I do not own Glee or any of its characters.

I have fun playing with the characters on the written page. I'd like to try the real deal with Mark Salling.

This is a SLIGHTLY AU future fic… I claim artistic license!

PROLOGUE: Takes place in August after their senior year. Puck and Rachel are friends. Neither is dating anyone else.

Puck moved slowly around the pool with the net. He was almost done, and this was the last stop of the night. He was glad to be done, because he was going to jump in as soon as he was finished. That's why he scheduled his friends' family's pools for the end of the day. He glanced up at the bathing beauty a few feet away. She was on her stomach, so she couldn't see him ogling her. She had undone the top of her bikini so she wouldn't get any tan lines on her back. Her skin was shiny where the lotion caressed her skin. He had put that lotion on her himself, so he knew exactly how perfect her skin was. He groaned as he realized how hard he was getting just from watching her. He needed the cool water of the pool. He sighed as he looked at her again. He needed it yesterday.

A few minutes later he put his gear away, grabbed his cooler, and dove into Rachel Berry's pool. Then he hopped into the chair next to her.

"Your dads gone this weekend?" he asked as he cracked open a beer.

"Yes, they're at a conference in Louisville."

Since graduation in June, Puck and Rachel had become good friends. After Babygate, they had both run through their romances with Finn and Quinn for just a few months before they realized it was not meant to be. Finn and Rachel were good friends. Quinn and Puck just seemed to have too much sadness between them. The whole Glee Club got along now.

Puck had changed after the baby. He was still Puck- all smirk and walking sex on a stick- except he had become more serious, softer too. He had not been in a relationship since Quinn, but he had also not returned to his man-whore ways. If anyone noticed, he had actually turned down a lot of girls, but people didn't even notice. They just ASSUMED he was the same Puck as always. He never threw slushies anymore and never started a fight. This did not mean that Puck was a pussy, but he was even more BADASS than ever. He was able to check his temper usually, but he beat the shit out of anyone who hurt his friends.

"What's going on tonight, Rach? We hangin' out?"

Puck and Rachel had found themselves spending a lot of time together this summer. Neither one of them was dating anyone. They just seemed to find themselves together out of convenience, and they had fun together. Puck laughed with Rachel. She expected nothing from him, and they just enjoyed being together. It was a little crazy because… she was Rachel fucking Berry.

"Let's hang out, Noah. Do you have one of those for me?"

He raised an eyebrow. "You want me to get you somethin' else? We could do margaritas?"

She nibbled on her lower lip in a way that made his shorts tighten. Damn. She was sexy as hell and had no idea how she affected him.

"I'll go get us Margarita mix. I know you'd rather drink those than beer. I'll be right back."

He dried off a little, threw a shirt on, and hopped in his truck to run to the store. He had tequila under his seat, but he needed the mix.

When Noah left, she threw her bikini top back on and wandered in the house to check her hair, put on real clothes, and apply a little make up. Noah didn't know it yet, but tonight was special. Tonight, she was going to seduce Noah Puckerman.

When he returned they mixed margaritas and made a quick dinner. They ate, talked, and drank for a while. Rachel sipped at her margarita. She needed it. She needed the false courage a little alcohol would provide. She was 18 years old and still a virgin, but all that was about to change.

After they watched "Die Hard" and drank several margaritas laughing and cuddling together throughout the whole movie while they made fun of the cheesy dialogue and over-the-top stunts. Rachel turned to Puck and told him she needed a favor.

" 'Sup, Berry?"

"Noah, I've been thinking a lot about college. There's going to be so many new experiences, and while I'm excited about them, there is one thing that I want to be a new experience before I embark on this next endeavor. That's why I want you to relieve me of my virginity prior to my departure."

"The fuck, Berry?" he asked her, rattling his head a little.

