A/N - A couple of reviewers commented on how different Emily is now from the bold, confident Emily in the early chapters. I think the difference is that, back then, she didn't have anything to lose; it was just about sex, and she knew that what they had wasn't forever. Now that she has feelings, though, she's walking on eggshells, afraid that she'll do the wrong thing and lose Paige. But we should see her confidence return when (spoiler alert) she finds out how Paige really feels about her...

Thanks for reading!

Emily was still awake long after Paige had fallen asleep. Her mind was racing, and, no matter how hard she tried, she couldn't slow it down.

The Spring Formal with Paige had been perfect; like a dream come true. And the sex afterwards was as incredible – as it always had been, back when their relationship was just sex. She and Paige seemed to pick up right where they had left off, without missing a beat. And, yet, it was better somehow, this time. Emily tried to convince herself that it was because she had been celibate for so long, but there was no denying the fact that this time was more meaningful, because, for the first time, it wasn't just about the getting each other off. This time, Emily had feelings for Paige, and, even if they were one-sided, the feelings were undeniably there, magnifying and enhancing every aspect of their coming together.

But, for all that, Emily was kicking herself for being so stupid. She couldn't believe that she had let herself ruin everything by trying to turn the night into an actual date. Paige had asked her out only because Emily all but begged her to. They had developed a good friendship – so good that Paige was willing to take her to the Formal so that she didn't have to go alone. And she had to spoil it by taking things just one step too far.

Emily knew that Paige hated relationships; that she liked everything simple and uncomplicated. Things had always been free and easy between them. Now, everything was going to be awkward and bad.

Even though Emily had come to realize that she wanted Paige as more than just a friend or a friend with benefits, she also realized that she definitely didn't want anything less than that. And, if the only way to be with Paige was to be free and easy, then she would go back to being the perfect friend-with-benefits again. Some of Paige was better than none of Paige, she told herself. Bad breath is better than no breath at all.

So, when Paige woke up, Emily was on her best friend-with-benefits behavior. She wasn't awkward or tentative or clingy. She put on a performance that would have fooled even her closest friends.

But Paige was different. Paige knew her too well.

"Is everything okay?"

"You know, you don't have to keep asking me that, Paige."

"I don't know… You just seem a little… off."

"Maybe it's because you fucked my brains out." Oh, shit! Don't go overboard, Emily! Paige will get weirded out and leave. "So, what are you doing tonight – or should I ask, whom are you doing tonight?"

Paige laughed nervously as Emily playfully nudged her in the ribs with her elbow, wiggling her eyebrows suggestively. After an interminably awkward pause, Paige admitted, "I don't really do that anymore." She shrugged. "I guess I'm growing up, maybe."

It made her heart sink, a little, to know that, to Emily, she was still that girl.

"Well, if you need some practice to get back into the swing... no pun intended!" Emily gave Paige a sly wink and an over-the-top seductive smile.

Paige chuckled nervously. "Well, I should probably get going," she said, uncomfortably pushing her fingers through her hair. She could see how awkward this was for Emily, so she decided to let her off the hook. She was totally second-guessing her decision from the night before. She had let herself get caught up in the moment - in all of the moments. But she wasn't Emily's date - and she knew that. And, now, Emily was going out of her way to remind her of their former relationship, to make sure that she didn't get the wrong idea about why Emily had asked her to stay.

This was just about sex, Paige.
You're not her girlfriend.

It hurt like hell to be on the receiving end of that sentiment.

Emily walked Paige to the door, trying desperately to think of something to say to undo the damage that she had obviously done. When Paige reached for the doorknob, tipping her chin in good-bye, Emily put her hands on Paige's shoulders. "Thanks again for last night. And for staying the night," she said softly. She leaned in to give Paige a kiss. She was going to shove her tongue down Paige's throat, to give her something to remember her by, but, in the end, she just placed a gentle kiss on Paige's cheek. Paige cupped the spot with her hand and dipped her head shyly. There was something about the tenderness of Emily's kiss and the words that came before it that made Paige forget herself.

"You never did come over to make me that breakfast you promised me," she said softly, her hand still clutching the doorknob.

