School had never been that difficult for Quinn. She figured it was because school had been the first endeavor in which she'd been expected to excel; from the time she was in kindergarten her father had impressed upon his little hazel-eyed, blonde-curled daughter the importance of being the best. This was his attitude so much that the first time five-year-old Quinn had brought home a picture she'd colored, he looked down at it and smiled, and with a pat on her head told her that she could do so much better next time if she just stayed inside the lines.

An hour later she'd retrieved the picture from the trash and tucked it inside the scrapbook she'd gotten for Christmas.

What followed was an endless routine of studying, studying, and more studying. Somehow everyone at WMHS knew that Quinn Fabray took the best notes in any class, and she'd even considered running a business of selling those notes, before she considered the consequences, if her parents were ever to find out. She settled for giving the notes to Brittany, because she figured God would smile down on her for doing that good deed.

All her hard work had paid off with excellent marks in the academic field.

Sometimes, though, when it came to the social field?

Quinn Fabray was sunk.

She could have any boy she wanted. Since she was 13 years old, boys practically threw themselves at her feet for a chance at a word, a smile, or maybe even a date. Since she was 14, it had been Noah Puckerman, and she'd thought they just… went together, like boys and girls were supposed to. There'd been the issue with her father not liking him at first, but Quinn had become adept at getting her way, and he'd soon warmed to the idea. It didn't matter much anyway, because Puck usually never came to her house – except when her parents were gone.

And as far as friends? Quinn had the pick of any girl she wanted, to be a best friend or even just a friend. She'd never lacked in sleepovers or birthday parties, always had a roster of friends in her cell phone that she could call up for a quick trip to the mall. And even though Santana and Brittany sometimes travelled in different circles, and there'd been that… problem when Santana had come out to her, they were the best friends she could ever have.

So she had her choice of boys, and her pick of girls to be friends, and Quinn Fabray could walk the halls with her head held high and never feel a pang of jealousy or inadequacy.

But all her academic and, for the most part social, prowess couldn't explain why, on a casual Wednesday morning before third period Spanish, Quinn was rifling through her locker and trying desperately not to watch as Rachel and Finn Hudson kissed each other, less than six feet away from where she was standing.

She was happy that Rachel had a boyfriend. Too many years of watching the little diva suffer slushies and dumpster dives alone had worn on Quinn a little – not that she'd ever admit to having noticed. Rachel didn't really confide in her either, they weren't that kind of friends, but even Quinn could see that it was difficult. There were times when Rachel could barely stop the tears before she ran into the bathroom with her emergency slushie kit, times when Rachel's usual boisterous self was toned down a little, after she'd managed to climb out of the dumpster for the millionth time.

She joked with Quinn and said that it served to give character, but Quinn had just shaken her head. She didn't have the power to stop the hierarchy of cheerleaders and jocks that tormented Rachel, even if she was friends with Santana. But she was glad that at least now, Rachel had someone in her corner.

Even if Quinn's lip curled in a kind of disgust as she watched Finn press Rachel into a corner, his mouth on hers.

Quinn wondered what it would be like to kiss Finn.

Would he be like Puck, ready and unyielding, confident to the point of arrogance, teeth crashing against hers as his tongue battled to stake his claim?

Or… would he be like Rachel? Would his lips be soft and inviting, searching and asking for permission before doing anything, meeting hers in a casual will-they-or-won't-they dance, before finally coming together smoothly and firmly? Would his hands on Quinn's hips be gentle, still holding her down but not roughly, not trapping but anchoring?

She watched as Finn gently lifted up Rachel so that her small face could be flush with his; watched while Rachel smiled lightly as their lips met.

Watched while Rachel suddenly shifted her eyes to the side, watched as those deep brown pools connected with hers.

Watched, her feet numbly rooting her to the spot, as Rachel never tore her gaze away from Quinn, while she was kissing Finn.

When Rachel wrapped her arms around Finn's neck, Quinn finally turned away.

She was crushing on Finn, she told herself. Crushing on Finn, and jealous of Rachel.

She wanted Finn. Because Rachel –Finn—deserved better.

Quinn growled in frustration and slammed her locker door, a little louder than she expected, and out of the corner of her eye she saw Rachel, now alone and gathering her own things, jump and stare at her with an expression of confusion.

Good, Quinn thought, before turning and striding off to class, not waiting for the small diva that was still somehow tagging along behind her.

She didn't look over her shoulder, not even as she slid into her desk and she heard Rachel sigh as she did the same.

For the first thirty minutes, Schuester marveled that Quinn seemed remarkably dedicated to learning future tense.

Then her cell phone buzzed softly, and Quinn groaned inwardly, nonetheless retrieving it from her purse.

