Disclaimer: I do not own Criminal Minds or any of the characters

Author's Note: Just a warning that the rating is because of sexual content, but I didn't think it was in need of an 'M' rating. I've had this theory about what actually happened in that hotel room the night Reid went to visit Elle since the minute I saw the episode! I think I noticed another fic around about somebody's theory of what happened that night, but I haven't gotten around to reading it, so any similarities are completely accidental! haha. Enjoy!

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"Then here's to winning," she said with a sarcastic tone as they both raised their glasses to their lips.

Spencer Reid nearly laughed out loud when he thought about the fact that when he knocked on Elle Greenaway's door earlier that night he never would have guessed that he'd end up sitting here in her hotel room, drinking and talking about what had happened to her. He had walked to her door without even knowing how he'd managed to get there, but once he'd walked into her room he had been very surprised about how open she was. Elle had described to him her traumatic experience and he could tell that although she liked to pretend that she was okay, she was far from healed. "You don't need to pretend you know," he said suddenly.

"What the hell are you talking about?" She asked, allowing the hint of anger in her voice to be very obvious to him.

"You don't need to pretend…here with me I mean, it's okay to say that you were scared, or that you're still scared. I didn't come here to judge you."

Elle looked at him, a hint of shock in her eyes, "I'm not pretending…"

The hesitancy in her voice told him otherwise, but he decided it was best not to push her just yet. Reid got out of his chair and smiled at her, "Okay," he replied quietly. "I think I should get going, we all need some sleep. Oh, and Elle, promise me you'll stop drinking, at least for tonight." He headed towards the door and Elle began to toss around her options in her head.

Making a quick decision, she swiftly made her way to the door, and placed her hand on his, which was turning the doorknob. "I don't want you to go," she managed to whisper, still unable to believe that she was actually able to gather the courage to tell him.

"Elle…what are you talking about?" Reid replied as he removed both their hands from the doorknob and turned to face her.

She placed her right hand on the side of his face and kissing him softly, "Please don't leave." The look of surprise on his face caused her to smile before continuing, "Spencer, I haven't been able to sleep for more than an hour a night since I was shot. I want you to stay here with me; I need to feel safe again."

Though he tried his best to come up with something to say, her words just rang over and over again in his head. Does she mean that I make her feel safe? He toyed with the idea in his mind while he smiled sweetly at her. She only wanted to have someone to keep her company. What was the big deal? But she'd kissed him…

"Reid?" She asked after a few moments of silence.

"Sorry," he replied quickly. "But yeah, I can stay with you, if that's what you need. I told you, I'm not here to judge you, I'm only here to make you feel better."

Elle smiled at him thankfully and nodded, he could be such a sweetheart when given the opportunity. He could also be slightly naïve, especially when it came to dealing with the opposite sex, which Elle noted as he began to walk back towards the table they had been sitting at, on the opposite side of the room. "Oh no you don't," she laughed as she caught him by the arm and pulled him back towards her.

Reid gave her a look of completely confusion. She took both of his hands in hers and began to lead him towards the bed in the middle of the room. Stopping abruptly at the edge of the bed, she slid a hand around his neck and kissed him once more, longer and more assertively than before. He pulled back slowly, "Elle, you know we can't do this."

"And why not?" She smirked.

"For one thing, I can't because you're extremely vulnerable right now. You're only interested because you feel like you need someone to make you feel safe and right now that person happens to be me. Besides the fact that we've both been drinking and I wouldn't want you to wake up tomorrow morning with more regrets." He stated firmly, though she could here the reluctance in his tone.

"Spencer, this is not something I'd regret. And don't talk about me being vulnerable like I'm some sort of porcelain doll that can be broken and put back together. What happened to me completely changed my life, and with you here tonight was the first time since that day that I've really been able to talk to somebody. I even tried to tone down the sarcasm a little," she joked.

"I noticed," he laughed a little before remembering what they had been fighting about. "I still can't though; we're both just way too caught up in the moment."

"Ya know Spencer, maybe that's exactly what you need. Not every move you make has to be so perfect, so…calculated," she smirked as she began kissing along his jaw line and down his neck, making him shiver. "Who says getting caught up in the moment is such a terrible thing? Besides, vulnerable or not, drunk or sober, I'd still feel the same way…would you?"

