This is my first rated m fic, so please be nice. Comments are love

River knocked on Amy's bedroom door in the TARDIS. Amy yelled, "Come in," So River opened the door and once inside, shut it behind her. When River turned around, she saw Amy shirtless sitting on her bed flipping through a magazine. Amy looked up and smiled at River then went back to her magazine.

River stood in the same spot, "I uh wanted to talk to you about uh the Doctor and uh" She said trying to remember why she had come to Amy's room in the first place. It was getting hard for her to concentrate as she couldn't keep her eyes off of Amy. She took in the young Scot's pale ivory skin, her toned stomach muscles and the black lace bra that Amy was wearing. "Can you please put on a shirt,"

Amy smiled, she set down the magazine and climbed slowly off the bed and went to stand in front of River. She looked up at River through her eyelashes, "Are you sure you really want me to put a shirt on?" She asked in what she hoped was a husky voice. River gulped and nodded.

Amy sighed and walked over to her closet doors, but when she went to open the closet. She was slammed against it, she felt a body against her back and then someone was sucking on her neck. River bite into a spot on her neck then gently ran her tongue in circular patterns over it. Amy smirked as River kept sucking and biting on her neck, "Knew you didn't want me to put a shirt on," She mutttered.

"Shut up," River said as she continued devouring Amy's neck. However much Amy was enjoying this, she needed something more. So she quickly flipped herself so her back was against the closet door. She caught River's lips in a kiss. River didn't take waste time and slide her tongue across Amy's bottom lip, asking for access. Access was immediately granted, and River slid her tongue into Amy's mouth and found Amy's.

Meanwhile, Amy was unbuttoning River's shirt and then slide it down her shoulders. She then unclasped River's bra. Amy's hands went to grasp both of River's breasts. She gently squeezed then moved her fingers so Amy was holding River's hardening nipples in between her forefinger and thumb.

River broke the kiss and unclasped Amy's bra before licking Amy's hardened nipple then softly blowing on it which made Amy arch her back. As she did this she quickly unbuttoned Amy's jeans and slide them down. River then went to do the same thing to the other nipple, this time Amy's hips bucked into River's. "Patience," River whispered into Amy's ear before taking her earlobe into her ear and sucking on it. River then backed them up before taking Amy to the bed. River pushed Amy on the bed then climbed on top of her.

After giving Amy a kiss, she moved down Amy's body. As she moved south, she ran her tongue down Amy's neck before reaching her collarbone then down through the swell of Amy's breasts and down her toned stomach. She then went to work on teasing Amy's thigh. She nipped, bite and carassed. Amy tried to lift her hips but River then pushed them down and held them down. She then moved on to the other thigh. "River please,"

River smiled up at Amy before running her tongue up and down River's folds. Amy tried to lift her hips for more friction, but River was still holding them down. River thrust her tongue in Amy's center and continued to thrust. She could feel Amy was close to climax so she took her tongue out. Amy made a whining sound but was then rewarded with two fingers being thrust in. While River moved her mouth to Amy's clit. She continued thrusting and when she felt Amy was close she added a third finger just as she bite down on Amy's bundle of nerves. Amy cried out as she was pushed over the edge.

River climbed back up Amy's body and kissed her nose, her cheeks, her forehead. As Amy rode her orgasm out. When Amy finally could function again, she leaned up and kissed River.

"i think I need to go shirtless more often." Amy said in between kisses.