Are you okay? – R

No, Quinn thought. I'm crushing on your boyfriend.

It didn't sound right, not even in her head.

I'm fine. – Q

Seconds later, another buzz.

Are you sure? – R

For the first time, Quinn hated Rachel's usual persistence.

She just wanted to be left alone, to stare out the window and daydream.

Gentle touch of lips against lips, careful, tiny hands on her hips.

Hands slipping lower to…

Quinn jerked upright in her seat, her eyes wide, breath coming a little heavier than it had thirty seconds ago.

I'm fine. Just tired. – Q

There was a pause as Rachel answered a question for Mr. Schuester, her voice flowing and lilting over the syllables, and Quinn felt herself shiver. She'd heard Rachel sing, she'd heard Rachel talk, but now… something was different in the way Rachel's voice found a lower decibel, and Quinn could swear it was because Rachel was hell-bent on teasing her.

Even if she knew it was ridiculous.

Her phone went off again.

You're still going to tutor me this afternoon, right? – R

Quinn smiled a little and sent back an answer in the affirmative.

Good. Hey, Quinn.

Quinn rolled her eyes then, knowing yet another bad joke was to come.

Yes, Rachel.

Her phone buzzed once more and she caught Schuester frowning at her, so she hurriedly sat the cell on her thigh and opened it up.

Thanks. *heart* – R

Quinn's response didn't betray the fluttering going on in her chest, or the smile that threatened to turn up her lips.

Anytime, Rach. – Q

She couldn't bring herself to add the heart, though.

"I just don't see why letters have to be combined with numbers," Rachel complained later on that day.

"Well," Quinn drawled, glanced over at Rachel as they both lay on their stomachs on Rachel's bed, an open algebra book in front of them. "You've got letters in music – that correspond to the notes. And then you have numbers, which are the counts or the beats to those notes."

Rachel gave Quinn a withering look. "You cannot compare this," she pointed to her algebra book, "to music. There is no comparison."

"I bet there's algebra in music somewhere."

"If there is I'll stop singing."

"Let me grab my laptop so I can find it, then," Quinn joked, hissing a little when Rachel's elbow connected with her ribcage.

"Can we actually get down to the business of tutoring me, so that I don't fail algebra and become yet another high school dropout statistic?"

Quinn rolled her eyes at Rachel's usual dramatics, but smiled. They hadn't bothered to change their school clothes – Quinn still in a yellow summer dress and Rachel in a hideous red skirt and white tights topped with a red and white argyle sweater – but they were sprawled together on Rachel's bed, lying so close their shoulders were touching.

She considered the position mildly dangerous… but ignored that part of her mind, content to listen to the part that was enjoying Rachel's arm against hers, Rachel's perfume once again filling her senses.

Enjoying Rachel.

Even though she shouldn't be, because she was a good girl.

A good, Christian, straight girl.

Quinn took a deep breath. "Okay," she said, wincing when her voice came out a little too bright, too cheerful, and Rachel raised an eyebrow at her.

"Let's try this one," Quinn pointed to a problem in the book. "Eight r plus 17 equals 65. Solve for R."

"Solve for Rachel!"

Quinn thunked her forehead on the bed. "Are you always this lame?" she mumbled.

"It's a talent I've perfected after many years of rigorous practice."

Quinn momentarily wondered if Rachel had had rigorous practice at kissing, because she had pretty much perfected that. Thankfully her face was still plastered against the bed, so the other girl couldn't see the flush rising on her cheeks.

Sighing, she raised her head and refocused, with some difficulty, on the algebra book. "Okay, can you solve for Rachel, then?" she asked pointedly.

Rachel chewed on her lower lip and winced. "Can you explain it to me?"

Quinn nodded. Rachel's uncertainty was a little endearing, and Quinn rather liked that she could show Rachel something, when it was usually Rachel correcting her pitch or her breathing techniques or the volume of her voice.

"All right," she said firmly, "to get… Rachel all by herself—" She smiled when Rachel giggled a little. "You have to make sure that you do the same thing to the left side that you do to the right side."

Quinn glanced at Rachel when she snorted. "What?"

"Well," Rachel said, her eyes twinkling above a mouth that Quinn could tell she was desperately trying to keep in a straight line, "Rachel would be very upset if you only did something to the left side, and failed to repeat it on the right."

With that, Rachel nearly fell off the bed as she burst into laughter, and Quinn's eyes widened.

"Oh, my god," she said dumbly. "You just… you just made that perverted!"

"You helped," Rachel pointed out, still laughing so hard she snorted again.

"I don't even think like that," Quinn said, rolling her eyes a little.

