Author Note: Hey guys! This is my first venture into the Waterloo Road fandom, however you will be seeing more from me, though most will be rated lower I should imagine.

I do have another version of this fic; it's slightly different with a lower rating; which I will post if people want to read it.

The pairing is Karen/Rob because I have so much love for them. I wrote it on Wednesday night as a continuation of episode 9, and I'm finally able to post it.

I'm really not sure what I think of this. I hope you enjoy; please read and hopefully leave a review. Constructive criticism is welcomed.

Warnings: Rated M for scenes of an 'intimate' nature ;) Okay who am I kidding? I suppose you could pretty much class this as PWP. It goes without saying; please don't read below here if it's not your cup o' tea. Don't say I didn't warn you.

Disclaimer: I own nothing; if I did the show would have seen a LOT more Raren love, and Karen wouldn't be leaving. Written in italics is part of the dialogue from tonight's episode.

Late Night Call

The sound of the doorbell ringing caused Rob to sit up in surprise; who on earth could be calling at this time of night? He switched of the television before padding out into the hall to answer the door.

"Karen?" He said, trying not to show his surprise.

Karen gave him a smile, "Sorry to turn up unannounced," she said by way of reply.

He just shook his head, "no worries."

"You busy?" She asked, almost shyly, as though she was second-guessing her decision to go and see him.

"No – no, come through," Rob assured her, stepping aside so she could come inside. She shut the door behind herself, following him through the house.

"It's not too late is it?" She checked again.

"No – let me take your coat," he offered, politely relieving her of it. "Bad day?"

"No, it was quite good actually," Karen smiled, engaging in small talk, as she worked up the nerve to tell him why she was there.

He was surprised, "I just thought with Eleanor and-" his voice tailed off, and he waited expectantly for her to speak.

"No, I took your advice and let go of my anger." Karen answered, not meeting his eyes for a moment.

"What? You do listen to me occasionally?" He asked, more than a little surprised.

"You have your moments," Karen teased, flashing him a brilliant smile. The compliment wasn't lost on him though.

"Ermmm…Drink?" Rob offered, at a slight loss as for what to say to the woman now standing in his front room.

Karen instantly shook her head, "No I'm not thirsty," she replied. There was a silence between them, and he shook his head, not understanding why she was there. He could sense there was more she wanted to say but he'd wait for her to initiate the conversation. "Actually, I didn't come here for a drink," she purposefully closed the distance between them in two paces, her eyes never leaving his. Her lips crashed against his and her hand moved up behind his head.

Their bodies converged and suddenly he was kissing her back, almost lifting her off her feet. They pulled apart, gasping for every breath, his hands encircling her waist. Karen rested her forehead against his, placing a hot kiss against his lips, "Take me to bed Rob," she whispered, her breath hot on his cheek, lips grazing his ear as she spoke.

Rob bit down on his lip; no one in the world had ever made him feel the way Karen Fisher had done, even since the day he first met her. He didn't know what had changed for her and he needed to before it happened and she ended up regretting it. But she was making it so… hard, not to sweep her up into his arms and have his wicked way with her there and then. Her lips were now tracing patterns along his collarbone and her fingers nimbly unbuttoned his shirt. "Karen," he almost whispered her name, not wanting to break the electric atmosphere that lingered between them. "Karen, we should talk about this," He stilled her wandering hands. "Are you sure this is what you want?"

"I've never been more sure of anything," Karen whispered breathily, unadulterated desire flickering behind her eyes. "I need you."

Rob swallowed hard, shifting uncomfortably to try and quell his arousal, "What's changed?" He pressed, taking her by the hand and leading her over to the sofa, gently propelling her to sit, "I don't want to take advantage of you Karen-"

"Well I'm more than willing to let you," she whispered flirtily. "Rob I-"

"Let me say what I need to say," he interrupted firmly, taking her hand in his. "You've come to mean so much to me over such a short period of time, and I don't want to lose that. I thought I'd already had my chance, and I was surprised when you started to thaw towards me. I'd hate for anything to change because we rushed into this. You've had such a stressful time lately what with Jess, and the school, maybe we should wait…" his voice trailed off as Karen dropped his hand and stood up.

"You want to know what's changed," she started, pacing the living room. "Me, I've changed; I told you I've let go of my anger, but I wasn't just talking about Eleanor Chaudry. I was talking about with you, and – and Charlie," she hesitated before mentioning her ex-husband's name. "Recently I've started to reevaluate my life and I'm not quite sure how to explain it, I just, I found myself thinking about the last time I took a chance and the truth is I can't remember when that was. I was so scared to let you in, and then you gave me the excuse I needed to push you away. Since the separation I've been so unsure of my abilities, as both a mother, and as a lover. I don't want to live with that fear anymore." Karen rambled, reaching out for Rob's hand, and pulling him to his feet.

"On top of that I've spent the last term feeling inadequate as a headmistress, but tonight something changed. I confronted Richard, and it wonderful. I felt empowered." She spoke into the silence for five minutes, before pausing. "I remember when I used to feel like that all the time. I want it back. So I'm going to go after what I want – starting with you, Mr. Scotcher." A radiant smile formed on her lips, and she pulled him gently down for a kiss. "I want you Rob."

Rob couldn't help but to smile back against her lips. Her mouth opened slightly and their kiss deepened, tongues battling for dominance, his hands tangling in her hair. He let out a low groan as her teeth gently sank into his bottom lip. "God Karen," he muttered, "The things you do to me woman." She giggled into the kiss, deliberately raising her hips, so her body was flush against the bulge in his jeans. "Right, that's it madam!" Rob said suddenly pulling away.

