Author's Note: Not sure how I feel about this… which is probably why I took so long to post it.

WARNING: There's some MATURE SUBJECT MATTER (smut) near the end.


He hesitated at the door, which was stupid. G Callen could be called many things, but indecisive was not one of them. Obviously, he'd already made the decision, since he was standing before her door. Because the odd little conversation with Hetty hadn't left him, had plagued him until he knew he had to face its insinuations head on.

He knocked.

There was the sound of footsteps from within, and then an odd 'scraping of wood on wood' sort of noise, a couple thumps, the scraping again.

Strange.

But then door was opened, and Nell Jones greeted him. With a smile, of all things. She appeared a little apprehensive about his presence, in the pucker between her eyebrows and the purse of her lips that followed her smile, but her good mood remained pervasive. His appearance was not enough to ruin it.

She invited him inside, and as she closed the door, the source of the odd noises was revealed.

"You have a step stool," he said, trying and failing to conceal the chuckle of mirth from his voice. "You can't reach the peephole can you?"

She glared at him, but it wasn't an expression of pure malice.

"Can I help you with something, Agent Callen?"

A line she'd give him at work, one she'd never used on him in their personal encounters before, when they'd met as friends to go book hunting or to try a newly discovered greasy spoon. Coming from a rural area, she appreciated a good diner as much as his taste for the artery-clogging food had him an admirer of the home style restaurants. For himself, he used the excuse of growing up never knowing where his next meal might come from, it tended to train one to go for the high calorie, high fat foods, an instinctual survival trait.

He frowned at her.

"Yes."

She'd been avoiding his gaze, but the curt and frank response caused her eyes to snap to his and then they were locked in a disturbingly revealing staring contest.

"You gave me Emma," he said. And then watched as her eidetic memory pulled up the entire novel and the circumstances upon which she'd presented it to him. Jane Austen's Emma, a novel about a clever young woman who liked to meddle in the lives of others, who felt it her responsibility to manage and care for those around her, who sacrifices a romantic life out of a sense of duty, who falls in love with a man sixteen years her senior, a man she's always respected, a man who's been her close friend for many years. "You made me promise to read Emma, Nell. You never insisted that I read anything else, in the hundreds of books we've exchanged over the past three years. Why Emma?"

He knew she'd followed his own analysis, the one that had preoccupied him all day, wanting not to believe it was true, and admittedly also a little excited by the implications if it were.

There was a pink blush coloring her cream-colored, lightly freckled cheeks, her hazel eyes growing wider with alarm, but then her expression hardened and he thought maybe he'd lost her, maybe the confrontation had forced her to shut down... until she spoke, her tone even and calm, but with a hint of accusation.

"You gave me Persuasion."

As Kensi and Deeks were fond of bandying back and forth; touche.

Consciously, he'd meant to point out how she'd let Hetty influence her, convince her to make decisions contrary to her nature, ones she would never make when left to her own system of logic, to the mercy of her own amiable heart. For as much as Nell Jones was cleverness, she was compassion. It was at the core of what amazed him about her. She was both smarter than him and more emotionally aware, more loving and empathetic. And he hadn't realized how much he needed her in his life until she was gone. But not completely gone. Please, never that.

"Nell... You... I..." He sighed heavily. Just because he enjoyed being labeled the loner type, didn't mean he had difficulty finding words... usually. But this, this was his whole emotionally handicapped issue. How had Joelle stuck around for so long…? Oh, right, he'd been lying to her. So how could he convince Nell to give him a chance, when he didn't deserve it?

Because he'd never lied to her. Not about who he was or how he felt.

"Don't become like Hetty," he said, the words finally coming with ease, for he no longer sought the delicate, diplomatic option. "Don't become like me."

Nell looked at him, her big eyes sympathetic and curious, encouraging him to continue. His palm itched to touch her, and he resisted momentarily, before giving in and gently running his fingertips over the smooth skin of her cheek, tracing the shell of her ear before burying them in her hair as he cupped her face.

"You're special, Nell," he said. "Your sort of unwavering compassion is rare in the world. Don't be so hasty to lock it up and let it waste away. Please. I don't want to watch that happen."

Her lips trembled and her eyes shone as if she were about to cry. He didn't want to see her cry again, either, but had to let her know it would be okay, that is was okay for her to be herself, that he would never get in the way of that.