Rachel settled herself back onto the bed and shot Quinn a look, which her friend chose to ignore.

"Come on, Rachel, you can do this," she said, tapping the algebra problem with her pencil.

"Okay, okay." Rachel leaned over to Quinn, tucking her chin against the girl's shoulder and staring down at the book.

Quinn swallowed hard, feeling her mouth go suddenly dry. She cleared her throat.

"Okay, so," she said, groaning inwardly when her voice came out shakier than she'd intended. "You have to get 8r by itself. And if you do something to the left side—" She glared at Rachel, who held up her hands but nonetheless snickered a little. "You have to do it to the right."

She drew a squiggly line separating the two halves of the problem for emphasis. "So… pretend that 17 is being held captive in a tower by her evil stepmother," Quinn said nonchalantly, calling on her lame 7th grade algebra teacher for inspiration, "and she's escaping the tower to finally be reunited with her princess—prince."

Quinn stiffened, but if Rachel noticed her slip-up, she didn't say; she was simply looking down at the book, her tongue tucked between her lips as she concentrated.

Quinn cleared her throat and willed herself to continue. "So, first thing you have to do is subtract 17 from both sides. Then you're left with 8R and… what's 65 minus 17?"

Rachel thought about it for a moment.

"Forty-eight?"

"Yep," Quinn said, smiling when Rachel squealed a little. "And then you divide 8R by 8 to get R. Which means that you divide 48 by 8, and so the answer is…?"

Rachel gaped. "Rachel equals six!"

Quinn laughed. "Yeah. Rachel equals six."

Then Rachel squealed even louder and the algebra book was knocked to the floor as she rolled over on her back and pulled Quinn down for a bone-crushing hug. Quinn shuddered a little at the contact, but schooled herself behind her trademark smirk.

"Don't tell me you like algebra now, Berry."

"I'd like algebra all the time, if you were the princess waiting on the other side of the fence for me."

Oh, shit.

Quinn tensed above Rachel and Rachel felt it, her eyes suddenly hooded and dark with concern. But it didn't last long, because for a split second Quinn's eyes were fastened on Rachel's mouth, on how full and pink her lips were, in the way her lower lip was tucked uncertainly between her teeth.

And all Quinn wanted to do was…

It was an awkward position but she kissed her anyway, lowering herself so that their lips were just barely touching, before Quinn drew back and looked at Rachel, silently asking.

To her surprise, Rachel sat up so that she was on the edge of the bed, then gently pulled Quinn to her, moving so that the girl was now straddling her left thigh. Quinn's eyes widened at the intimacy of the position, but Rachel's hand was soft and smooth on the small of her back, and she was smiling at her so sweetly and happily that Quinn couldn't help but lean down and capture her lips again.

Then it happened.

In between sighing into Quinn's mouth and tugging the taller girl's lower lip between her teeth, sucking on it gently, Rachel moved again slightly and her thigh brushed against Quinn's center.

Quinn moaned.

Her eyes flew open and she jumped up, an apology on her lips, but it died when she saw Rachel's brown hair had slipped into her brown eyes, eyes that were again dark with… something that Quinn had never seen before.

She thought it looked like want.

"Quinn?" Rachel queried softly. "Are you all right?"

No, she wasn't all right. She was scared and heated; there was a tingling deep in her belly that she hadn't felt before, and it terrified her.

"I… I don't know," she confessed.

Rachel nodded slowly, then smiled. "Come here," she said, and Quinn was surprised at the tenderness in her voice.

Quinn hesitated. Going there could be dangerous, in more ways than one.

"Come here," Rachel said again. "It's okay, Quinn, I promise."

She found herself nodding, found herself seated on the bed next to Rachel, and then Rachel's arms were around her, holding her close, and Quinn nestled her head onto the girl's shoulder.

She tucked her face into Rachel's neck, like she had done the first time, breathing in the soft, deep scent of the girl's freesia perfume. She'd really have to ask Rachel where she got it, so she could keep her stocked in it…

Quinn would have laughed at herself, if she hadn't taken that opportunity to do again what she'd done that night: carefully, tentatively, she kissed Rachel's neck. She smiled against Rachel's skin when she sighed, tilting her neck to expose herself.

She was nervous, still, not knowing what they were doing, but Rachel's hands were making smooth, gentle circles over her back and…

Quinn sat back a little, because those smooth, gentle circles were taking her dress along with them, until it was up over her thighs and almost around her waist, and she could feel Rachel's hands pulling the fabric up farther until the girl realized that Quinn's eyes were on hers, and she stopped.

"I—I," Rachel stuttered, then took a deep breath. "I'm sorry," she said shakily. "I just…"

Quinn silenced her with a kiss, her own hands moving from Rachel's hair to that (hideous, she thought) red argyle sweater, fingers toying with the hem as the kiss deepened.