Karen sighed at the sudden loss of contact, "What are you doing?" She asked, confused, squealing when he picked her up in his arms. "Right now, I'm taking you to bed," he stated.

"Not before time either," she answered, legs wrapping around his waist and her arms folding around his neck. Slowly they made their way through the house, Rob turning out the lights as he went. Together they struggled up the stairs, and stumbling through his doorway, Rob tripped and promptly dropped Karen on the bed. Giggling like a giddy teenager, she reached out and pulled him down to join her.

They kissed again, and Karen kicked off her shoes, reaching up and sliding Rob's unbuttoned shirt down over his shoulders, throwing it onto the floor. His hands slid up her body and around her back, pulling the zip of her dress down torturously slowly. "As quick as you like," she teased, raising her hips off the bed so that he could undress her.

"Patience is a virtue Karen, or did no one ever teach you that?" Rob grinned, abandoning her dress on the floor, and leaving her clad in just a simple white satin bra and knickers. For a second he didn't speak, and she could feel her heart start to hammer madly against her ribcage. She felt foolish for letting herself get so caught up in him that she didn't stop to think about what he'd think of her. For the first time that evening, she felt a wave of self consciousness consume her, and folded her arms across her chest. "I know I'm not much to look at," she managed, her cheeks tinged with pink.

"I don't know how you can say that," Rob murmured, uncrossing her arms and pulling her into a sitting position. "I'm going to show you how beautiful you are tonight," he placed a chaste kiss on her lips, before his mouth began to travel down her neck, kissing and occasionally nipping at the skin, eliciting a series of gasps from Karen. His kisses followed the line of her bra, before he reached behind her and expertly unclasped it, tossing it onto the floor. Rob took a sharp intake of breath and for the first time in his life, words failed him. There were no words he could use to describe exactly how beautiful she was to him. Almost shyly, she looked up reaching out her hand which he squeezed reassuringly, before letting his hands roam her sides, fingertips brushing her skin, and making every inch of her body feel like it was on fire. He started to trail his kisses back down her body, dipping his tongue into the hollow of her throat; Karen let out a quiet moan, vibrating against his mouth. She closed her eyes marveling at how the simplest of his touches could make her feel so alive. A barely audible gasp escaped her lips, as Rob placed butterfly kisses across her chest. Rosy nipples hardened as they came into contact with his lips and Karen found herself trembling under his tender ministrations. His mouth opened a fraction, taking first one breast and then the other in his mouth, flicking her nipple with his tongue, before continuing his exploration of her body. His kisses traveled down across her stomach, and he paid particular attention to her slender legs, kissing down one and back up the other. Karen's heart started to beat faster, and she let out a breath she hadn't realised she was holding, when his lips pressed against the thin cotton barrier left preserving her modesty. Rob looked up at her, silently asking her permission to continue, which Karen wordlessly granted, lifting her hips, so he could undress her completely.

"I think this makes you slightly overdressed," Karen almost growled; her hands trailed down his torso, and she fumbled with the buckle on his belt for a few seconds. Rob let out a strangled moan as she accidentally brushed against him, pulling down both his jeans and underpants at the same time. They soon joined the pile of clothes already on the floor. Taking control of the situation, she pulled him flush against her causing them both to groan. His feather light touches made her body shudder violently beneath him; tracing patterns down her stomach and finally touching her where she needed it the most. Weeks of pent up frustration pooled between her thighs and she arched her hips upwards, as his fingers slipped into her warm, wet heat.

"Make love to me Rob," She gasped, barely able to breathe; Karen hadn't felt like this in longer than she cared to remember, teetering on the brink of oblivion. "I need you now." His face hovered inches above hers and their eyes locked, Rob reached down and brushed a tendril of hair away from her face, before engaging her in a passion fueled kiss. Her arms wrapped around his back and she let out a breathless whimper as he effortlessly slid inside her. He began to move, quite slowly at first, indulging in the sounds emanating from Karen's throat and never once taking his eyes off her. If he thought she was beautiful before, then there were no words to describe what seeing her lying there beneath him was doing to him. Her breathing became shallower as they settled into a rhythm, Karen evenly matching his thrusts, her blue eyes starting to close involuntarily. The world around her became a haze of colour as she surrendered herself to feeling his every motion.

"Let go Karen," he whispered tenderly into her ear, "I'll catch you." Rob saw the single tear roll down her cheek at his words. Brushing it away with his thumb, he felt her walls contracting around him, as his name ripped from her throat. The sight of Karen's release combined with the hormones coarsing through his system was enough to drive him over the edge and in several thrusts, she felt him empty inside her. Then they were still.

When they had both gained enough control over their bodies to be able to move, Rob rolled off of Karen and laid in the space beside her. He pulled her into his arms, her head resting on his chest. "Are you okay?" He whispered, dropping soft kisses into her hair. She hadn't spoken yet, and he wasn't sure if that was a good or a bad thing.

"I feel amazing," she answered, absent-mindedly tracing patterns on his chest. "That was the most intense experience of my life," she was unable to prevent the grin from spreading across her face, or the yawn that followed. "Thank you Rob," the words caught in her throat and she felt his arms wrap tightly around her as she stifled another yawn.

"I think someone's tired," Rob teased gently, caressing her cheek with the back of his hand. She opened her mouth to deny it but then closed it again. "Get some sleep sweetheart, we'll talk in the morning." Her eyes filled with tears as she registered the term of endearment used and settling down in his arms, Karen closed her eyes.

He watched her settle down, chest gently rising and falling as she succumbed to a peaceful sleep, before switching out the light and going to bed himself.