A/N- this is a little oneshot I've been thinking of writing for quite a while. it takes place during the third season when rory and jess are walking through stars hollow to luke's after school. they were making out and rory tries to convince jess to go to the winter carnival. kind of remember that one? (please tell me what that episode is called!) anyways, rory and jess then enter the diner, and jess mentions going upstairs. but then lorelai comes in and that doesn't happen.

well what if lorelai hadn't come in when she did? what would happen upstairs.

just a short little kind of smutty oneshot. (there will only be a sequel if I get enough reviews!)

Disclaimer- I don't own Gilmore girls because if I did things would be a little different. (I love the show but some things need to be fixed!)

rory and jess burst into the diner fresh form the stars hollow winter air. Jess slipped behind the counter and got out the coffee pot for rory. he poured her coffee, and she gulped it down. he watched her with a smirk.

"So do you want to go upstairs?" he asked in a way he only talked with her.

"Upstairs?" she questioned with a smile.

he smirked and led her behind the curtain. she smiled at him and let him lead her. the second they were out of diner view jess grabbed her and began kissing her again like eh had outside. she responded loving the sensation he gave her.

"Let's go upstairs," Jess murmured between kisses.

they walked slowly up the stairs not letting go of each other. jess left burning kisses on her neck, and she held on tightly to his waist.

jess pushed open the door with his back letting them into the apartment. they walked over to the bed and fell upon it. rory was amazed at how great he made her fell. dean didn't even come close.

she fell beneath jess on the bed, and he pressed his lips against hers. he pushed his tongue against her lips and she instantly let him in engaging in a game of tongues that made them both feel incredibly hot.

after a couple of heated moments of heavy make-out, she felt his hands traveling down her body to the bottom of her shirt.

"Jess," she murmured against his mouth.

he looked into her deep blue eyes asking permission. she bit his ear softly.

"Don't stop," she whispered making his insides burn with pleasure.

he slowly removed her Chilton tie and shirt leaving her in just her silky white bra. he moved his skillful hands over her body leaving scorches.

jess reached behind her back feeling for the bra clasp. when he found it he quickly unclasped it revealing Rory's whole upper body.

she gasped but continued kissing him passionately. he felt his hands reaching for his shirt. she quickly took it off grinding her body into his. jess loved when rory did things like that. it always turned him even more on then he already was when he was with rory.

"Jess," she breathed, getting his body to melt with hers. she ran her fingers over his strong muscular stomach.

rory loved the way he never exercised but was so strong and muscular. it was so sexy. she felt jess press harder against her as she came dangerously close to his lower half.

"God Jess you're so hot…" she breathed against his lips before getting her tongue lost in his mouth again, wishing this moment would last forever.

A/N-hope you liked it! please review, you know I love them! if there are at least ten reviews I might think about writing about more on this; so please review…