She found herself mesmerized by Rachel's eyes, even as Rachel's hands slipped under her dress and cupped her waist. They were beautiful and chocolate brown, darkened and so wide Quinn could almost see herself in them.

She wondered if it were really possible to be lost in someone's eyes.

She knew that she wouldn't mind, if those eyes happened to be Rachel's, because then Rachel was slipping her tongue into Quinn's mouth and they were tangled together, hands in clothes and mouths crashing together, little shy giggles as their teeth clicked against the other's. And it didn't matter if Quinn's hands were fumbling with that sweater, wanting desperately to pull it off, because Rachel's eyes never left hers, and it was as if there was nothing else in the world but her. Rachel and her eyes.

So she couldn't really be blamed for what she did next, because all she could think of were those eyes, and she could see the barest hint of pink – Rachel's skin above that sweater. And Quinn was suddenly tired of just touching fabric, so she pushed up a little higher. Before either of them knew it she had trailed her hand along Rachel's ribs, dragging that sweater along with her fingers, until she was almost at the point of pulling that sweater off, but she stopped, allowing her own eyes to silently ask for permission.

And Rachel nodded.

The sweater was off in an instant and Quinn blinked at the sight of Rachel in just a white lace bra, but she barely had time to take it in before she noticed that Rachel was dragging her dress up even further, and this time it was Rachel who was looking for approval, and it was Quinn who nodded "yes."

Somehow, then, Quinn found herself being eased onto her back as her dress was eased up and off, and Rachel had removed her tights and skirt and was lying next to her, their bodies pressed together and their fingers stroking, gently.

Flesh against flesh. Warmth against the coolness of fingertips.

Quinn couldn't tear her gaze away from Rachel, at the tautness of her stomach, the tan leanness of her legs, and she couldn't help but trail the pads of her fingers over the muscles of Rachel's abdomen, watching as the smaller girl quivered under her touch.

Rachel gasped, and Quinn found herself in that sound, in the way that Rachel leaned herself into the touch, in the way that her own fingers had dug unconsciously into Quinn's spine.

"Is this… is this okay?" she asked hesitantly.

"Yes," Rachel breathed, pressing their lips together again.

Quinn felt Rachel move, slightly, and then it was her turn to gasp as Rachel's hand slid just barely over the expanse of her stomach, southward.

At the sound, Rachel's hand stilled, fingers resting lightly just above the waistband of Quinn's panties.

"Is this okay?" Rachel asked.

"I… I think so," Quinn said, biting her lower lips. "It's just, I've never done this before. With a girl, I mean," she added hastily, because of course Rachel knew she'd been with Puck; they'd talked about it.

Rachel kissed her softly, nuzzling Quinn's cheek with her nose. "I've never," she confessed. "Ever. With anyone."

Quinn drew back a little, confused. "But… Finn?"

Rachel chuckled a little, but the sound lacked any humor. "Finn has some… problems, let's just say. We've kissed, but that's it. And I'd be lying if I said I wasn't perfectly content with that."

"Oh." Quinn swallowed hard, wondering why the knowledge that Rachel still hadn't "gone all the way" with Finn made her feel… curiously happy.

"It's okay, Rachel. It is."

Rachel's mouth was on Quinn's again as the blonde girl felt that warm hand slip higher towards her bra… even higher than Quinn's was on Rachel's body, because when that hand stopped, she could feel the barest touch of fingertips against the underside swell of her breasts.

She moaned. Quinn moaned and it was as if her body belonged to someone else, because she had tilted herself upwards into that touch.

She wanted more.

"Quinn?" Rachel's voice had hit a lower decibel; her voice was husky, but a little nervous.

Her blonde friend shivered in spite of herself, because Rachel's hands had now moved to her back, stopping at the clasp of her bra.

"I don't know," she murmured. "I just... I don't… know."

"Okay," Rachel said softly. "Can I… can I try something? Do you trust me?"

She knew Rachel could feel her nodding; they were still kissing, slowly and sweetly.

"Okay." Rachel moved her hands higher and gently unclasped Quinn's bra, pulling it off and laying it to the side.

She stared at Quinn for a long moment, making the girl flush uncomfortably, and she tried to cross her arms over herself.

"No," Rachel breathed, holding her forearms. "No… Quinn, you're beautiful."

Now Quinn did blush.

Rachel's hand hovered over Quinn's breast and she swallowed, believing she could feel the heat emanating from Rachel's palm, but knowing that was foolish.

Still, a jolt of something that felt a lot like electricity rocketed through her body, because Rachel took the pad of her thumb, pressed it to Quinn's nipple, and stroked.

