Disclaimer: I do not own PLL. Rated M.

They sit at his kitchen table in his apartment. Caleb, staring intently at a calculus problem in his book as he tries to memorize the "shortcuts for derivatives." The chain rule is confusing shit and he has an exam tomorrow. An exam that he needs at least a B on to keep his GPA acceptable in his eyes. He's a little bit of a perfectionist when it comes to school. Something that most of Rosewood wouldn't guess from his bad boy persona.

Hanna, on the other hand, pages through a fashion magazine she's already read at this point – since she'd thought he'd be done studying long before now. She's bored out of her mind and can't help but glance up at Caleb.

His gaze is glued to the calculus book and he's tapping his pencil on the table absentmindedly. He's biting his lip and Hanna can't help but think about how sexy he looks right now. He always looks sexy when he's concentrating on something really hard, no matter what it is. Maybe he could take a break for a little while, she thinks.

As soon as Caleb realizes she's staring he looks up. She pulls the bottom of his lip out from his teeth that are biting down on it and outlines it with her finger without even thinking really. "I love this," she mumbles. "I love kissing you. You have the best mouth…"

He looks surprised at her comment, taken off guard since he'd been focusing so hard on his calculus for a long time now. He smiles and says, "No you do."

His eyes stray downwards from her eyes to her mouth, and then to her breasts, half of which are exposed by the deep cleavage she has going on with the tank top she's wearing.

Of course she notices so she leans in to nibble on his ear. "What are you thinking about Caleb? Are you thinking about being with me?" She pulls back and grins coyly.

"Yes," he admits. But it's not the normal husky voice that she expects to hear. He's holding back. "But we can't do this now. I need to finish studying."

She pouts at him.

"Later Han," he tells her. It's not like he doesn't want to. He just wants to finish this first. Both of them know that a study "break" turns into hours and tomorrow's exam is really important to him.

"Fine," she says nonchalantly. But Caleb's not naïve enough to think she won't try to tease and trick him into ditching the calculus. He knows her better than that and knows she's impatient.

Just like he predicts, Hanna is rubbing her bare calf against his jean clad leg under the table two minutes later. Caleb looks at her, pretending to read her magazine, acting like she isn't doing anything at all. He pushes her leg off of his gently.

Hanna grins, not looking up from the page she's on, knowing that she's affecting him. She contemplates her next move. She wants to drive him crazy so he won't be able to resist her anymore.

He's tapping his foot on the floor now so she takes the chance to grab his knee, stilling his movements. He looks at her disapprovingly but doesn't push her hand away like she expects. Instead she moves it up his leg.

"What are you doing?"

"Nothing," she says ever so innocently, while letting her hand run over his crotch a few times, applying the right amount of pressure that she knows will get him going. He closes his eyes tightly and drops the pencil he's holding.

"Hanna…" he stutters, covering her hand with his. "We can't do this right now." He sets her hand back on the table with his hand still on top of hers. He bites his lip and Hanna can tell how much he wants her, but she knows he won't give in right now. "Give me another hour," he begs even though he knows he should probably take more time than that to finish preparing for tomorrow.

"But I want you right now," she whines.

He shakes his head 'no' as much as he wants to give in to her right now. But he won't let her win on this one.

She gets up and goes to grab her purse from the living room, letting out a frustrated sigh. Caleb never says no to her, but she can't even be mad at him because she knows how important his exam is. He feels slightly bad that she's leaving, but decides it's for the best. He knows he won't be able to get any more studying done if she stays.

Before she heads out the door, she leans over the back of the chair he's sitting in to whisper in his ear, her hands resting on his chest. "Come over when you want to fuck."

He nearly chokes when he hears her say that. And he can't even think of a reply to that before she's out the door, although she probably meant for that to happen. She's never referred to sex that way before and it turns him on. Really really turns him on. It's always Be with me, Caleb or Make love to me. Never Fuck me.

It takes all he has in him not to run out to the hallway, grab her, and drag her back to his apartment.

It's two hours later and Caleb finally feels confident that he knows everything he needs to for his exam. He somehow managed to finish up the studying, even with Hanna and her words on his mind. That girl will be the death of me, he thinks as he lets himself in the back door of Hanna's house. It's Wednesday and he knows that means that Ashley doesn't get off work until 9, instead of her usual time.

He makes his way up to her room. Her door is open and she's talking on the phone, saying something about how she thinks it's okay to wear white after Labor Day, but that she doesn't think that Ezra's mom will think that. She's sitting on the edge of her bed, with her back to the door. She's wearing some pajamas that Caleb's seen before – a white spaghetti strap tank top that leaves little to the imagination and little pink shorts with lace on the edges, which barely cover her ass.