"Well, Noah, I've given this considerable thought, and if I were to wait until college I could wait LONGER until I'm at an appropriate time in a romantic relationship to signify a physical development, but then my status as a virgin would quickly elevate the relationship whether the relationship warrants it or not. OR, if I were not to wait for the relationship, then it would just be some random guy at a random frat party, and that would not mean much at all, so you can see why I'm asking you, my friend, to help me with this monumental step in a girl's life. Noah, I want you to be my friend with benefits."

Puck was still staring at her with his mouth hanging open. "Berry, we can't be sex buddies. It would ruin everything."

A hurt look crossed her face, and she swallowed hard. "I see. I will find someone else, then. Maybe Finn would be able to help me out. He wanted to before, so maybe he will now if he's not seeing anyone."

Puck sneered a little. "Rachel, you're not going to lose your virginity to fucking Finn Hudson."

"Well, maybe there's a party tonight. I could find someone there who might be willing."

"Rachel, you are NOT going to a party for THAT! I just meant that wouldn't it be hard for us to be friends, and… you know? You're leaving next week. Girls sometimes get… attached- believe me, I know. And you're going away, you need to stay focused. God knows I need to stay focused or I can kiss my scholarship goodbye. I just think you should wait."

"Noah, I've already decided. I'm NOT going to college a virgin."

Shit. She was ruining everything. This was not a good idea, and he knew that. What could he do? He was only human, and she was sitting next to him in a TINY tank top and skimpy daisy duke shorts.

"Alright. It's going to be me. I'm your friend, and you know I'll make it good."

"Well, if you're going to get all cocky about it," she huffed. "I know Finn's is more than adequate…"

"Stop talking about Finn! 'S a mood killer!"

He kissed her and pulled her onto his lap. He let his hands roam her body from her boobs down her waist to her thighs and back. He ran a trail of fire up and down her body until she moaned his name in his ear. Their mouths were mashed together, then gentle, their tongues ran along each other hotly, then gentled up again.

He stopped kissing her and took off his shirt. She ran her hands along his chest and arms, rubbing the hard muscles of his body and giving her more confidence. When she started to tug at his shorts, he told her it was time to move upstairs. He picked her up and carried her, with her legs wrapped around his waist, all the way to her room.

He set her down in front of her bed and reverently began removing her clothing. Her body was amazing, and he couldn't stop touching her everywhere. He laid her down on the bed and put his hand between her legs.

"Rachel, you're fucking soaked!" he groaned.

She flushed, although he couldn't see it, he knew she was red.

"No, Rach, 's so fucking hot. I can't believe I made you that wet without even fucking touching you."

He put a finger in her and felt her tight body pulse around it. She was tight. She was really tight. He had not been with a virgin since Quinn, and he was a little worried about this. He knew it would work, but he wanted to fucking rock her world. He moved his finger back and forth trying to stretch her. She quivered on him and ground down a little. He groaned again. Then he moved his body down to put his mouth on her. He had barely begun to flick his tongue over her clit when she came hard and fast.

"Noah, Noah, Noah, Noah!" she chanted.

When she was barely done, he started using his tongue again, and then he put a finger back inside her. She was grinding down on him, and he was using his tongue to flick.

She writhed on the bed and fisted the pillows.

"Please, Noah," she begged. "I need you now."

He couldn't stop now if she begged him to. He pulled his body up over hers and positioned himself at her entrance.

"Rach, you're awfully tight, and I'm not small. This might be painful at first, but I promise you it will get better. I promise."

"I trust you, Noah."

As he entered her, he thought about what she had just said and wondered if anybody had ever said that to him before. He would make sure he deserved it.

He pushed in further, and she bit her lip a little and tensed. He stopped and waited for her to show him she was ready for more. God, she felt so amazing. It was just like he dreamed it would be. Yeah, he had thought about it.

She moved her leg a little and he sank in even more. He moaned a little. She was tight and hot and exactly what he wanted. He kissed her and started to stroke in and out slowly. She was starting to breathe rapidly, and he knew she was close. Thank fuck because he was going to EXPLODE.

