Disclaimer: I don't own Glee.

A/N: This was supposed to be a multi-chapter but I decided to make this a one-shot. Full of pure Puckleberry smut. Enjoy!

Puck groaned listening to his mom drone on and on about how Rabbi Greenburg needed his help at the JCC. He really didn't want to go but his mom wasn't going to leave him alone until he agreed to go down there and help clean out the basement.

"…that nice Jewish girl from your Glee club is going to be there." He heard his mom say when he tuned back in to what she was talking about. "Rachel, I think her name is. Rabbi Greenburg needs help at the JCC. There was a flood this past weekend and he needs help with the clean up."

"Okay, Ma!" Puck gave in. "I'll do it if it will make you happy."

"Thank you, Noah." His mom kissed his forehead and handed him his truck keys. "I'll call Rabbi Greenburg and let him know that you're on your way."

Puck sighed and trudged out to his truck. He pulled up in front of the JCC ten minutes later and recognized Rachel's car parked beside the Rabbi's car. He groaned and forced himself to go inside.

"Noah." Rabbi Greenburg smiled when he saw the mohawked boy walk inside. "I'm glad you came. I just got off the phone with your mother. Rachel and Jacob are downstairs now. They could really use the help."

"Okay." Puck grumbled.

"I have to be somewhere. I'll be back in about two hours. If you three get done before I get back you're welcome to leave." The Rabbi told him.

Puck nodded letting the man know he heard him. Silently groaning, Puck slowly made his way down the hallway towards the basement. He walked down the stairs to see Rachel all but screaming at Jacob. Something about harassment and how it wasn't appropriate.

"Come on, Rachel. One minute over the shirt?" Jacob begged and reached for Rachel. She shrieked when his hand firmly cupped her breast.

"Jew-Fro!" Puck growled and yanked the boy away from Rachel and into the wall. "What the hell do you think you're doing?"

"I-I was just messing around." Jacob stammered. "I'm sorry."

"Get the hell out of here." Puck shoved the boy towards the stairs. He wasn't sure why he was so mad. He told himself that it was because Rachel was in Glee with him and Jacob had basically stalked her since seventh grade. Jacob was really creepy. "Go!" He yelled at Jacob and the boy scurried up the stairs slamming the door behind him.

Rachel let out a ragged breath and gathered her composure before turning to Puck. "Th-thank you." She offered him a small smile.

"Whatever." Puck brushed it off and sat down on the bottom step before whipping out his cell phone.

Rachel sighed and turned back to the box she was moving before he arrived. She picked it up and realized there was no way she could get it onto the growing stack. She was too short. She huffed rising up on her tip toes but the box wobbled in her hands. She squealed bracing herself for when the box landed on her face but it never did. Puck had come over to take the box from her hands and easily put it where she wanted it.

"You could have asked for help." He told her once the box was safely on the stack of other boxes.

"I didn't want to tear you away from sexting with Santana." She said curtly.

"Not that it's any one your business, I was actually texting my mom to let her know that I was here." Puck rolled his eyes and went to take the box Rachel was struggling with in her hands.

"I've got this." Rachel yanked it away from him.

"Fine." He put his hands up in a surrender and sat back down on the step.

"Can you go up and ask Rabbi Greenburg what he wants done with this stuff?" She asked him motioning to a pile of stuff in the corner.

"He had to run home." He replied and yawned. "This sucks."

"If being around me is so terrible why don't you just go?" She clenched his hands into fists at her sides.

"I came because my mom wanted me to help."

"You sitting there isn't helping. Just go!" She sighed.

"Gladly." He shot back taking the stairs up two at a time. He jiggled the doorknob but it wouldn't turn. It must be stuck. He shoved against it with his shoulder but it didn't budge. "Rach?" He called down to her.

"What, Noah?" She came to stand at the bottom of the steps and when she saw him she paled. "You shut the door?"

