Disclaimer: I don't own em, I wish I did!

A/N: I want to say that I don't tend to like to update until you folks tell me you're liking the way the story is going. Even if I don't reply to everyone's reviews personally I definitely read every one of them and take them each to heart. I've gotten such wonderful feedback from you guys, and I hope that continues! Thanks again!

Oh and I realized that I forgot to thank my beta, Karen, during part 6. She beta'd that and every piece that follows. The best beta a girl could ask for. Thanks Karen.

Part Twelve

Soft whimpers and hushed moans filled the otherwise quiet room as hands far from idle explored sweat dampened skin. What had started out as an innocent good morning kiss had long since morphed into a full blown make out session that had lasted for the last half hour. Brooke hovered over a quivering Sam, nipping and sucking a heated path down the brunette's delicate neck, over her collarbone and heading towards now exposed breasts, the cumbersome tank top having been unceremoniously shucked just moments before. Her hand stroked the brunette's toned abdomen as she made her way to one of the hardened peaks that had caught her attention. Sam writhed beneath her, feeling as if she were going to explode if the blonde didn't reach her destination soon. Brooke's lips and tongue left a wet trail as she slowly made her way to Sam's breast. She edged closer and closer to the rosy bud, and Sam closed her eyes in anticipation of a soft wet tongue rasping it before it would be sucked into a warm mouth. She could feel Brooke's warm breath against it and then…nothing.

The blonde moved up Sam's body and placed a chaste kiss on the brunette's mouth. "I think we need to stop now," she said quietly.

Sam's eyes sprang open in surprise. She looked over at the blonde to see if she was being serious and saw no mirth reflected in the hazel eyes that stared back at her. "What? Why?"

"Well because I'm afraid if I keep going, I'll want to…you know…keep going." Brooke said sheepishly. She ducked her head as a blush crept to her cheeks.

Sam bit back a frustrated growl. "And what if I wanted you to…you know…keep going?"

"You say that now, Sammy, but I'm just trying to give you time to make sure you absolutely want to. I mean you only get…"

"…one first time. Yeah, I know," Sam grumbled.

Brooke leaned in for another chaste kiss before standing and handing Sam her shirt. "You might want to put this back on. It will prove to be less of a…distraction."

"So, you're saying if I don't put this back on, you might be tempted to, um, pick up where we left off?" Sam asked in a husky tone.

"Sam…"

"Fine," Sam grumbled, pulling the tank roughly over her head. She hugged her knees to her chest and gave Brooke her best pout. Her body was wound so tight that she felt like a newly strung violin and she was in desperate need of a cold shower, or at least a change of pajama bottoms.

Brooke moved next to the sulking brunette, wrapping her arms around Sam before placing a gentle kiss on her shoulder. "So what do you have planned for the day?" Brooke asked in a casual tone.

Sam didn't understand how the blonde could just start up such a mundane conversation when just moments ago they'd been rolling around on the bed. Then again, Sam couldn't understand a lot of Brooke's actions lately. Things had become progressively heated between the two of them over the past couple of days, and just when Sam thought they were going to 'take it to the next level' Brooke would apply the brakes. The journalist knew that Brooke was worried about her having a bad experience her first time, but Sam really doubted that would happen. The blonde could make her come alive with just one look, and Sam knew that Brooke was definitely the one she wanted to experience 'it' with.

"I'm supposed to go to the mall with Lily and Carmen to buy prom dresses."

"Ooo, sounds like fun," Brooke said with a bright smile, and Sam had to fight asking her what she was so damn cheerful about. "Are you going to come home and model it for me?"

"Nope, you'll have to wait until prom night to 'see the goods,'" Sam replied not realizing the innuendo in her words until she saw the blush creep up Brooke's face.

"I think I might hold you to that, Sammy," the blonde whispered huskily into her ear, causing a shiver to course through her overheated body. Sam moved closer to the cheerleader, leaning in for what promised to be a very heated kiss.

The polyphonic version of Nelly's Hot In Here filled the air suddenly, breaking through the haze that had settled over them once again, causing the girls to spring apart in surprise. Brooke scrambled to find her cell phone on the nightstand before hitting the button to talk.

"Hello? Oh hey Carmen…no you're not interrupting anything…yes, I'm sure…why would you think…Oh! No, no, no…I couldn't find my phone…I am telling the truth…did you need something? Sam? She's right here…no she's not busy…Oh Carm, would you stop that! Okay, I'll tell her…yep practice for the very last game is still at 4:00…no problem…see ya later…bye." The blonde finished, snapping her phone shut and turning to Sam, amused. "Um, Sweetie, next time you stop by for another 'good morning kiss' please bring your cell phone with you. Carmen and Lily have been trying to get a hold of you for the past hour. Now Carmen's convinced that you and I were 'up to something.'"

"Well, technically, she wouldn't be wrong. I mean we were up to something. Something I was hoping to continue," Sam said leaning into the blonde to claim the kiss the interruption had cost her. She slipped her hands into the silky blond strands, holding Brooke in place as she let her tongue thoroughly enjoy the contours of the inside of the blonde's mouth. She raked her nails down Brooke's back, causing her to whimper into Sam's mouth. The brunette was convinced that she'd changed Brooke's mind and they would definitely be continuing what they'd started earlier, but then she felt the blonde's hand gently pushing at her chest as she slowly removed her lips from Sam's.