"If it's me, I'll leave."

Her slender fingers wrapped about his wrist, and she turned into the hand that cupped her face, placing a kiss on his palm that sent a shiver along his spine.

"Don't leave," she said softly, looking at him with her absurdly beautiful, big eyes. "Don't ever leave. Please."

It was quite apparent, even to an emotional idiot, what she meant. She had pushed him away because what she really wanted to do was pull him close, and it had terrified her. There was a knot of anxiety in his own stomach, realizing he wanted the same, that his life would be so empty without her, that if anything, he wanted to be closer to her than the bounds of their previous friendship allowed. He supposed it'd been easy to date, to pretend with Joelle, because he'd still had Nell, her smile, her wit, her penchant for intense and interesting conversation that rivaled her joviality. As soon as she'd withdrawn, and he'd lost the support that he never realized he'd come to rely upon, things had fallen apart quickly with his supposed girlfriend.

Joelle had been his girlfriend in all of the conventional ways, but Nell had been there in all the ways he truly needed. He'd taken her for granted, and felt guilty beyond reason for doing so. Worse, he felt guilty for wanting to wrap his arms around her and hold her petite body tight to him, to somehow kidnap her from her own life, her own dreams and future and make her the center of his own.

Wait. What? Did he really want her in his life like that?

He looked down at her, her expressive, sympathetic face, her gorgeous eyes that held both an innocence and cleverness beyond him... Before he knew exactly what he was doing, Callen reached out and pulled her into a hug, feeling her curves mold against him, her own arms wrap around his waist, her breath warm over his heart where she buried her face in his shirt... And he sighed a relief from the very depths of his soul.

"I won't willingly leave you, Nell," he said quietly before pressing a kiss to the top of her head. Her hair smelled of strawberries. "Not ever."

He released her, stepped back to study her face once more, the words pushing at the back of his throat, screaming in his brain, yet not able to get out.Say you'll do the same, Nell. Promise me you'll never leave me. Tell me you want to be with me...

Even without the words, she seemed to understand, taking his hand and leading him into her living room. Sitting him on the couch before her, she reached out, her fingertips dancing lightly over his shirt before settling on the top button.

He didn't say a word, or stay her hand as she proceeded to unbutton his shirt, climbing onto his lap so she could better examine the yet still grotesque scars, raised and livid in the way of freshly healed wounds. The stitches all had come out weeks ago and he'd been declared fully recovered, but the evidence of his torture had not faded.

Her hands were cool against his skin.

"See," Callen said, as the young woman sitting in his lap ran her chilled, slender fingers over his bare chest. "No lasting harm."

"No lasting harm?" Nell Jones stopped tracing one of the long, raised scars marring his torso. She looked up, pinning him with hazel eyes gone bright with unshed tears, illustrating just how incorrect that argument was. Emotionally, her wounds had barely begun to close. He could see that in her eyes.

He took her face in his hands, stared back into her, willing her to understand, to believe the sincerity of his explanation.

"I'm a survivor, Nell," he said. "We both are. And we're alright."

"One of these times we won't be," she said, the tears finally spilling over. "I don't want to lose you. And you can make all the promises you want, but it's not always going to be in your power to keep them. "

He brushed the tears from her cheeks with his thumbs, feeling an empathetic knot tighten in his chest. He could think of nothing worse than losing her, except...

"Do you think it's any better to never be together at all?" he asked, his voice quiet, unsure whether he was trying to convince her or himself. "Just to avoid the inevitable pain of separation?"

She looked at him, the only sign of the tears she'd shed fading red streaks on her cheeks. Her eyes were as piercing as they'd ever been as she blatantly scrutinized what felt like his very soul. Oh, she knew what he was telling her, what he was asking her for, knew how he felt about her, how important she was to him. He did nothing to hide it.

And then she was silencing him with a kiss, one he willingly succumbed to, all warmth and softness, and her cherry lip gloss. He slid his hands from her face to tangle in her hair, as her gentle, almost timid embrace transformed into one of passion, hunger and need.

They kissed in an intent silence, filled only with the sounds of their increasingly labored breathing and small, contented moans of pleasure. Hands began to wander. His down her back to her waist, beginning to caress the delicious curves of her sides and hips. Hers began to stroke the nape of his neck, her fingers digging into the tense muscles, making him groan over the impromptu massage.