"No, that freak must have done it when he left." Puck shoved against the door harder. "It must be stuck."

"It's locked. Rabbi Greenburg said to keep it open because it locks automatically." Rachel walked up the stairs and jiggled the doorknob herself.

"It's not going to open just because you try it." Puck rolled his eyes. "I'm not dumb. I know how to open a door."

She rolled her eyes and walked slowly back down the steps to sit on a box. "This is ridiculous. I am going to kill Jacob on Monday."

"Not if I find him first." Puck sank back down into his spot on the stairs. "I can't believe I'm locked in a basement with Rachel Berry. This is cruel and unusual punishment."

"I'm not having much fun either." She spat at him. They were quiet for a while until Rachel finally spoke up. "Finn's the quarterback, Quinn's the popular cheerleader, Santana is the sexy one, and you're badass. Who am I?" She asked him quietly.

Puck looked over at her. She looked liked she really wanted an answer. "You told Finn about me really being the father of Quinn's baby facing the wrath of her and me; you ratted on Mr. Ryerson; and you sent a girl to a crack house. Those are all pretty badass things."

"You think I'm badass?" Rachel smiled and he smiled back. For a moment she felt like she was getting along with Noah but then he gave her a suggestive wink and she rolled her eyes before pacing across the room to work on more boxes. She needed to keep herself busy or she was going to go crazy being stuck in a locked room with Noah Puckerman.

He could hear her humming some song he recognized. It wasn't the kind of humming most people did when they didn't know the lyrics to the song. She had her back to him but he could picture her lips pursed together as she hummed along.

"Free Fallin'? Really, Berry?" He asked genuinely shocked.

She turned to him and looked just as confused as he did. "Just because I listen to Barbra Streisand doesn't mean I can't listen to Tom Petty as well." She rolled her eyes and went back to what she was doing.

Puck's eyes followed her movements. Rabbi Greenburg wasn't going to be back for at least another hour if not longer. This blows. He perked up when she bent over to sift through a box and saw that she was wearing a pair of white boy shorts. They looked almost... virginal, which was weird because they were also really sexy. He would've pegged Berry as one to wear granny panties but these were actually kind of hot. It wasn't absurd. The idea of him wanting Berry wasn't totally ridiculous. He hadn't really noticed it before but behind all of her crazy she's kind of hot. When they had gone out last year he had noticed she was pretty but now that he was staring at her in the dim light of the basement he realized how good her body was.

She was wearing a pair of black high heels that fastened around her ankles. His eyes followed up her legs slowly to the bottom of her skirt that stopped mid-thigh. She had good legs, great even, which was good because Puck had always been a leg man. She bent over again and her white panties poked out from under her blue skirt. He licked his lips and shoved his hands into his pockets to keep from walking over and doing something he knew would get him slapped.

His eyes kept going past her skirt to study her back. She had taken her jacket off after complaining that it was hot leaving her just a thin, white camisole. Puck could see the outline of her bra and for a second wondered what it would feel like to touch her boobs before pushing the thought out of his head because he knew it would only lead to bad thoughts he shouldn't be having about Rachel. The camisole hugged her curves that her sweater's usually hid. He was impressed. She had a good body; a dancers body. She stretched up so that she was almost on her tip of her toes to stack some boxes and Puck wondered what else her dance classes had taught her. He wondered how flexible she was.

No. Don't go there. This is fucking Berry. You can't be getting those thoughts.

He tried to look anywhere else but his eyes kept drifting back to her.

Fuck it. I'm going for it.

Rachel rummaged through a box and smiled at an old picture of a play her Rabbi had her and the other kids do when they were little. She was finishing up with the last of the boxes when she felt a hand reach around and press against her stomach. She took a sharp intake of breath when the hand pulled her back flush against Noah.

"Noah." She gasped, feeling the warmth of his hand clearly through her shirt. "What are you doing?"

"Nothing." He replied simply and pushed her hair away from her neck and kissed her bare shoulder.