"You, uh, better go get in the shower. They're already on their way," Brooke said as her eyes raked over Sam's form.

Sam could see the lust lurking just below the surface of those hazel eyes, and suddenly going shopping for a prom dress didn't seem so important. "You know, I could call them and tell them I'm sick."

Brooke chuckled. "I don't think they'd believe you, and then they'd have even more of a reason to think that we'd been doing something…lurid."

"What? Don't you want to do something lurid with me?"

"I think we both know the answer to that, but today is not that day. Now get your ass in gear, McPherson. You'd better hop in the shower before I beat you to it, and I intend to use up all the hot water."

Sam was half-tempted to tell Brooke that she wouldn't be in need of any hot water. She stood and grudgingly walked towards the door. She looked back at Brooke. The blonde was lounging on her bed, hair disheveled from sleep and fingers intertwining in it, in a rumpled old sleep shirt. Sam could see the hint of pink fabric from the boy shorts that she knew Brooke was sporting under her oversized shirt, and all the brunette wanted to do was climb back in the bed next to her.

"You know, we could just shower together and conserve water. I hear California is having a drought."

Brooke just shook her head, muttering, "…incorrigible"

"Okay, what about this one?" Lily asked, holding up a sea foam green taffeta dress.

"You're kidding me, right?" Sam asked incredulously.

"Well, it's either this or that wedding dress over there. We've been through every rack, and you've turned down every one of them," Lily said evenly.

"Have you guys ever wondered what fascist male ever came up with the idea that women should parade around dolled up like glorified hookers and dance in uncomfortable shoes just for their amusement?" Sam scathed.

Lily and Carmen glanced cautiously at one another before turning back to the irritated brunette.

"Um Sam, are you feeling okay?" Carmen asked.

"Yes! Why wouldn't I be okay!"

"Um, no reason, so maybe we should just try another store," Lily suggested trying to head off what was sure to turn into a very heated conversation.

"No, we've already been to five of them, and I still haven't found anything. Obviously the universe has decided that I am not worthy to go to prom this year," Sam said with a pout.

"Seriously, are you and Brooke like fighting or something?" Carmen asked, concerned.

"No, of course not," Sam replied.

"Then how come you've been all broody instead of, you know, happy about prom?"

"Yeah Sam, are you having second thoughts?" Lily added.

"No, of course I'm not having second thoughts. I want to go to the prom with Brooke."

"I mean we definitely understand how big of a deal this is." Carmen said, trying to be comforting.

"Yes, it's a big deal, and sure, it's a little overwhelming, but I'm sure I want to do this. That's not what's been bothering me. And before you ask, I don't want to talk about it," Sam said walking over to a rack and combing through the varied selections of dresses.

"You do realize that one of the perks of having friends is going to them with your problems right?" Lily asked, trailing behind the brooding brunette.

Sam sighed, knowing that now that she'd even acknowledged that there was a problem they were going to badger her. "I know…it's just this is sort of embarrassing to talk about."

"Hello! You two saw me clucking like a chicken in front of a bunch of strangers at Mr. Clucks," Carmen said. "Not to mention the whole 'Emory Dick…distended anus' thing."

"Yeah, and what about when Josh and I thought we had to be naked in that play?" Lily added.

"And let's not forget those horrible mohawks," Carmen said with a grimace.

"Okay point taken, our adolescent years have not always been the kindest, but at least we've always had each other," Sam said with the first smile she'd had since they'd picked her up that morning and she'd reluctantly pulled away from the passionate kiss she'd been sharing with her beautiful girlfriend.

"Exactly! So why don't you tell us what's got you so blue?" Carmen asked with a smile.

"Well, Brooke and I had agreed to take things slow." Sam started slowly. "And until this point, that was really working for us, but this past week things have really been heating up between us. I'm talking full on, skin-a-matic, burning up the sheets of the 'Bound' variety."

"Okay, I gotta say I'm not lovin the visual I just got, but go on," Carmen said fanning herself.

"Well, every time I think we're going to…'move forward,' Brooke puts on the brakes. I mean at first I was all for that, but now I think I'm ready."

"So you and Brooke haven't…?" Lily asked slowly.

"Come on, Lil, you know me." Sam answered.

"Yes, I do, and I never thought I would see the day when Samantha McPherson would know the joys of sexual frustration." Lily said, chuckling.

"Lily, this is so not funny." Sam grumbled.

"Oh but it is. This is payback for all the times you've made fun of me for suffering from the exact same thing."

"This is exactly why I didn't want to talk about this," Sam mumbled.

"Lil, stop making fun of Sam," Carmen chastised before turning back to Sam. "I don't understand. If you're ready why don't you just tell Brooke you're ready?" She asked before turning to a different rack.

"I've tried that, and she doesn't seem to believe me."

"So, why don't you show her?" Lily asked.

"That's just it. I don't know how." Sam said in a defeated tone.

"How about we start here?" Carmen asked, holding up a dress they hadn't seen before.

A huge smile slowly crept its way across her face. Sam knew she loved her friends for a reason.