Kissing Nell Jones felt insanely good. And somehow right.

But just as he felt himself really getting into it, she pulled away, breaking off their kiss and then locking those captivating hazel eyes upon him once more. Before he could question her hesitation, he discovered it was not hesitation at all, but decision, for her beautiful little hands reached down between them, unfastened his jeans and found the firm arousal she had catalyzed. He groaned in lustful reaction, part satisfaction at being touched, part wistful anticipation of more.

Nell released him, and it was a devastating sense of abandonment that washed over him as she also extricated herself from his lap. But she never removed her eyes from his, even as she reached her hands up under her skirt, rucking up the fabric enough to reveal a wedge of creamy skin above her thigh-high grey argyle print tights. And then she was shimmying out of her panties, leaving them in a pool of polka-dot cotton jersey on the hardwood floor, before she was climbing into his lap once more, straddling him so that his erection brushed against the thatch of hair between her thighs.

"Nell, wait a-" His protest was cut short by a loud moan forcing its way from deep in his throat, the cause of which was Nell Jones deftly reaching for him once more and then taking him inside of her with one smooth plunge of her hips. She was so warm and snug that he forgot what had made him hesitant about this goddamned blissful moment, even as she paused, giving him a curious look.

"God, you feel good," he said. "But..." what was it? Oh, shit, right. "What about a condom?"

The look in her eyes shifted slightly, but the intensity remained.

"Oh, we're fine on my end," she said, and then quirked an eyebrow in question.

"Mine, too," he said. But that didn't matter. He always used one. Always, no matter whether they discussed their sexual histories and were both clean. No matter whether she was on birth control. Always. He looked directly into Nell's big, beautiful, terrifyingly intense hazel eyes.

Not this time. This time, it was him and her. The trust, the respect, the affection between them... unlike any he'd ever held for another person. This wasn't about sex.

She smiled and leaned in for a kiss. And then she began to move...

Callen knew he would thoroughly enjoy exploring every inch of the supple, vivacious, beautiful, auburn-haired young woman's body. But he had to admit that he was glad that she remained fully clothed bar her discarded panties and the wondrous merging of their bodies. There was no distraction for him, just her heavenly warmth and slick yet resistant flesh... and her breathtaking eyes, amber and whiskey with a starburst of green, pupils dilated into expansive universes of midnight black, holding him captive.

Her eyes continued to hold his, even as her breathing and pace quickened, the rise and plunge of her hips creating an unbearable frisson of pleasure, that was only intensified by the captivating universe contained in Nell Jones' eyes. She simultaneously penetrated his very soul with her gaze, and invited him into her own complex, spirited one.

It was trust. And respect. Apology and sympathy. Tenderness and affection. Frustration and vexation. Conflict and confluence. Friendship. Love. Need. Lust- Callen battled the imminent climax brought about by the absolutely breathtaking creature in his lap.

Nell Jones.

She could undo him entirely with just one more touch, a word, a flash of those beguiling eyes. And she felt so, so very... good. But he wanted her to climax with him, to complete the bond between them.

"It's okay," she said, breathless with exertion. How could she know him so well as to read his very mind, when he'd always done everything in his power to keep the entire world out? "I've got you."

She locked eyes with him, and then he felt her inner muscles tense, gripping him unbearably tight as she plunged down once more, his hips reflexively thrusting upward, driving himself deeply, forcefully into her as he came, her name on his lips.

When reality reasserted itself slightly, Nell was kissing his neck with a slow, deliberate sort of affection. Her breath tickled when she whispered into his ear, and he reflexively held her tighter, promising himself to never let go.

"I love you." He'd always been afraid of those words, but coming from her lips, from the young woman who'd slowly become his closest friend, who seemed to understand him in a way no other person had, and amazingly, had come to care about him so fiercely... his heart seemed to beat faster with the joy of it. "I want to be with you."

"I love you, too, Nell," he said, happy to realize he didn't say it because he felt obligated or pressured to do so, to please her, but because he truly meant it. And it wasn't a sacrifice at all, as he feared it would be, to surrender part of his heart and soul to her. Rather, it was a liberating feeling.

For the first time in as long as he remembered, he felt a weight lift from his overburdened soul.


A/N: I think it's done. But I also think Nell needs some say… so maybe an epilogue/one more chapter.