"Let go of me." She tried to sound firm but they both knew if she wanted him to let go of her she would have pushed him away by now.

"I'm just trying to have a little fun. Being stuck down in this basement blows and I thought I'd find a way we could make this better." He whispered hotly against her cheek.

She closed her eyes when he pulled her back tighter against him. She was still facing away from him and could feel the bulge in his pants against the small of her back.

"I've thinking about this for the past twenty minutes. I think you're doing it on purpose, bending over in the short ass skirt; you had to know I could see your ass hanging out." Puck smiled against her neck.

"I…" She tried to turn around but he held her firmly and she couldn't move.

"I'll stop but I really don't think you want me to." He chuckled. "Do you, Berry?" His hand drifted down her stomach to slip under the waistband of her skirt and he felt her shudder.

"Let me go." She said loudly and he thought maybe she was mad but the next words out of her mouth almost made him nut right there. "Let me go so I can touch you."

He didn't need any more persuading and spun her around so they were facing each other. She smiled nervously up at him and her hands fluttered out to pull at the edge of his shirt. He helped her yank it over his head and it landed somewhere behind them.

"Noah." Rachel breathed his name out and ran her fingers down his chest making him groan.

"Now your shirt." His voice sounded almost desperate and he pulled it over her head quickly.

Rachel swallowed the lump that was forming in her throat as she watched Noah stare at her chest. She was wearing a white bra with little yellow dots. She bit her bottom lip between her teeth and blushed.

"You're so fucking hot." He whispered huskily, sensing that Rachel needed some kind of reassuring.

She smiled slightly at his words. Any other time she would have scolded him for his use of language but she realized this wasn't exactly the time to be correcting his language. She focused back on the fact that she was standing shirtless in front of him and wondered if she should stop this before it went any further.

Puck bent down to take Rachel's mouth with his own before she could say anything that could ruin this. His hands slid down her sides to pull her tight against him. He thought she was pushing him away but he realized she was fumbling with the button of his jeans. He pulled away from her to help her out. Once his pants were unbuttoned he shoved them down his hips and stepped out of them leaving him in his boxers.

Her eyes swept down his body and back up to see that he was smirking. "What?" She asked.

"You're staring." He told her.

"I thought you liked to be stared at." She felt a little embarrassed.

"Rachel Berry is looking at me naked." He smiled as if this was some big accomplishment.

"You have underwear on." She corrected.

"Close enough." He shrugged and then stepped towards her again to pull at the zipper of her skirt.

She brushed his hand away and pushed her skirt off on her own. She didn't have time for Puck to start being nice and considerate now. She was just as turned on as he was and wanted to get right to it. Contrary to what most people thought she didn't need a ton of foreplay – at least not with Noah. All he had to do was look at her and she got hot.

She kicked the skirt away from her and shifted nervously in front of him. She couldn't tell what he was thinking and being Rachel, she automatically assumed the worst.

Puck recognized that look spread over her face. She was usually very confident – or pretended to be – but now she looked vulnerable and unsure of herself. Probably because she was standing in front of him in her underwear and he hadn't said anything.

"God, Rach." He whispered against her neck. "Do you know how turned on I am right now just by thinking of the things I'm going to do to you? Are you thinking about it?"

"I don't want to think about it. I want to actually know." She replied as calmly as she could but she felt her voice was shaky.

"Rachel." He groaned when her hands pulled at the waistband of his boxers.

"Condom?" She asked and her hands froze. "Please tell me you have a condom."

"I was a boy scout, Berry. I'm always prepared." Puck thought back to that night with Quinn. "Well, now I am." He added as an afterthought.

"Get it." She ordered.

He found his jeans and pulled the condom out of the back pocket. When he turned back around Rachel was standing completely naked in all her glory with her panties and bra lying limply at her feet. Puck took a sharp breath seeing her for the first time.

"Is this okay?" She sounded very unsure of herself.