He found it hard to answer at the moment since she had slipped her small hands under his shirt and begun to drag her fingernails slowly and softly down his chest.

"I want you," she whispered seductively as she nibbled playfully on his earlobe.

As she found her way back to his lips, he placed his hands timidly under her chin and kissed her slowly and passionately.

"Wow," she whispered to herself, but realized that he had heard her when he began to blush. She smirked mischievously, "where'd you learn to kiss like that Dr.Reid?"

He laughed as she pulled him down onto the bed with her. Elle held him down on top of her by his collar, and continued to kiss him for a few minutes until she felt him try to pull away again. "What is it this time?" She asked him, half jokingly, but half annoyed.

Reid sighed heavily and climbed off of her, sitting on the edge of the bed, "Elle, whatever you say, you have been drinking tonight, and every decision seems like a good one when you're drunk. Come on, I'm giving you a way out. Just say the word and we can pretend like this never happened. I'll even stay the night if that's still what you need."

Elle sat up to join him, "Reid, I'm from New York, two drinks did not get me drunk! My judgement is not impaired and I am thinking 100 clearly. And you're from Vegas for crying out loud, that little bit of alcohol should have no effect on you at all," she paused to laugh at the tiny smile she saw form at the side of his mouth. "This is something I've been thinking about for a while now, and it just took tonight for me to realize that it's time to take the chance."

Spencer glared at her for a moment, trying to take in what she had just said. If she had been thinking about what he assumed she had been thinking about, then that was quite intriguing. "You know what? I've been thinking about this for a while too."

She smiled as she pushed him lightly down on the bed and climbed on top of him. She kissed his neck and slipped her hands under his shirt again, this time pulling his sweater vest off over his head and went to work on the buttons of his dress shirt. Reid pulled her back up for another long, deep kiss and felt Elle push her hips into his. He sat up on the bed as they continued to kiss and slid his hands over her back, wanting to pull her t-shirt off over her head, but he didn't dare do it on his own, knowing that she was covering up a large scar across her chest. Elle undid the last button of his shirt and pushed it down over his shoulders. She pulled back and leaned her forehead against his for a moment, looking directly into his brown eyes. Then suddenly she smiled and reached down, grabbing the bottom of her shirt and flinging it off her body, tossing it onto the floor. Reid pulled her back into kiss him, placing his right hand on the small of her back, pulling her as close to him as possible. She straightened her back, feeling goosebumps form on his chest as her bare skin touched his.

Unexpectedly, he turned and pushed her down on the bed so that he was lying on top of her and began to kiss hr neck. As he moved down to her chest, he paused for a second to look at her scar, "Hideous isn't it?" She asked, sounding almost disgusted.

He looked up at her with concern and shook his head, "No, everything about you is gorgeous." He placed a couple soft kisses on her scar as if he was trying to make it feel better, and continued to make his way down her chest, kissing along the edges of her bra and slipping his hands around her back to undo the clip.

She giggled as he tickled her stomach with his fingertips and shifted back up to kiss her. Elle slid her bra straps down over her arms and tossed it in the same direction as her shirt as he deepened the kiss and slowly ran his hands up to her chest.

"Still sure about this?" He asked nervously as he rested his left hand on her collar bone.

"Stop asking that!" She laughed as she placed her hands on the sides of his face to force him to look her in the eye. "You really need to start being more confident ya know? What's so unbelievable about me wanting you?"

He just looked at her for a minute before replying, "Um…what's even remotely believable about that?"

"Reid, you're possibly the sweetest, kindest, and smartest guy I've ever met. Not to mention the fact that you're incredibly sexy," she began to smirk as she trailed a finger down his chest and slipped it slightly into his pants, before dragging it back up again.

His eyes widen at her words and she laughed, "You don't believe me do you?" He quickly but shyly shook his head in response. "I think everything about you is sexy," she whispered playfully and moved her hand back down to the top of his pants. This time, however she undid the top button, slowly pulled down the zipper, and slipped her hand inside.