Emily hadn't forgotten the remark that she made when they spent that morning on the phone, even though it had been a few weeks ago. Paige had never brought it up, so Emily assumed that she had forgotten.

"Just tell me when," she replied with a warm smile. Paige nodded, smiling back. She pulled Emily in, intending to give her a good-bye kiss. She chickened out at the last minute and gave her a hug instead, both of them sighing at the familiar feeling of comfort in the other's arms. As they separated, Emily kissed her cheek again, and Paige nodded again.

"I'll call you."

True to her word, Paige called that week to collect on her breakfast, arranging for Emily to come by on Friday. Emily was happy for an excuse to spend the night. And as the weeks went by, they kept finding more excuses; a restaurant that one of them wanted to try, or a movie that one of them wanted to see - it didn't really matter what the excuse was. In fact, one Friday night, Emily just showed up at Paige's door. When Paige opened it, Emily didn't bother to ask whether or not Paige had any other plans, and Paige didn't bother to ask whether she and Emily had made plans that she forgot about. She just ushered Emily inside, took her overnight bag back to the bedroom, and ordered pizza.

Somehow, they had fallen back into their their earlier pattern of friends with benefits, although, this time, neither one of them was satisfied with that. They both wanted more, but they both were afraid of upsetting the balance and scaring the other one off by admitting their true feelings.

One Saturday morning, as she hugged Emily good-bye, inhaling her scent, Paige gave in to a moment of vulnerability and whispered, "Oh, I wish you didn't have to leave so soon." She rubbed Emily's arm up and down as she said the words.

"I don't have to," Emily replied, her tone upbeat. She thought that Paige was talking about sex, but, frankly, she was glad for any excuse to stay with her a little longer.

They ended up spending the rest of the afternoon in bed. Emily was under the covers, facing away from Paige, leaning on her elbow with her head resting on her fist as she caught up on some reading. Paige was on her back on top of the blanket, propped up against some pillows with her knees bent, playing Subway Surfers on her tablet.

After a while, Emily got up and went to the living room, walking over to Paige's bookshelf, where she found the textbook from her freshman Econ class. Paige had taken the class two years earlier. Emily curled up in the recliner with the textbook, her forehead wrinkled as she tried to absorb the material.

A few moments later, Paige came in and took a seat on the couch. She turned on the TV, muting it so as not disturb Emily as she studied. She flipped through the channels until she found a softball game. After watching it for a few innings, she fell asleep.

Emily walked over to the couch and poked Paige to wake her. Paige, her arms folded, opened one eye and looked up at her. "I need to get started on my paper, so..."

Paige nodded and rubbed her palm into her left eye with a yawn. She got up and logged into her computer, holding out the seat so that Emily could sit down. "Okay," she said, with a quick peck to Emily's lips, "I'll get started on dinner."

"You're going to start dinner?" Emily laughed skeptically. Paige stretched her hands at her side, wondering what was so funny. "What are you going to make?" Emily challenged.

"Whatever you want!"

Emily laughed again. "I could really go for some fish tacos!"

"Fish tacos it is," Paige exclaimed confidently.

Emily shook her head in disbelief, putting her hands on the armrests of the chair and pushing off. "Why don't you just let me take care of dinner, and, afterwards, I can get started on my paper while you clean up?"

Paige gave Emily a gentle push on the shoulders to get her back down into the chair. "I've got this, Em." She kissed the top of Emily's head, adding, "Don't you worry your pretty little head about it." She rubbed Emily's shoulders for a second as she stepped away, and when Emily relaxed into the massage, leaning forward with a moan of contentment, Paige decided to continue. She rubbed Emily's shoulders for a little while longer before she dropped her hand, rubbing circles into Emily's back with the heel of her palm.

Paige patted Emily's shoulders one final time and turned to head to the kitchen, but Emily caught her by the wrist. She turned her head up in Paige's direction, smiled a thank-you, and puckered her lips with an inviting, "Mmm..." Paige leaned in for the kiss and headed off to take care of dinner.

Emily heard the rattling of pots and pans in the kitchen. A couple of times, when the rattling was too sharp, or when she heard some salty language, she called out to Paige, to ensure that everything was okay. One time, she started to get up, but Paige urgently told her to stay put and finish her paper.