He sits down next to her and she jumps, not noticing his presence before. He kisses her cheek. "Hey."

"Hi. I'm on the phone with Aria," she whispers. She crosses one of her tanned legs over the other. She wants to tease him again. Make him wait since he made her wait earlier.

He thinks she's about to wrap it up, but soon realizes that's not the case. They are clearly discussing what Aria should wear to meet Ezra's mom for the first time and he knows how long Hanna can talk about clothes. The phone call could take hours and he can't wait that long. He has to have her now. Needs to have her now. He wonders how it's possible to want someone this badly.

"Hanna," he whispers, trying to get her attention.

But she just mouths "Shut up" to him and places a finger over his mouth to silence him. She holds the phone away making sure Aria can't hear when she whispers "Sorry, I'm not that horny anymore."

He rolls his eyes, though she doesn't see it. He'll take that challenge even though he's pretty sure she is. He rests his hand on her knee and rubs soft circles with his thumb, trying to distract her. "Hang up…" he whispers as she continues on with the conversation. She's not wearing a bra and her shirt is pretty see through. He's already starting to get hard. Her attire combined with her voice in his head saying 'Come over when you want to fuck' is making him lose it already.

"Come on Hanna…" he whispers as he moves his hand upwards from her knee to her upper thigh, feeling her smooth skin under his palm.

She smirks and raises one of her perfectly shaped eyebrows at him. He just smiles back at her. Two could play at this game…

His hand travels higher as his thumb rubs little circles on her skin. Hanna's quiet now as Aria rambles on about how she has nothing to wear, saying how Spencer's clothes are too frumpy even though they might be appropriate for the event. Hanna throws in an "I know," an "okay" and a "you're right" here and there.

Caleb's quiet now. He wants to prove a point so he doesn't really want her to hang up anymore. He continues to caress her legs with his hand. Suddenly, he moves off the bed and his lips touch her knee ever so softly so it's more of a touch than a kiss. He does it again just above her knee cap, before placing a real kiss on her inner thigh. Her skin smells so good, like strawberries and something else fruity that he can't quite pick out. He bites down on her inner thigh and then places a kiss a little further up. Her free hand goes to his head and she starts to run her fingers through his dark brown locks. He knows it's her subconscious way of urging him on, making him kiss her higher and higher up her leg.

"Spread your legs," he whispers and her grip on his hair tightens, forcing him to look up at her.

She mouths, "Shut up," but it's a little less determined than the first time. But it doesn't matter. He's not really listening to her as he uncrosses her legs for her. If she wants to keep talking to Aria, that's fine with him. He just doesn't want to stop touching her.

"Hey Aria," she says as he now guides both palms on the side of her thighs, up underneath her shorts, "can I call you back later? I think Caleb needs me for something…"

Aria answers something that Caleb can't hear, but before Hanna can hang up, he smirks and kisses her flat belly. His voice is much louder when he says, "Talk to Aria, baby. I'm doing just fine."

"Oh… okay…"

Aria rambles on, completely clueless to Hanna's fleeting disinterest in their conversation. He fingers the hem of her top. He stands up and starts to pull it over the top of her head. He hears Aria's voice on the phone for the first time as Hanna raises both arms up with the phone in the air to let him free her of the fabric.

She's not wearing a bra and he breathes in deeply when her naked chest comes into view, never really getting used to the beauty of her body. Hanna puts the phone back up to her ear and mumbles, "Yeah… the pink peplum dress is great…" as he helps her sit back against the headboard. He covers her breasts with his hands, kind of sizing them. They're a perfect fit in his palmed hands and his girlfriend's voice hitches slightly when she says "…no… you have the… perfect body type for it." She bites her lip.

He's back to kissing her belly now. Dipping his tongue in her navel and making her breathe faster. He's in between her legs and he wants to lower his head a little to kiss her there, right between her legs. Taste her. But she's still wearing far too much clothing and he wants her naked…

He stands up and pulls her to stand up too.

It's weird that Aria hasn't caught on to the fact that Hanna has completely stopped listening. As he pulls her shorts and panties down, she just hums in response to the other girl's constant talking. She steps out of her last item of clothing, while he starts to silently kiss his way from her hipbone to her breasts and helps her lay back down on her bed. Her right hand is gripping her phone way too hard out of fear that she might drop it. One of his hands travels to her inner thigh and she bites down on her free hand to stifle a moan.