Reid quickly turned over, leaving Elle on top of him. She seemed perfectly happy with this, as she used her feet and her free hand to push his pants off his legs, and off the bed. A small groan escaped his lips as she slid her hand out of his boxers and pushed herself against him, kissing him once again. He slipped his hand between them and reached down to undo the button of her jeans and slowly pull down the zipper. She pulled back from the kiss and smiled at him as she climbed off him, lying on her side facing him. As he turned to face her again, she grabbed him and began kissing him, pulling him closer and tangling her legs in his. He tried his best to not let his enthusiasm and nervousness show too much, but as he pushed her jeans down over her hip a little and felt the lace of her panties under his fingertips, it was becoming increasingly impossible. He gave up on this for a moment and turned her over, climbing on top of her once more. Reid sat up above her, and slowly slid his hands down her hips, pulling her jeans and panties along with them. He sat at her feet for a moment as he allowed his eyes to make their way up to her face.

"What?" She giggled as a small smile crept across his lips.

"I was just thinking about how this is the last thing I expected to be doing tonight," he laughed with her for a moment before he went back to looking her up and down. "You're beautiful, you know that?"

She laughed, "I'm naked, it's kind of a requirement for you to say that at this point."

"It has nothing to do with that," he smirked as he started slowly kissing his way up her leg. "You're just gorgeous." He heard her breathing speed up as he began kissing the inside of her thigh and took his time making his way to her stomach.

"Spencer…" she whispered under her breath as he kissed along her chest and trailed his fingertips down her stomach. "Has anyone ever told you that you are a huge tease?" She laughed as he kissed along her jaw line and ran his finger slowly up the inside of her leg.

He stopped for a second and looked up at her, blush creeping across his face. Elle placed her hands up his chin and brought him up to kiss her, "Don't be embarrassed! I didn't say I didn't like it," she smirked.

Reid laughed and kissed her, more aggressively then she had expected. She arched her back slightly as he moved his hands up and ran them along her chest. She reached down and pushed his boxers down a bit before using her feet to push them off his legs completely. He pulled back from the kiss and looked at her once again. She could tell from his eyes that he was a bit nervous, so she smiled at him sweetly and ran her fingers through his hair. "Don't be nervous," she whispered as she looked directly into his eyes.

He nodded and smiled at her innocently, "I'll see what I can do," he whispered in reply timidly as he kissed her again.

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Elle awoke the next morning just a few short minutes before her alarm went off. "What the…?" she asked herself out loud. She never set alarm clocks for herself, it wasn't necessary, after so many years of waking up at the same time, it just happened on its own. Once this initial shock faded, the events of the previous night began to play over in her mind, and she noticed the absence of a certain body that she had fallen asleep cuddled into.

Feeling more than a little disappointed, she rolled over to face the spot where he had been sleeping, but to her surprise she found a small piece of paper lying on the pillow:

Good morning Sleeping Beauty,

I didn't want to wake you, you looked so cute and peaceful, but I figured it was best for me to get back to my own room early, just in case somebody came looking for one of us. If we're still here tonight, come to my room if you want to talk; I mean, let's face it, I have no idea what's supposed to happen next. I do want you to know that this wasn't just a one night thing for me, not if you want it to be more. I also want you to know that I would give just about anything to stay here in bed with you all morning, watching you sleep. Ah, if only things were that easy! But, we can talk more about all that stuff tonight. Bye gorgeous.

-Spencer

P.S.

I set your alarm clock for you, just in case,

I know we were up kind of late last night. :)

Oh, and keep the shirt if you want, it looks

much better on you, trust me!

A huge smile crept across her lips as she shifted to the other side of the bed. She noticed that his side of the bed still smelled like him, which made her smile once again and begin to think about how sweet Reid had been the night before. She'd fallen asleep cuddled into his chest while they talked about silly trivial things, movies, music, and embarrassing stories from their childhoods. He'd held her as close as possible and made her feel safer than she'd ever thought possible after what had happened to her.

She finally managed to crawl out of bed and get a shower, and by the time she was ready to go to work again she'd realized that last night had been the first night in a long time that she was actually happy. As Elle closed the door to her hotel room, she noticed Reid doing exactly the same thing at the next door. He looked up and smiled shyly towards her, and she realized exactly what she was going to have to tell him that night; she didn't just want him, she needed him.

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THE END

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