Disclaimer: I do not own Degrassi. (:

Warning: This story is kind of fluffy, so, if you're not into that sort of thing, turn back now.

A/N: This takes place somewhere in between Anywhere I Lay My Head and Time Stands Still. So, just in case I need to remind anybody, Sean and Ellie are living together. Awah. :3

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"Sean, wake up… wake up," Ellie pleaded, shaking her boyfriend's arm as he slept. "C'mon…"

Sean gave an annoyed groan, and flopped himself over.

"Stop…" she heard him grumble, though his voice was muffled by his pillow.

"Sean, please wake up," she tried, but he just moaned back at her.

Ellie rolled her eyes and pulled the pillow out from beneath his head. "Sean!"

Sean rolled back over so he was facing her again. "Fine. What is it…?"

Once his eyes had opened, Sean reached for the alarm clock that sat on the coffee table. He squinted to read the numbers in the dark, and gave a heavy sigh when he found out that it was three in the morning.

"It's stupid, but… well, will you come and sleep in the bed with me?"

"Uh, okay… but, why?" He propped himself up onto his elbow, and stared into her face, surprised that she would even ask. "I thought that you didn't want to sleep together."

She just looked at him, hesitant to explain herself.

"Why?" Sean repeated, still puzzled. She had been so firm with him about this – sleeping separately or whatever – so why had she changed her mind? It seemed strange.

"It's stupid," she huffed, and shrugged her shoulders, but when she looked back over to Sean, she knew that he needed an answer. "It's just… there's these noises, and they're really creeping me out… and I know I'm being a psycho, because I know that no one's here, but – you know. Maybe we've been watching too many cop shows, but… yeah."

"Uh, okay…" Sean couldn't fight back a smile – it was just too funny. He hadn't been afraid of people breaking in or whatever since he was in the second grade, and it was just hard to believe that Ellie was still scared of that sort of stuff.

"It's not funny, Sean. I'm really scared, okay?"

"All right, all right…" Sean said, seeing the serious look plastered across her face.

He threw his covers back, and picked up his pillow from the floor.

She rose from her knees, and once Sean stood up next to her, she grabbed his hand again, giving him an appreciative smile.

He returned the smile weakly, and then started towards the bedroom door, Ellie following close behind him.

Once they had got there, Sean took his hand away from her and used it to twist the door knob.

The door opened, and Sean looked over to Ellie. "After you."

"Uh, you go first," she said.

Sean shook his head, chuckling to himself. Despite how crazy he thought she was being, he stepped into the room and plopped himself onto the bed.

He looked up to see her standing in the doorway, and asked, "Do you think this thing can even fit two people? It's twin sized…"

"We can make it work," she replied, and stepped in, closing the door behind herself.

"Thanks… for this," she said, smiling fondly down at him and snapping a rubber band against her wrist several times. "I know that I'm being stupid, and you're probably pissed that I woke you up, but –"

"No problem," he cut her off, seeing that she felt bad for interrupting his sleep. "Are you going to lay down or what?"

"Oh, yeah, sorry." She gave a nervous laugh, and slid her body onto the bed, then beneath the covers.

She laid herself down onto her side, and watched Sean as he gazed up into the ceiling. "I totally woke you up, huh?"

"It's fine." He rolled over so they were face to face. Their eyes met, and Ellie's face broke out into a happy grin, enjoying the moment.

"So, now that we're both wide awake…" she said, and gave him a quick peck, smiling against his lips as she did so.

Sean shifted underneath the covers once they parted, so that he was propped up on his elbow again.

He gave her a light push, and her back fell flat against the bed with a soft thud.

Sean moved closer, and planted his hand onto the bed just next to her hip, so that he was leaning over her.

She beamed up into his face for a moment, and he pressed his lips against her's.

It wasn't long before Ellie had opened her mouth to the heat of Sean's tongue, and as their make-out session progressed, Sean slipped a hand beneath her tank top.

Once he felt the soft fabric of her bra, he broke the kiss, and questioned, "You wear a bra when you sleep?"

Ellie nodded – it just seemed weird to Ellie, walking around without a bra when she lived with Sean.

Sean picked up where they had left off with the kiss, and began to stroke the side of her breast. When Ellie didn't protest, Sean took it as an invitation, and slipped his hand underneath her bra.

Once his hand was in, he cupped her breast. Then, he rubbed at her erect nipple with the rough skin of his thumb.