"Oh, my God," Quinn whimpered. "What was that?"

Rachel giggled a little and kissed her. "I don't know. Did it feel good?"

She was nodding vigorously now. Everywhere felt good, at that moment. "Do it again?"

Rachel pressed down more firmly, stroked harder, and she groaned. When Rachel took the stiffened nipple in between her thumb and forefinger, rolling it gently, Quinn crashed their lips together, kissing her hungrily, and Rachel sighed into her mouth.

"Rachel," she managed to choke out, hardly able to focus on anything except Rachel's body, Rachel's fingers, Rachel. "What are we doing?"

Rachel hummed low in her throat, her fingers pausing, and Quinn felt frustrated – and confused about why she felt frustrated.

"Well, Quinn, while my knowledge of sexual activity beyond the solo realm is at best minor, given that I am still, unfortunately, a virgin, I believe that what we are doing is called… foreplay."

"Oh," Quinn stilled; her mind had caught one thing in Rachel's entire speech, and her eyes were wide.

"Are we… are we going to have sex?"

"Do you want to?"

"I… I don't know," she mumbled. "I just… it… you feel so good, and I just… But you've never, and I don't…"

God, Fabray, speechless much? Get a grip, she again ordered herself.

"I don't have to, you know," Rachel interrupted, kissing Quinn gently. "This could be just for you."

"No." Quinn surprised herself by the firmness of her voice, and the shake of her head. "If we did... I'd want it to be for you, too. But… your first time should be special. It should be with someone special."

Even if her own hadn't been. Rachel deserved better.

Rachel's hands lifted away from Quinn's chest so she could cradle her face; she kissed her softly, with more softness than Quinn had ever felt in her life.

"It will be," she said.

"But it's up to you. I won't be upset if you say no. I promise."

Quinn paused.

Everything within her was screaming. Her mind was screaming no, this is wrong, this is sinful, this is disgusting.

Everything else?

Well, her heart and body were only screaming one thing.

Rachel.

"I want it," Quinn breathed with her eyes closed. "Please, Rachel."

"Are you sure?"

"Yes…"

Still, she couldn't help the uncertain tone in her eyes, or the way she worried her lower lip in her teeth.

To her surprise, Rachel nodded and smiled.

"It's all right, I understand. I just want you to know, Quinn, you really are like my best friend. And I know you're my only friend, like you say, and we don't even know each other that well, but… but…"

"Rachel?" she queried, turning her face and catching Rachel's mouth with her own.

"But I would never hurt you. I just want you to trust me."

Quinn nodded. "I do, Rachel. I do."

"I need you to promise me things won't get weird, though," Rachel said, finally sounding terribly nervous for the first time that night. "You're my friend, and I don't… want to lose that."

"You won't," Quinn assured her, pulling Rachel closer into her arms. "We'll always be friends, Rachel."

Rachel hesitated; in the light of the room Quinn could see the girl's eyes once again searching her face. Then she nodded.

"Okay," she said, with a little bit more confidence. "Okay."

"Okay," Quinn echoed, and smiled into Rachel's kiss.

And then there was no room for speech or second guessing, because Rachel's fingers were tracing patterns on her breasts and across her stomach, her lips never leaving Quinn's, until those fingers slipped just underneath the waistband of her panties. Rachel felt the muscles of the girl's stomach tighten.

"Quinn," she said carefully. "We can stop, if you need to."

Quinn hesitated, then moved past the point of no return. Circling her fingers around Rachel's wrist, she pushed her hand into her underwear.

They both gasped when Rachel's fingers found wetness; Quinn's gasp turned to a loud moan when Rachel's finger touched her clit, and Rachel kissed her to muffle the sound.

"My dads are home," she whispered. "I know it might be difficult…" She smirked, and Quinn giggled a little.

"But you need to stay quiet."

Quinn just nodded, biting her lip hard enough to draw blood, because that finger was now making circles around the sensitive bundle of nerves at her center.

"How does it feel, sweetheart?" Rachel asked. "Does it feel good?"

How did it feel? Rachel's mouth was on Quinn's neck, tonguing her and kissing, little nips of teeth and the gentle slide of lips, while her finger moved wetly over her clit. Quinn had never felt that before, not even… not even by herself.

Because that was wrong.

But this, Rachel's mouth, Rachel's hand, that finger… it felt…

Amazing.

And wrong.

And she wanted more.

Sin and salvation all at once.

"Rachel," she murmured, her hands reaching up to draw the girl further into a kiss. "It feels… really good."

She was a little embarrassed, because at some point her right foot had planted flat on the bed and her legs were spread, but Rachel didn't seem to mind.

"I'm glad," she whispered, and then her finger dipped lower to slowly, very slowly slip inside Quinn.

And for a moment, the girl underneath Rachel was nothing less than totally confused.

Because even though Puck had been heavy and rough, demanding and sweaty, and even though Quinn had been hazy with wine cooler, she was a girl and he was a boy and it was right.

It's what chicks and guys are supposed to do.

Rachel was soft and tender, and Quinn's eyes were screwed tight as if she could block out the fact that her hips were lightly bucking to meet the stroke of Rachel's finger inside her. As if she could somehow forget that it was wrong and perfect at the same time, until her mouth opened and she asked for something she'd never before known she wanted.

"Rachel… more?"

The motion of Rachel's hand stilled. "Sweetheart?"

That word hurt Quinn, that word falling so gentle and sweet, from even gentler lips. Wounded her.

Saved her, killed her.

But it was too late now. She was going all out.

"Can I… can I have more?"

"More what, Quinn?"

Quinn knew she was blushing, and was even more embarrassed that Rachel could see it.

"More… fingers. Two?"

"Oh!" Rachel said a little too loudly, and they both giggled. "Well, I feel rather stupid now." Quinn kissed her. "Of course."

She felt empty when Rachel's finger left her, but then two entered, and she was full, so full, those fingers curving and rubbing something that…

Oh, God.

She could feel it welling up in within her, not even knowing what it was, but knowing that if Rachel stopped doing whatever she was doing, she would kill her. Quinn realized that now her hips were moving of their own accord, in a rhythm all their own, and she could feel herself tightening.

She'd never felt this with Puck.

Her hands reached until she found the one of Rachel's that was engaged on her left breast, grabbing it and pressing it against her mouth. Something inside Quinn let go, and her back came up off the bed just as she thrust herself into Rachel's other hand so hard that she may have almost thrown the girl off the bed.

But Rachel held on tightly, because unknown to Quinn, the smaller girl was mesmerized by the body underneath her hands. By the tiny quiet mewls from that mouth pressed against her palm. She could just barely see beads of sweat forming on a forehead flushed pink, surrounded by golden blonde curls.

Quinn knew, then, what the girls in the locker rooms talked about, knew why Santana blushed when Brittany revealed something a little too personal. She was hot, everywhere. It was as if a snake, coiled tightly in the deepest pit of her belly had suddenly just… struck. She came for a second time on Rachel's fingers, against Rachel's body. She twisted to bury her face in Rachel's neck, sinking her teeth in, eliciting a squeal from the other girl.

She was terrified, dropping Rachel's hand to curl herself into the other girl's chest.

Rachel tensed momentarily but then relaxed, carefully withdrawing her fingers and wiping them on her sheets before enveloping Quinn in a hug.

"You're all right," she whispered, dropping little kisses on Quinn's temple. "You're all right, sweetheart, I've got you."

Quinn's entire body was shaking, not just from the force of her orgasm, but from the battle going on in her mind against pleasure and reality. She was humiliated because she felt tears rush to her eyes and trickle down her cheeks, which only made Rachel clutch harder.

"I'm sorry," she mumbled. "I just… that was… Rachel, wow."

Rachel giggled, relieved. "Well, I would have been quite unhappy with myself if your first time with a girl had been disappointing, because what kind of fr—"

Quinn kissed her, cutting her off. "Shut up, Berry."

"But are you really okay?" Rachel said, rocking the girl in her arms.

Quinn nodded. "Really okay. Kind of tired, though. Like I need a nap."

Rachel brushed a strand of hair out of Quinn's face and kissed her. "That's the way you're supposed to feel afterwards," she said, sounding happy. "We can go to sleep if you want to."

Oh, she wanted to. She wanted to curl up in Rachel's arms and just drift off.

She wanted to wake up in Rachel's arms.

But there was a need greater than sleep, and Quinn's hand once again meandered its way over Rachel's skin, fingers dancing over the smooth muscles she found at Rachel's stomach.

She heard Rachel's light intake of breath, and Quinn kissed her. "I don't want to sleep. But if you… if you don't want this—"

"I do," Rachel said firmly. "And I want it with you."

Quinn nodded. "I need your help though," she said, slightly embarrassed. "I don't have… well, I have no experience."

Rachel nodded, running her palm lightly over Quinn's cheek as they kissed. "I don't have much either," she confessed. "But I know what feels good to me, so…"

She nuzzled Quinn's nose with hers. "Don't be scared."

"Has anyone told you that you're an amazing friend?" Quinn whispered, running her tongue lightly over Rachel's collarbone.

"You're the first," Rachel said, her voice breathless and a little high, her fingers tangled in Quinn's hair.

And the only.

Quinn smiled against her skin. "Good. Because you are."

Rachel pulled away then, and Quinn paused, fearing she had done something wrong.

"Why?"

"Why what?"

"Why do you think I'm amazing?"

"I don't know," Quinn shrugged. "I just do."

She knew it was a lame answer. But it was the best she had.

Then it was Quinn's turn to unfasten a bra, gently drawing it off Rachel's shoulder and joining it with hers on the side of the bed. She waited, swallowing hard, meeting Rachel's eyes with her own.

Rachel just smiled and nodded, her mouth falling open a little when Quinn's hand cupped her breast, squeezing gently, the thumb running over her nipple.

And now Quinn was grateful for the light, because she could see Rachel's face, and watch what her ministrations were doing to the girl underneath her. She watched as Rachel's eyelids fluttered closed when her fingers rolled a nipple to hardness, watched the way a dreamy look fell across the smaller girl's face when Quinn placed open-mouthed kisses over her jaw line.

She saw Rachel's eyes widen, her jaw drop, when Quinn's hand slid down her body, moving up her skirt, and stopping at the waistband of her underwear.

"You can still say no, sweetheart," Quinn said, a little amazed at how easily that word came from her mouth.

"I know," Rachel said, and her hips lifted slightly, urging the blonde girl on.

"Rachel… " Quinn tucked her lower lip in between her teeth.

"I don't want to hurt you."

Rachel shook her head and lifted up to kiss her.

"At least if it hurts, it'll be you. Please, Quinn."

Still nibbling on her lip, Quinn nodded and slipped her hand into Rachel's panties. Her fingers touched a patch of coarse curls before they found wetness, and she gasped a little.

Rachel was so wet.

Had… had she done that?

Quinn's fingers glided further downward, until she parted Rachel, gently, and the pads of her index and middle fingers found what she hoped was Rachel's clit.

Judging by the way Rachel's hips jerked at the sudden contact, Quinn was right.

A smirk that Rachel could only describe as wicked crossed over Quinn's lips, then, and she began to stroke the smaller girl, slowly, tenderly.

"How does that feel?" she asked quietly.

"Mm," Rachel hummed, moving her hips in tandem with the rubbing of Quinn's fingers. "So good, ba—Quinn. So good."

Quinn hesitated, a faint worry in the back of her mind that disappeared as quickly as it had arrived, and she turned her focus back to the friend next to her.

Very gently, she maneuvered herself so that she was flush with Rachel, her head on the smaller girl's shoulder.

"Rachel?" she questioned.

She nodded. "I'm ready."

Maybe the girl actually did have a sixth sense, Quinn mused. Her finger was at Rachel's entrance; she leaned over and pressed her lips to her, just as she carefully pushed inside.

Rachel winced, whimpering a little. Quinn stilled her hand, letting her fingers go slack against the brown-haired girl.

"I'm sorry," she whispered, kissing Rachel over and over. "I'm sorry."

"It's okay," Rachel murmured. "Just give me a second."

Quinn stroked her cheek softly with her free hand. "Of course, Rachel."

Rachel took a deep breath. "I think I'm okay now."

Quinn glanced at her. "Do you want me to…"

Rachel nodded. "Please."

"Okay." She started kissing Rachel again, at the same time that her finger resumed its same slow in-and-out motion. She watched her carefully, relieved when the pain left the girl's face, replaced by a slightly open mouth, eyes scrunched closed in concentration.

She was so pretty, Quinn thought suddenly.

She shoved that as far back as she could.

Rachel's hips had started rocking against Quinn's hand, and she watched, mesmerized. Nestling her head next to Rachel's, so that the girl was moaning into her ear – Quinn couldn't help but shiver – she carefully twisted her finger inside her, so that she was able to press her thumb against Rachel's clit as she pumped her hand.

Suddenly Rachel stiffened and Quinn almost stopped, but Rachel shook her head, unable to speak. She buried her face against Quinn's neck, a long, low moan escaping from her. Quinn's eyes widened when she felt Rachel clench against her finger.

"Oh, my god," she whispered.

"What?" Rachel was barely able to talk because her body hadn't stopped squeezing against Quinn. In fact, it had started up stronger, and she was coming again.

"Did I do something…oh god…. Quinn!"

Quinn drowned Rachel's words with a kiss. "You're fine. You're more than fine. You're… Rachel, you're perfect."

Perfect. She was perfection.

And Quinn… Quinn had done that to her, had made Rachel come.

She had just had sex.

With a girl.

She felt sick, but Rachel was cuddled up against her, shuddering with the aftershock of her orgasm. Quinn was helpless to do anything but carefully pull out, wipe her hand on her thigh, and take Rachel into her arms.

"Are you okay?" she asked, brushing her lips against Rachel's sweaty forehead.

Rachel nodded. "Really sleepy."

Quinn smiled. "Maybe you should take a nap."

Rachel nodded again. Feeling Quinn start to pull away, she clung tightly. "Stay?"

"Of course," Quinn murmured, even though it was five p.m. and she really ought to be getting home. But she was sleepy and sated, and a half-naked Rachel lying next to her was far too much temptation. She kissed her again.

"Rachel?"

"Yes?" Rachel was snuggled against her, so close that Quinn wondered if the girl was trying to get under her skin.

She wondered if Rachel was already there.

"Thank you."

For once, Rachel didn't ask. She just smiled against Quinn's neck, kissing it.

"Thank you."

"Was it… was it good?" Quinn asked hesitantly.

Was I good?

Rachel squeezed Quinn's waist. "Better than good. Amazing."

Quinn felt herself beaming. "I'm glad."

"Was I?"

"You were perfect."

Rachel giggled again, and Quinn could almost feel the blush on the smaller girl's cheeks.

"Quinn?"

"Hm?" Her eyes were closing, and sleep was overtaking her. Blissful sleep, with Rachel tucked next to her.

"Love you."

Her eyes snapped open.

Friends sometimes said that to each other, right? She knew B and S did but… again, not really the best example of platonic friendship.

But she did love Rachel. Cared about her, anyway.

And friends cared about each other.

Her brow furrowed, and she chewed her lip uncertainly before responding, the words so soft they were barely discernible.

"You, too, Rach."

Soon the heaviness in her arms told Quinn that Rachel was fast asleep.

She lay awake, staring at the ceiling, long after the girl had begun lightly snoring.

As the realization of what they had just done hit her, there was a singular thought – a singular prayer – on Quinn's heart.

Father… forgive me.

Quinn woke up in Rachel's bed at eight, and panicked when she saw her cell phone held two missed calls from home. She'd called, making up a quick excuse about Santana needing a lot of extra algebra help. They'd accepted it and she closed her phone, relieved, only to feel a twinge of guilt when she saw that Rachel was now awake and watching her with sadness still in her eyes.

"I'm not ashamed of you," Quinn said hastily,

Rachel nodded. "Are you ashamed of…" She gestured towards their bodies, still semi-naked and still close enough to each other to almost be one person.

Quinn sighed. "Rachel, we promised it wouldn't get weird."

Rachel shot her a look, but nodded.

"Are you going to tell Finn?" Quinn blurted suddenly.

She didn't miss the guilty expression in Rachel's eyes as the girl turned away and seemed incredibly interested in her desk across the room.

"I don't know yet."

"Do you love him?"

"I don't know that either."

"He's a good guy," Quinn offered. Even if you deserve better.

Rachel turned back to her, then, and gave Quinn a small smile. "Yes, Quinn. Finn's a good guy."

"So maybe you shouldn't tell him." She was lazily stroking Rachel's chest with one finger, not sexually, but just… wanting to feel the smaller girl's skin, at the warmth, the tiny little shudders that her touch would cause.

Rachel was… beautiful.

Puck had never been completely naked with her, or Quinn with him. Even those few nights with him, he'd always kept his shirt on, and Quinn had been glad for it. She figured that she should be entranced with Puck's rippling muscles, the broad hardness of his chest and the chiseled angle of his jaw…

But then there was Rachel lying below her, as she propped herself on one elbow to get a fuller look at her. Rachel with her softness, with the smooth plane of her stomach and the gentle swell of her breasts topped by dusky nipples. Her hair was falling into her eyes, and Quinn unconsciously reached up a hand to brush it away, fingers lingering on the girl's forehead, and Rachel smiled at her.

"Why shouldn't I tell him?"

The question surprised her, and Quinn pursed her lips, moving to sit against the headboard, still staring down at Rachel.

"I don't know. I mean… it was just sex, right?"

Rachel's mouth opened and closed momentarily, her normally bright brown eyes becoming clouded, before she became fascinated with her desk again.

"Yeah. It was… just sex."

"Rachel." Quinn scooted down and pressed her lips to the other girl's cheek, again and again until Rachel's face turned and they kissed.

"You're my friend, Rachel, and I don't want to mess that up. I don't want to… complicate things."

"You don't think things are already complicated?" Rachel asked, and Quinn wondered why her voice sounded so tiny.

"I think they'll only be complicated if we let them."

Quinn kept telling herself that as she left Rachel's house a little later, even as the strange expression in Rachel's eyes, and the feeling of Rachel's body against hers, still haunted her as she drove towards home.