She's absolutely gorgeous lying in front of him all naked and if he was hard before, it was nothing compared to how hard he is now. And it doesn't get better when the back of his fingers brush her center, and he feels how wet she already is for him. He wasn't planning on doing this just yet, he was actually planning on drawing it out and waiting for her to finish her call, but feeling that warm wetness makes him breathe faster and he needs to touch her.

"Oh god…" she moans as his fingers gently slip in between her slick folds and start rubbing her. And he smiles when he hears how strained her voice is when she says "What? No! I… I meant 'Oh god, not your leopard heels'."

His lips find her left nipple and he sucks it gently at first, nibbles it a bit, and then swirls it gently with his tongue. Then he brings his head up to level with hers to whisper in her ear. "I'm gonna make you come so hard, Han…"

The moan is back and this time she doesn't even bother to explain it to Aria. She just quickly disconnects the call.

"You're… in so… so much trouble," she breathes out shakily and throws her head back to let him ravish her neck. Her phone falls to the floor and from there on he picks up his pace and his force.

Suddenly he can't slow down and his hands and lips are everywhere, making her moan louder. She's pulling at his t-shirt impatiently and he helps her unsteady hands pull it over his head. Her fingernails rake his abs and lower back and her lips find his collarbone.

"I'm in trouble. Oh Hanna, you have no idea what you're talking about…"

He stops all the kissing and touching to just look at her. Her eyes are unusually blue and filled with something that can only be described as pure lust and her smile is almost devilish.

Her fingers move down to the zipper of his jeans, but he grasps both of wrists and pins them above her head. He smirks. "I thought you said you weren't that horny."

"Fuck you." Her voice is raspier than usual, but still full of playfulness and it sends shivers down his spine.

"No, actually I plan on fucking you…" he whispers back because he realizes that he probably will. He's human after all, and no one that saw the girl that was currently lying naked underneath him could ever blame him if he did.

Honestly he wants to make love to her. But saying that implies that he wants to do something slow and romantic and that would be lying. He wants to fuck her with love, hard and passionate.

Although not yet. Not now.

First he wants her to beg.

He's hovering above her and she pulls her leg up a bit to rub him through his jeans. He has to keep her away from touching him because since he's on the verge of exploding already, it will all be over far too quickly if he lets her do what she wants.

She wiggles loose from his grip and shoves one hand down his pants. Grasps his erection and feels its strong masculinity twitch at her touch. His head falls back and he groans with that perfect full mouth.

"Don't do that yet baby…" he breathes out and grabs her wrist again. "I'm not done with you."

There's a determination in his voice that just forces her to let go and succumb to whatever it is that he wants to do to her. Her head spins as he ventures down south. Touching and kissing every part of her naked body in his way, making her feel like she's going to cry if he doesn't give her release soon. The moist wetness of his warm mouth against her skin is pleasure and pain at the same time and then he grabs her thighs and pulls her down, flush against his face.

Something explodes inside her the second his mouth finds her center. And when his tongue probes in between her folds she moans so loudly that she almost wants to clutch her hand over her mouth.

"Yes…" she hisses as he starts lapping that spot. "Oh my god… right…there…"

She clutches his hair and bucks her hips. Crude? No, she just wants to shove his face into her because he feels so good that she gets why her mom doesn't want him in her room in the first place.

"God, Hanna… you taste so fucking good."

He doesn't usually talk like this. And his voice, deep and pained with the urge to fuck her into the next lifetime, makes her want him even more. So bad that she's on the verge of begging. So bad that she actually does.

"More…please Caleb… more…"

His tongue keeps making patterns and his hands spread her legs wider while she writhes and moans underneath him. She can't keep still and he keeps licking and sucking.

"Go faster…" she breathes. One of her hands grips his hair harder and pushes him into her even more. He is the one moaning now. Low and animal-like, and it's the most arousing sound she's ever heard.

He sounds like this because he actually gets off of pleasing her. Because he loves her.

"Come for me Hanna" he gets out and she looks down at him. He's still licking her, but his eyes never leave her face.

"I want to come when you're… when you're… inside me…"

God, she can't even talk now. He's reducing her to a hot puddle of want and need and she's struggling to not throw her head back and scream. For a second he raises his head and his tongue leaves her wetness.

"Don't worry. I'll make you come again… and again…" His thumb takes the place of his mouth so he can look at her better. "…And then again… "

And when he goes back to licking her and pushes his tongue deep inside her, she does scream, because the orgasm that washes over her is like a fucking tidal wave, squeezing out her last breath and making her shake so bad that she feels like she's breaking apart. She can't even hold herself back from screaming out his name, and she keeps repeating it over and over in quieter pants.