"Shit." He said. "We don't have a condom on."

He couldn't stop moving, but he was so pissed at himself. Had he learned NOTHING from the Quinn fiasco? He thought he would be able to pull out, but then she said the sweetest words EVER.

"I'm on the pill, Noah."

He was going to come inside her. He quickly put a hand between her to rub her clit a little, but it only took three swipes and she came again just as he was spurting into her. He fell on her in a sweaty heap.

"Rachel, you are fucking amazing!" he told her honestly and kissed her again.

She curled into him for a minute, but he got up and got her a washcloth to clean up with. It was cold, but he told her it would make her feel better.

"Can we do it again?" she asked eagerly.

SHIT. He had created a fucking monster.

"Yeah, babe, in a little bit if you're not too sore."

"Thank you, Noah. That was wonderful. I'm so glad it was with you."

He was glad too. He didn't want her to have a clue how glad, but he was soooo glad she had chosen him.

They fell asleep for a little while, but sometime during the night, Puck felt a hand fist around his cock. It was tight and hard, stroking him up and down.

"Babe, you're awake."

"Yes, Noah. I didn't even get to play with you earlier, and I wanted to check things out."

He smirked. "I couldn't have let you touch me earlier, or it would have been done before we even started."

She was stroking him harder and faster now, and it felt damn good. She was up on her knees and her boobs were bouncing up and down as she stroked him. He reached up to tweak a nipple and pulled her down so he could put it in his mouth. He blew on it and flicked his tongue out. Then he pulled her all the way down on top of him. He kissed her and ran kisses along her neck to her shoulder.

"Are you sore?" he asked.

"Just a little," she told him.

"We should probably wait."

"NO!" She practically shouted. "I don't want to wait. I want you now."

He kissed her again and flipped her underneath him. He put his mouth to her center again and used long strokes of his tongue up and down. Then he used his tongue all the way inside her and fucked her with it. He used a finger up on her clit and applied pressure.

"Noah," she begged, "fuck me now."

He wanted to, but he needed to know she was ready. He spent a few more minutes on her clit and she came. Her breathing was erratic and she stretched up toward him.

He pushed her legs apart and put himself into her slowly and carefully. He made love to her tenderly until she begged for it harder and faster. Then he unloaded into her. He called out her name as he came.

"Rachel!"

When they were a sweaty pile in the bed, he got up and pulled her along with him by the hand. He led her down the stairs where he stopped to get them water and took her outside to the pool. They went down the steps to skinny dip in the pool. It felt funny to be naked, but she liked the naughty feeling. He told her it would help soothe her body. They kissed in the pool, and she wrapped her arms around him.

When they were done, they went upstairs to bed and fell asleep. She mumbled something about wet hair, but he didn't pay attention. He pulled her into his arms and caressed her until she fell asleep and longer. She felt so good in his arms, like she'd never leave. He knew tonight was a mistake, but he couldn't regret it. She felt too right.

The next morning she was in the shower when he awakened. He waited for her and wondered what he would say.

When she came out of the shower smelling of pear lotions, he pulled her down to him for a kiss. He had made it a point to brush his teeth in the other bathroom so he wouldn't have morning breath.

They made love often the rest of the weekend, but on Sunday night, before her dads returned, they said their goodbyes.

"Rachel, I don't want you to get attached to me before you leave. The time isn't right," he told her.

She blinked back tears and lied to him.

"I know that, Noah. I know that. We're still friends."

He knew she was almost crying. He knew that's why they shouldn't have started this. They tried to laugh and joke like they were still friends, but they really weren't. They weren't friends any more.

He gave her a chaste kiss goodbye.

"Noah, you should know, I'm still glad it was you."

He kissed her again.

"I know, Rachel. I'm glad it was me too. 'Course no one else is going to 'measure up, you know."

She laughed. "I know, Noah. You're WAY bigger than Finn!"

He smirked and walked away. He fucking knew it!