of my jeans.

"I want you." She said, before reaching down and undoing my jeans, starting to pull them down in record speed. Now I was truly embarrassed, tearing up a bit.

"Paige…" She trailed off, lightly touching my skin. Sure she saw me in my suit at swim practice, but I made it a point to be wrapped in a towel when I wasn't submerged in the water. To hide the redness and the scars that had healed well but not completely.

She was tearing up too. A perfect moment ruined by my stupid body, complete with the 'pigskin' Alison had mocked me for. She started touching my legs, a comforting but deliberate movement. Despite my embarrassment and frustration that thoughts of Alison had managed to enter my mind during my first time, I was still incredibly turned on by Emily.

"You are so hot Paige…you have no idea how much I have wanted you." Her eyes were looking me up and down. I realized what I thought was so disgusting and apparent was either not at all on her mind or not nearly as bad as I thought. I started to relax as she peeled my underwear off. I was nearly panting as she lay flush against me before entering me suddenly, stretching me as she did so.

"Do you have any idea what seeing you at practice does to me?" She murmured into my ear. It was like her words were connected to my body, her kind comments allowing me to relax against her and start to feel…how incredible what she was doing felt.

"Really?" I asked and regretted. It probably wasn't a rhetorical comment. She pulled back to look at me.

"Of course. Paige do you realize how often people at school check you out? Especially since you came out?" I rolled my eyes.

"We can discuss this later. My mouth is about to be a little busy." She said before moving down against my body.

FUCK. Her tongue against me while she kept stroking inside. Her tongue felt electric running over me. I worried, hoping everything smelled good. She would probably instantly stop if it didn't right? So it is a reasonable assumption…

Just like that, I stopped being able to think about pretty much anything besides what she was doing to me. It all felt good as she sucked and licked and drove me to orgasm. I started trembling, trying to stay still and not bump against her face. I wrapped my hands around the bars of her headboard, bracing myself as she slipped more fingers into me.

It wasn't long before I shuddered, my body convulsing as it was filled with a flood of warmth. Just like that, the lust that had built up seemed to change into an overwhelming love. Emily lay next to me, and we kissed, tasting a faint trace of ourselves on each other's mouths.

"I love you Paige." She said, before putting her head against my neck and drifting off into a sound sleep.

"I love you too Emily." It took me a bit longer before my adrenaline at losing my virginity to the only girl I had ever loved subsided. I didn't feel as different as people seem to say I would. I wanted to do it again. I felt even closer to Emily. For a while I didn't have to worry about Mona or A or what would happen next with swimming and college. For one moment, Emily and I had connected in a way that pulled us together and away from all that.

I looked over at the window seat, the same one where Emily told me she had always looked for guys like me. I had always been looking for substitutes for her, someone better to lay my feelings on. But we had finally stopped running from each other. Happy, I feel asleep.