A/N No Beta. Grammatical errors will be made. My first Scott and Lydia fic because well...just cause.

"Scott McCall I am going to make sure you pass your chemistry test!" Lydia squealed, grabbing him by the hand and dragging him away from his best friend, A look of dread appeared on Scott's face, mouthing the words "help me" as if a serial killer were about to come out of the bush's and kill second. As he was being rushed away by the tiny red head he could see Stiles's own look of panic, the two of them knew Lydia Martin was serious about her science.

Scott had fought off Derek, crazy uncle Peter and gun toting geriatric lunatics, but never a girl on a mission. He always fell flat when it came to Lydia, every sarcastic comment he made was returned with a sassy one, every eye roll a sigh. Lydia, knew how to make Scott tick, in good and bad ways, but it never mattered because he was always forced to get over it.

If he were honest with himself, he'd always liked Lydia, but he wasn't sure she could teach him. Allison helped Scott pass his classes before, but her methods of tutoring weren't always "orthodox" to say the least.

"Well Scott!" he finally heard a sharp voice say. Lydia was leaning on the desk, her head tilted to the right, a quizzical look on it as if she were trying to figure out the boy in front of her. Truth be told, Lydia always had that look on her face, she was always testing things, trying to figure things out, she was always just there when you needed her which was surprising coming from a girl he thought was selfish.

"Lydia I don't think this is going to work, I mean, I appreciate your help and all, but I just don't..." he began to say when Lydia walked over to him, placing her hands on his knees she leaned in to him and for a second she looked almost fragile. "Please, Scott. Let me help you. Ever since Jackson left I've felt useless, ever since my whole escapades in the woods last year, people think I'm insane and you're the only friends I have and even you guys hate me. Well except Alison and Stiles." she pleaded but rambled some more "Isaac is indifferent and Derek stands like 100 feet away at all times ever since, I, well, you know, dragged him through the woods while he was drugged and wearing nothing but a wife beater and jeans on a cold night and all that stuff." Lydia looked up at the ceiling when she spoke and Scott had to grab her arm for her to stop.

He felt bad for her, Lydia was right, her friends were limited and she looked lonely when she sat down at lunch with them and just picked at her food. She was lost without Jackson and he wanted her to feel like she belonged, underneath all of the hair and makeup, Lydia was just a sad girl looking for a friend.

"Fine!" he said with a sigh. "...but you see, Alison got me to listen cause we played... well we played a game when we studied."

"Ew." Lydia immediately said. "I am not going to have sex with you after, I know we made out and all but it doesn't mean I want to do that horizontal tango with you.. or vertical, or backwards, I don't know how you wolves like it..." before she could continue her thought, Scott stopped her, a look of confusion mixed with revulsion spread across his face, but it was quick to disappear after he thought how cute Lydia looked when she rambled. "Stop." he said. "We didn't have sex. It's just, well..." he began "well what?" she said impatiently, tapping her fingers on the desk. "Every time I got an answer right, Alison would take off one piece of clothing."

Lydia twisted her mouth to the side and placed a finger on the side of her forehead to make it look like she was thinking about.

"Fine!" she said rather quickly. "BUT! If you get an answer wrong you are going to be in your skivvies! Deal? Like strip poker!"

Scott almost said no, but it was hard to say no to Lydia. "Deal." Scott said, despite what his brain was telling him. His lips seemed to be out of control with a mind of their own.

"Meet me at my house at 5." he proclaimed.

And with that Lydia walked out of the classroom without saying a word with just a self gratifying smile on her face. Scott knew he was going to be in a heap of trouble later.

He couldn't believe that he was in his under wear, in his room and Lydia was fully clothed staring at him.

"Oh McCall, you can keep your clothes on if you just thought this through!"

One question after the other, Scott was at the point where he was wearing nothing but his boxers, a lovely set his mother bought him for Christmas with Santa's on them, jolly and dancing and a pair of white socks. He was getting cold, as he felt Lydia's stare.

"You're this big bad wolf, but here you are, in your underwear, COLD! Just get an answer right, Scott and I promise I'll take off my dress and not my shoes or something." She looked like she was laughing to herself, but Scott couldn't help but notice her eyes were all over him, up and down, as if she were tracing imaginary lines with her eyes all over his body.

In fact she was too busy doing so when he realized he got an answer right, that she said was wrong.

Lydia looked dumbfounded as Scott jumped up an down on the bed screaming "YES!" knocking down the lamp on the night stand.

"Fine!" Lydia said. "Good Job!"

She began to take off her shoe when Scott stopped her.

"Nu-uh!" he said, shaking his head "You said you'd take off your dress! Rules are rules."

She looked at him angrily, a stare that would usually scare him, but getting the answer right put Scott in an elated mood.

"Take off the dress, Lydia." Scott said in a low, teasing voice.

"Fine!" she said again. shaking her head.

She reached to the bottom of her dress, which wasn't a stretch due to how short it was and began to peel it off her, it went over her head and on the floor.

Scott stared at her in awe. There she was, Lydia Martin the most beautiful in Beacon Hills, the smartest girl in Beacon Hills in nothing but her bra, panties and heels.

She noticed quickly the weirdness of the situation. She looked at Scott half naked and flushed and covered her chest with her arms.

Her face red, she looked down while speaking to Scott...

"Okay next question..." she said and began to ask the next question about molecular structure.

Scott had to keep his eyes on the prize as he felt his bulge growing, her covered it with text book, hoping Lydia wouldn't notice, but she was too busy staring her own text book, covering herself up to care.

Four correct answers later and Lydia socks and shoes were gone, with the fifth question correct, she only had to take two things off. Scott grew nervous, on one hand he wanted to see Lydia's breasts, how perfect they would be, he could only imagine in his dreams, but on the other hand she was still his friend and he didn't want to humiliate her.

His thoughts took him away for a second when he noticed her bra on the floor.

She was red in the face, but still confident, the only way Lydia knew how to be.

"A deal is a deal. If you want to look just get it over with okay. At least now I think you might be able to pass this test!"

He looked at her before him, her body was just as he imagined it. It looked flawless and soft, and he wanted to just kiss her all over, his brain was once again at odds with another part of him, except this time it wasn't his mouth it was his whole body. He got up and handed her bra and her dress from his floor. "Lydia, you should get dressed. Thanks for the help. I got it from here!"

She looked at him with hungry eyes, Scott didn't understand what it was when they were in proximity with one another, but something in his whole body would get hot, and so would hers, he could sense it.

There heads were inches away from each other, and as the thought quickly crossed him to kiss her, she turned around, quickly putting on her clothes.

"I have to go! It was nice! Get an A+ thanks!" she said a mile a minute, putting on her bra and clasping it shut. Holding her dress and her shoes in her right hand trying to put it on while running out.

Scott looked at her with a confused, but understanding look when the door flew open.

Derek, Stiles and Isaac were at the other end. Stiles looked at Scott with a look of confusion, while Derek quickly averted his eyes. Isaac on the other hand, let Lydia run out as she gasped in the horror the whole time.

"OMG! THIS ISN'T WHAT IT LOOKS LIKE!" she squealed as she ran out the room.

Scott smiled awkwardly at his friends. "She was tutoring me..." he began

Isaac was the one to speak as the other two boys were speechless.

"Tutoring you in what? ANATOMY!?" Derek walked over and smacked Isaac on the back of the head.

"Don't be one of those guys." he said simply.

Scott muttered a faint "I wish.." and asked what the guys wanted. As Derek went off about some new wolf drama Scott could only think about two things.

Chemistry and Lydia Martin.