Ellie gasped, pulling away from the kiss, and Sean accidentally caught her bottom lip with his teeth as she did so. She placed both of her hands on his chest, and pushed him off of her.

Sean fell back onto the mattress, and pulled his hand out from underneath her shirt. Then, he cleared his throat and sat up.

When he looked down into her face, he saw that she was glowering at him.

"Why did you do that?" she asked, her voice raised.

"Ellie, sorry… I just, uh…" he rubbed at his temple, frustrated by her reaction. "Look… do you want me to go back on the couch, or what?"

"No, Sean…" She had lowered her voice, now, and moved to sit up next to him. "I just thought that you knew that I don't want to… you know…"

"Ellie, I wasn't – do you honestly – you think that I was going to force you to have sex with me, don't you?"

"Sean…" She placed her hand lightly on his arm, but he jerked away, offended that she would ever think so low of him.

She couldn't make out all of his facial features in the dark, but from what she could see, he was pissed. His jaw was clenched tight, and his eyes were narrowed, glaring down into the comforter.

"Hey," she whispered, staring into his profile, but when he refused eye contact, she grabbed his chin and tilted his head, forcing him to meet her eyes.

At first, his eyes were still full of rage and hurt, but they eventually softened, and the rest of his angry expression faded away, as well. "Ellie, you got to believe me – I wouldn't…"

"I know – sorry for freaking on you." She sighed. "It's just… you're not a virgin, and I get it and everything, but I still am… and I'm just nervous… about the whole sex thing."

"Wait, what?" he spat, anger evident in his voice. "Ellie, I am a virgin – what makes you think…? What the hell?"

Ellie's eyes widened, surprised by how big of a mistake she had made – but she didn't know – she had been almost positive that he wasn't a virgin. "Sean… I just assumed – since you were with Amy…"

"No – you know what, this – you…" his voice trailed off, and he took a deep breath, trying to calm himself down. "I just can't believe you would judge me like that, especially after I never judged you for any of your shit."

"I'm sorry." Her voice had cracked, and her eyes drifted to her wrist as she started snapping the rubber band.

Sean grabbed her wrist, forcing her to stop. "Ellie, just look at me."

When she did, Sean could see that her face had crumpled and reddened, and her eyes were welling up with tears – she was about to cry, and she ran her fingers through her hair, trying to stop herself.

"C'mon, Ellie, don't cry…" he said, placing his hands on her shoulders and rubbing at them, trying to soothe her.

"No – don't feel bad… I was wrong… I'm an idiot. You're right – I shouldn't have said that… ugh…" She felt tears rolling down her cheek, and wiped them away, leaving a smear of black eye make-up on the back of her hand.

Sean couldn't find the words to say, so he just stared at her, unsure. He was still a little pissed, so he didn't want to run his mouth and end up regretting it later – but he did feel sorry… seeing her cry for the first time.

Once Ellie regained her composure, Sean moved his hands away from her shoulders.

"I guess we just have some stuff we still need to figure out," Ellie said, and Sean just nodded. "But… sorry. You're right – I shouldn't have assumed…"

"Whatever… it's all right." He heaved a sigh. "I shouldn't have… well, you know. I guess I'll just… check with you, before I try to take it further or whatever."

"So, are we okay?" she asked after some silence, just wanting to be clear.

Sean nodded, looking the other way. He wasn't really comfortable talking about his feelings, and Ellie could tell…

"Listen, do we really have to talk about this…?" He paused, and still couldn't bring himself to look at her. "I'm sorry, you're sorry… we won't do it again; problem solved."

"Okay… sure." She fell back onto the bed, and settled into a comfortable sleeping position.

Sean joined her, and a few moments after he had laid back down, in an attempt to lighten the mood, he said, "Guess I ruined that, huh?"

"Ruined what?"

"You'll never ask me to sleep in the bed with you again. It sucks… I miss this damn bed."

"Don't be so sure." Her lips parted into a small smile, and she turned her head to look over at him. "Remember, I'm a big psycho baby and I get all stupid and scared during the night. And since you're the only one in the house to protect me…"

She saw Sean smirk at her words, and reached for his hand underneath the covers. When she found it, she laced her fingers with his, feeling her own smile widen.

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A/N: Hope you guys liked it. I tried to stay as in character as possible, and I hope I did an okay job with that.

Let me know what you think -- reviews are appreciated! (: