A/N I do not own these characters. Oh wait I do own Shelly, Jerry, Mr. and Mrs. Falk, and any other character I might make up on a whim, and all the mob guys except Walter Balsom. I am getting no profit off the use of ABC characters so please refrain from suing me. I have no money anyway.

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Chapter 25

Shelly sat up in bed and gasped. She looked around and wondered what had woken her. She looked over to Rex who lay on the other bed and sighed. He was fine. She had been dreaming again but unlike most of her dreams she couldn't remember what she had been dreaming about. Her heart still pounding like a run away train she knew that what ever she had been dreaming it was what had woken her up.

She lay back down but still couldn't shake the feeling of dread that surrounded her. Sitting back up she swung her legs off the bed and walked the few feet Rex's bed. She knew it was a bad idea given their attraction to each other but she needed the comfort of his arms. She needed to feel them around her to make her feel safe again. Climbing into the bed she snuggled next to him and sighed contentedly when Rex wrapped his arms around her and pulled her close.

Rex felt her get into the bed with him and half-smiled half-grimaced. He was happy that she came to him for comfort but on the other hand he wanted her so much that he wasn't sure he could keep his hands to himself. When she lay next to him he wrapped his arms around her and pulled her to him, loving the feel of her next to him. On a sigh he murmured, "This is probably a bad idea."

"I know," Shelly told him softly making no move to leave the circle of his arms. Instead she snuggled closer and intertwined their fingers. Closing her eyes she felt a sense of peace wash over her and she knew that she could get back to sleep. As they lay there spooned together Shelly's breathing evened out and she fell into a deep sleep.

Sometime during the night they ended up facing each other and when Shelly opened her eyes sleepily she saw Rex's face. She was overwhelmed with her love for him and leaned in and kissed his lips softly. When he kissed her back she pulled back sharply and saw that he was still asleep. Knowing it was wrong she kissed him again. Again in his sleep Rex kissed her back, this time wrapping his arms around her and deepening the kiss.

In his dreams Rex was kissing Shelly and she was kissing him back. But this dream felt more real then any other he had ever experienced. Wrapping his arms around dream Shelly he was surprised at how solid she felt and he moaned out, "Shelly..."

Shelly heard her name and smiled, even in his dreams he was kissing her. Feeling happier then she had ever felt before she was filled with the desire to make love with Rex. The fact that he was 19 to her 17 didn't matter anymore. In this moment in time all that mattered was showing him how much she loved him. Running her hands over his bare chest she leaned in again and began kissing his neck whispering, "Rex," in his ear to wake him up.

Hearing his name Rex reluctantly opened his eyes and looked at Shelly wondering what was wrong. Blinking to clear his vision and shaking his head to get rid of the images from his dream he was stunned at what he saw. It was the Shelly from his dream, only she was real and he was awake! She was looking at him with her beautiful eyes full of love and desire and most of all trust.

When she leaned in and kissed him passionately he kissed her back with a groan. His hands began to roam her back over the silk of her nightgown. After a moment he pulled back and put his hands on her shoulders, "Wait," he said huskily, his breath coming heavily.

"I want you Rex," Shelly said, moving his hands aside. She began to plant kisses on his face and the side of his neck. "Please," she moaned in his ear.

Desire flooded through him and his control snapped. Sitting up and pulling her close Rex kissed her hard and deep while his hands reached for her nightgown. Pulling it over her head he tossed it to the floor and feasted his eyes on her almost naked flesh. Her body glistened in the moonlight that spilled in from the window. "Oh god Shelly! You're so beautiful." He said on a shuddering sigh.

Shelly blushed at the admiration in his voice and fought the urge to cover herself. She hadn't been naked in front of a man since she was a baby and the urge to cross her arms over her breasts was almost overwhelming. She forced herself to sit still while Rex looked his fill. When he reached for her again she went into his arms willingly and wrapped her arms around his neck. She gasped against his mouth when she felt his hands move between their bodies and cup her heaving breasts. Pleasure coursed through her when he pinched her nipples and rolled them between his thumb and forefinger.

Breaking the kiss she threw her head back and moaned loudly. She was feeling things she had never felt before. Her body burned for his touch. Everywhere he put his hands tingled and the rest of her body ached for his touch. She lay back and pulled him down on top of her. Her knees on either side of his hips she instinctively pushed her hips up into his. Feeling his hardness pressed against her she stilled and pulled back looking into his eyes.

Rex felt her still and raised his head to look at her. He caught his breath at the emotions churning in her eyes. Love, desire, and uncertainty flashed through her eyes and he took a deep breath. He pulled back a bit more and lifted his body slightly away from hers breaking the contact. The space gave him some control over the raging need that consumed him; he didn't want her to do anything that she didn't want to, no matter how much he wanted her it was her choice.

"Shelly?" He whispered, "We can still stop. We don't have to do this." He meant it too. He loved her and wanted her more then he had ever wanted anyone in his entire life but he would back away and simply hold her if that's what she wanted.

"No" Shelly said softly as they continued to gaze at each other " I want this Rex... I want you"

"Then what?" Then it dawned on Rex. She was nervous and probably a little scared too. She had never said before but he was pretty sure this would be her first time. Rex shook his head. He didn't want to push her, make her uncomfortable, if this was what she wanted. If she wanted to make love with him, he would make sure they'd go slow, took their time, and make it a lasting memory for both of them.

"I've never done this before." She told him, confirming his suspicions. Hearing her say it filled him with indescribable pleasure. He'd never thought it mattered but the thought of being her first filled him with joy and a sense of primal possession. He brought a hand up and smoothed her hair back. Kissing her gently before pulling back and saying, "It's ok. It will only hurt for a second. I'll be as gentle as I can."

Her fears put to rest she arched her head up and kissed him again. Moving her hands over his back she touched him lightly, loving the feel of his skin. When she reached the waistband of his underwear she paused then boldly pushed them down. She moaned in disapproval when he drew back to kick them off.

After kicking off his underwear Rex reached for Shelly's panties and pulled them off, the arch of her back aiding the process. Once he had them off he climbed back up her legs trailing his mouth from her toes to her thigh. Grasping her thighs with his hands he pulled them apart gently and began to lower his head to her moist center, wanting to taste her.

Seeing what Rex was about to do she tried to close her legs in embarrassment. "No!" she gasped out but Rex didn't listen. When his mouth closed over her she forgot about her objections and gave herself up to the pleasure of his touch. "OHHHHHH!" She moaned tossing her head back and arching her back as a wave of pleasure hit her. Her hips began to move under his mouth as he licked and sucked at her. Soon she felt a tightening in her body, as if it was building up to something. "Rex!" She said loudly as her hips continued to move against his mouth. Suddenly her body exploded and she hurled into ecstasy.

Rex smiled against her as he felt her body tense and she found her release. He quickly rose up and entered her body. He felt the thin membrane of her virginity break and then he was seated fully into her. He moaned as her waning climax rippled around him, begging him to begin his thrusts. He forced his body still as he waited for hers to get used to his then began to thrust slowly into her.

Shelly felt him enter her body and stiffened at the unfamiliar fullness. It was uncomfortable at first but then as she felt him begin to move the feeling went away and was replaced by the most amazing sensations. Her body reveled in the pleasure and her hips instinctively began to move with his. The now familiar pressure began to build again and her body burned for more. As they kissed deeply, their tongues dueling, her hands touched and caressed every inch of skin she could reach, ending at his butt. When she lightly scrapped her nails over his cheeks and then took a hold of them and squeezed gently, experimentally, he moaned and began to quicken the pace.

Rex felt her touch and it drove him wild. Her hands on him, all over him pushed him past his limits. The feel of being inside her tight body filled him with joy and turned his blood to liquid fire. Thrusting faster he took her hands and held them above her head, pushing them into the mattress. She was about to go over the edge, he could feel it in the tightening of her body and the way she moaned his name. He was close too and he angled his thrusts in a slightly different way, so that he rubbed against her most sensitive spot. He felt her body release, her inner muscles clenching around him and his control shattered. Yelling out, "Shelly!" he went over the edge with her, emptying himself in the most powerful climax of his life.

After a few minutes Shelly began to giggle. The tension that she had been feeling when ever she was around him was gone and all she felt now was relief. Her body was sated, and though she was slightly sore with him still inside her she had never felt better in her life. "That was incredible. Is it always like that?"

Rex propped himself up on his elbows and looked at her, "Its never been that good for me. You are amazing."

Suddenly Shelly wondered how many people he had done this with and began to get jealous, "I supposed you have done a lot of experience with this." She said somewhat peevishly.

Rex heard her tone and frowned. Looking at her he tried to figure out what had cause her to go from a lazy smile to a scowl and then realized that she was feeling jealous. "Not really." He told her truthfully. "I have only been with one other woman."

"Lets not talk about it," she said over her sudden jealously as he pulled out of her and rolled to his side. When he pulled her close she went willingly and sighed. She really was tired and went to sleep almost immediately. Rex was stunned by her mood change then shrugged with a grin. "Women" he thought to him self and also closed his eyes and went to sleep.

To be continued...