"This is more than okay." Puck smiled. "You are so beautiful."

Rachel was glad he hadn't said 'hot'. She smiled back at him and he walked towards her still gawking at her naked body in the dim light of the basement.

"Are you nervous?" He asked.

"Should I be?"

"Definitely." He smirked and grabbed her hips, picking her up, and sitting her on the table in the corner. It was a flimsy table but Puck was sure it would hold her. "I am going to do some terrible things to you, Rach."

"Bring it." She smirked as well, watching as he shed himself of his boxers.

His hands slid up her thigh and she moaned softly at his touch.

"More." She begged when his hands froze on her inner thigh. "Noah, please."

"Say it." He smiled against her cheek. "Tell me what you want me to do and I'll do it."

"I want..." She knew what she wanted but she couldn't bring herself to say it. She grabbed his hand and led his fingers to where she wanted him.

"Say it." He chuckled. "I want to hear you say it."

"I need to feel you inside me." She choked the words out. "Now."

He slipped his fingers carefully inside of her and pumped them quickly.

"There." She whispered. "There." She moved to help him get to where what she wanted. "Oh, there." She said it just because she knew he liked the way it sounded.

"Rach." He breathed against her neck. "You feel so good. So, so good."

"Say it." She repeated his words. "I want to hear you say it."

They both knew what she wanted to hear. Puck smiled and kissed her quickly on the lips. "I want you." He told her.

Rachel felt herself come close to the edge. He worked his fingers faster feeling the same thing.

"Condom." He whispered and with his free hand he pushed it into the palm on her hand.

She realized what he wanted and slipped it onto him before she fell into the ecstasy his fingers had brought her too.

Puck made sure the condom was on right before plunging deep into Rachel. She was still in the middle of her orgasm so when he broke through her barrier she only let out a small whimper and clutched his shoulders as if she might fall. He was impressed that he was able to hold himself together as she came down from her high. He stayed still until she told him to move.

His eyes fell shut as he started to move against her. She was so tight and warm Puck knew he wouldn't be able to keep this up long. She let out a moan from deep in her throat that was so full of sex and desire that he almost blew his load right then.

"Noah." She pulled his face up to meet hers and kissed him hard. She bit at his bottom lip and her legs wrapped around him to pull him tighter against her as she met his thrusts.

Puck moved faster, burying himself deeper inside of her. Her climax engulfed her, the feeling so strong that she held her breath. He thrust himself into her one last time as his orgasm racked over his body. For a few seconds, they stayed completely still clinging to each other as they struggled to breathe normally.

He finally pulled away from her, slowly, and kissed her cheek before going off in search of his clothes. After he had his boxers back on he tossed her own clothes over to her. They dressed quietly and Rachel wondered what would happen next. They were still locked in the basement so he couldn't exactly leave but she wondered if that's what he wanted to do. What he did next shocked her. He walked back over and kissed her lightly on the tip of her nose before pulling her into a tight hug.

"I guess we're stuck down here for a little bit longer." Puck sighed.

"They told me you wouldn't be dumb enough to fall for it." Rachel laughed.

"What are you talking about?" He asked watching her cross the room to pick something up from a shelf.

"I've wanted you since that week we went out last year and I finally got up the nerve to decide to tell you but Tina and Mike told me that you wouldn't feel the same way. They told me I was dumb for wanting you and that you'd only use me for sex." Rachel held up a key. "They said that I could never get you to say that you wanted me… but I did. I never expected it to go this far, with the sex and everything, but I got you to say it. You said you wanted me. The question is… did you mean it?"

Puck looked seriously confused. He looked back and forth between the key, Rachel, and the door. "Did you…? Did you plan all of this?"

"Badass right?" She smiled but it faltered when Puck still didn't say anything.

Recognition spread over his face and then the smile graced his mouth. He took the three long strides to close the space between them and pulled her in for a long kiss. "Totally badass."