After about a half hour, Paige poked her head into the living room, keys in hand and holding her phone. She told Emily that she had to pick up one or two things to finish dinner, and that she'd be right back.

Emily, by then, was so engrossed in her paper that she hardly registered Paige's exit. When the door closed behind Paige, Emily caught up with things and called out a belated, "Love you! Bye!"

She was really curious about what had been going on in the kitchen, but she decided to respect Paige's cooking ability and keep out. Then, she realized that something was missing: She didn't smell anything cooking. She went to the kitchen to see what was really going on.

Not much.

Whatever Paige had spent the last half hour doing, it had nothing to do with cooking. Emily shook her head in disbelief. Had Paige really spent a half-hour banging pots and pans around to make it seem that she was making dinner?

Emily went back to Paige's desk, picked up her phone, and fired off a quick text.

mmm... something smells good...

haha. it must be you.
look, i nvr said i'd cook, i sd i'd take care of dinner! ;)

Paige followed up with a selfie of her waiting at the take-out counter.

After dinner, Emily went back to work on her paper. She got on a roll, and time started to slip away from her. She didn't want to interrupt the flow of her work and have to get back into the groove again the next morning. She kept peeking over at the couch where Paige was passing the time channel surfing in front of the muted TV, worrying every time that Paige ran her fingers through her hair or stifled a yawn.

Emily tried to rush. The pressure was throwing off her concentration.

After about a half hour, Paige clicked off the TV and walked over to the computer where Emily was working. Wrapping her arms around Emily from behind, she kissed the top of her head and asked, "How's it going?"

Emily looked up with an apologetic smile. "Sorry. I'm trying to hurry!"

"Take your time," Paige said patiently, patting her on the shoulder. "I'm going to go lie down, maybe read a little before I fall asleep."

"Okay," Emily said weakly. She didn't know what she was supposed to do when she finished her paper. She and Paige had never spent two nights - the whole weekend - together, even back when they were hooking up regularly. She didn't want to assume that Paige was okay with her staying over another night.

Paige bent over and gave her a kiss good-night. Emily hunched her shoulders and got back to work. She'd figure it out; either slip out after Paige was asleep or fall asleep on the couch and pretend that it was unplanned.

Emily heard Paige brushing her teeth and gargling. When Paige finished, she stood in the doorway to the bedroom and called out, "Just grab something to sleep in from the bottom drawer when you come to bed. I'll leave the light on for you - just turn it off when you're ready, okay?"

Emily nodded. "Okay." She smiled a little, trying not to let her expression show how relieved she was.

Emily was distracted as she tried to finish her paper. She was elated that Paige was okay with her staying over; in fact, that Paige just assumed that she was staying over. Emily wasn't sure what that meant, if it even meant anything. She knew what she wanted it to mean, but that didn't mean that it was what Paige wanted. It was late, after all, and Paige was probably worried about Emily's safety, were she to head home by herself.

Emily heard her phone buzz. When she picked it up and took a look, she rolled her eyes.

Where are you?

Emily wasn't in the mood, but she knew that Spencer had a right to be concerned. She texted back that she was working on a paper at Paige's and would "probably" have to stay over. There was no "probably" about it, but she didn't want it to sound as if she had planned to stay over all along. Her phone started to ring, and she rejected the call, texting back, "Sry; rly need to finish paper."

After Emily saved her paper to a flash drive, she brushed her teeth and picked out something from Paige's drawer, smiling in spite of herself at the familiar scent as she pulled it over her head. When she turned out the lights and lifted the sheets to climb into bed, Paige stirred, her face twisted into a scowl and her eyes closed. "What time is it?" she asked, in a low, gravelly voice.

"It's, um, a little after 1:00," Emily said, feeling a bit guilty.

"Mmm... Come here," Paige beckoned, her arms spread out wide and welcomingly in front of her, her eyes still mostly closed. Emily climbed into bed and backed into Paige's embrace, squirming a little as Paige tickled the back of her neck with a kiss. "Sleep in tomorrow?" Paige asked sleepily, and Emily nodded, reaching up to give Paige's bicep a squeeze. The contented sigh that Paige breathed in response was the last thing Emily remembered that night.