"Caleb…oh god… Caleb…"

Her whole body's shaking. He grips her hips trying to keep her steady and just watches her come apart, staring at her intently. It's the sexiest thing he's ever seen. The way she let's go like this. The way she trusts him with her body. He loves that he's the only guy she's ever done this with. That he's the only guy to have ever seen her naked or make love to her.

She looks like an angel all sprawled out in front of him. A horny, flushed, sensual creature that can't even be real, and that lets his name fall off of her lips like a chant.

And if she knew that he came in his shorts the second she moaned out that she wanted to come with him inside of her, she'd probably laugh. But she never has to know, because now, less than two minutes later, he's just as hard again.

And that's the thing with her. She has no fucking clue how she affects him. How she has him reduced to a sex-crazed 'thing' by just whispering his name in his ear with that sexy raspy voice of hers. She has no idea of the amount of times daily that he just wants to rip her clothes off and slam into her. He's amazed that he's yet to fuck her in front of everyone in class or her friends, because the mere sight of her when she has that look in her eyes just makes him lose his head.

He licks her one last time and feels her shudder beneath him, before he moves up and kisses her mouth instead, letting her taste herself on his lips and tongue.

Her arms wrap around him instantly and he supports himself on one hand while sliding down his jeans, and then boxers, with the other. Her warm skin against his and her soft chest pressed against his harder one makes him groan.

"If you only knew…" he whispers and kisses her again, "if you knew what you do to me Hanna…"

He pulls on the condom he brought with him and when he relaxes against her, and she wraps her gorgeous legs around his waist, he accidentally rubs his dick where his mouth has just been. The warm slippery wetness almost has him going mad.

He chokes and she raises her hips and rubs against him a second time.

He sucks her bottom lip in between his teeth and earns a deep shaky breath from her before she whispers "I love you."

And that's all he needs.

With one steady push he slips inside her. All the way into the tight warmth of her, and he gasps at the feeling.

"You're so fucking beautiful," he mumbles through clenched teeth as he slowly pulls out again, because just by sliding into her once and looking into her deep blue eyes he's already feeling like if he would relax now, he'd come again. Within a matter of seconds.

Her hands work their way down his back, clawing it impatiently, and then she grabs his ass and forces him to come back into her quicker.

"Caleb…" she moans. "Harder…"

He finds a pace and she meets his every thrust. It's like she's made for him. Perfect in every way and shaped to just surround him like this. Her moans get louder and he can't stop kissing her. He wants to hear her sounds of pleasure because he's the one evoking them, but he wants to swallow them at the same time.

The fire inside him mixes with tendrils of pure ice. He could come at any second because her walls have already started to clench around him and he knows for sure that if she comes now, she'll pull him with her over the edge.

And when her orgasm hits her he watches as she totally falls apart beneath him. She let's go of all inhibitions and insecurities and arches her back to the extent where he wonders if it will break. She suddenly becomes so tight, pumping him with her inner muscles, and he almost forgets to breathe.

Her name falls off his lips as he finally lets go too and she moans out an incoherent stream of words and digs her nails deeper into his skin.

One last thrust, no two, and then on the third one he can't even hold his own weight up because his arms are shaking so badly. He falls on top of her and pants into the crook of her neck.

For minutes they just lay like this. A tangled pile of limbs, too amazed and tired to even move.

She loves to feel his weight on top of her and when he finally tries to move, she shakes her head and holds him tighter.

"Seriously" he whispers, still of breath. "Being inside you is the best feeling in the world."

She can't help but to laugh at his honesty, because he sounds so very much like a child with his tone. She brings him closer and kisses his mouth, tasting him.

"Actually I think having you inside me is even better…"

And it's true.

His heart-rate slowly goes back to normal but he stays pressed against her. When he pulls out of her he just rolls a bit to the side and pulls her with him, probably because he's afraid that he's crushing her. He presses his forehead up against hers and he looks at her with eyes so dark that she has to let out another shaky breath. "That was crazy…" she breathes. That was probably the most mind-blowing sex she's ever had.

He smirks. "I know…"

He kisses her long and hard before getting out of bed to put his clothes back on. All he wants to do is hold her for the next couple of hours but he knows that her mom will be home soon.

She lies on the bed. Still too dazed to move. He kisses her forehead and tells her he loves her before he leaves.

"Good luck on your exam," she calls out when he's leaving, thinking back to how all of this got started in the first place…

Happy PLL Day to All! I just had to write this. Haleb is so sexy, just admit it.

Leave me a Review! Tell me what you thought or copy and paste your favorite line in the review box!