Marshall woke up groggily, his bed feeling unusually comfortable. Something heavy was strewn across his chest, and he felt along the weight to discover that it was someone's arm. He traced the fuzzy and silken skin which he slowly remembered belonged to a blonde adventuress. Slowly, the memories of the night before started to form back into his mind.

Oh man. They had kissed hard. Not a little, but really a whole lot. How did Fionna feel about this, he wondered? Marshall turned his head to see Fionna wrapped in the consuming volume of her hair and lifted her arm to free himself from her sleepy embrace.

Today she would wake up, be horribly embarrassed, and this weird happening would never be discussed again.

That was what Marshall was supposed to be hoping for, but as he watched her recoil into the blankets, he couldn't help but hope that there was more to this than just one night.

Quietly he snuck downstairs to grab some breakfast. He spied the two strawberry milk cups on the table and he sniffed at one. The smell of strawberries reminded him much too clearly of the way her mouth had moved on his. It was really hard to remember Fionna the way she was before they kissed. When he saw her as just a friend; when he didn't wonder what was beneath that skirt of hers, or crave to touch her.

"Hey." Came a small voice behind him. Marshall jumped and nearly dropped the cups on the floor.

"Hey, Fionna." He said as nonchalantly as possible. "You're up."

"Yeah. Thanks for letting me crash." She said. Her socks and shoes were back on, and Marshall took this as a sign of the tragic end of their rendezvous.

"Going home, Fionna?" He asked, with small sadness in his voice. Fionna looked at her shoes, following his train of thought.

"No. I mean. I don't really want to."

"You can stay." Marshall offered before he could even think about it.

Fionna looked up at him, his big dark eyes wide with anticipation. She was just as enticed by his invitation to stay as he was by her willingness to.

"Yeah, I'll stay." She mumbled. Their eyes caught and they stared at each other for a while, each trying to decipher what the other was thinking. Fionna bit her lip as she contemplated whether or not they would ever kiss again, and the small gesture made Marshall want very badly to do so.

Who was he kidding? He wanted her. He had always wanted her, and now she was willing. Fionna was coming to him, so why was he reluctant? Did it truly mean that much to him if it would only be a one-night stand? Did it matter whether or not she felt anything? He didn't even know if he even felt anything. The only thing he felt was the renewed urge to press his mouth against hers. He stepped towards her, and Fionna mimicked his action, wanting just as badly to continue the experience from last night.

Without words they closed the distance between them, and both tilted their heads to accommodate the impending kiss.

The kiss was now familiar; they knew the way the other would move their lips, and they stayed there for a while, locked in the push and pull of it.

His head grew all fuzzy again, his hands wandering over the sides and back of her, occasionally squeezing her to him.

She molded herself against him, clutching at the sides of his t-shirt.

Sleep had done nothing to calm the curiosity and craving they had discovered the night before, it only got Marshall Lee and Fionna used to the idea that they should be kissing each other.

Marshall had forgotten, also, that he was supposed to be somehow passive in the situation. What they had so blearily agreed to yesterday had been long forgotten by him as he sucked with happy abandon at Fionna's lip.

She gasped when his hands wandered down her back to the flesh of her butt, and he squeezed firmly, turning his head to lick at her neck.

"Damn, Fionna…" He whispered into her skin. She was at his mercy, now. This was something new and foreign to her, and she could do nothing but let him guide her. Her head titled to allow him to nibble at the sensitive skin of her neck. Then, suddenly Marshall lifted her right off of the floor by grabbing the underside of her bum to slide her onto the counter of the kitchen.

Completely at the mercy of his desire, Marshall pushed himself between her ample thighs, leaning heavily on the counter.

When his hips pressed themselves against hers, he finally regained some sort of sense. He pulled his mouth from her neck, to look questioningly at her face.

"You okay, Fionna?" He asked huskily.

Fionna nodded, feeling a strange warmth gathering where their bodies met. Marshall's hand wandered between them, and Fionna watched with amazement as it disappeared between her thighs. She held her breath, not knowing what strange thing was going to happen next, and she jumped when she felt his fingers gently caress the center of her through her underwear. Marshall stopped, watching her carefully.

"Too fast?" He asked, doing his best not to plunge his fingers beneath the cloth.

"M-maybe…" She said uneasily. His hand pulled away, and his body left the crevice of her thighs.

"I'm sorry…" He began, embarrassed. "I kind of got eager." Marshall confessed.

Eager for what? Fionna wondered. No one had had the guts to really explain things to her. All she knew was that two people did things, and somehow children appeared. In the case of the Candy Folks, it was just PB in his lab. It wasn't that she wanted children, but still there was a strange desire that was driving her senses. A craving to kiss and hold, and… do stuff.

Marshall watched her jump off of the counter, and finally got a glimpse of what was beneath her skirt. They were white. Marshall sighed deeply, regaining once again control of his senses and turning his eyes to the ceiling.

"It felt good." She whispered, pulling her skirt back over her thighs.

Marshall gave her a devilishly toothy smirk.

"Oh, it did, huh?" He stuffed his hands in his pockets, trying to hide the obvious effect of his desire, and assumed his usual, unaffected demeanor. "Well, whenever you're ready." He teased coquettishly.

"Ready for what?" She asked sheepishly. Marshall's mouth fell open as he began to understand her completely lack of understanding for the situation in which he almost put her in.

"For what? Fionna… seriously? You don't know what… two people do?"

Her brows knitted in confusion.

"What like Cake's Baby Party? Where Mono and Cake became a rainbow and touched butts, then Cake got pregnant? Or like… when Slime Prince gooped all over Gummi Kingdom and the Gusher Kids were born?"

Marshall's mouth only opened wider in shock. He had never considered that in a world of Candy, Hot Dogs, and Rainbows, the only other person who was anywhere near human was… him.

"Fionna… Did PB explain to you what the 'mating ritual' was?" Marshall asked, although now he really didn't know how the Candy Prince even reproduced. Fionna turned scarlet.

"He said he could give me a big smooch… where he would pass a piece of gum to me? I don't know. He never fully explained it. He said I'd have to chew it up and it would become a kid. Scary, huh?" Fionna said chuckling, trying to hide her embarrassment.

Marshall shook his head.

"That's not… that's not how humans do it."

"Oh?" Fionna asked curiously. "How do humans do it?"

Marshall huffed. Feeling completely overwhelmed with the question.

"If you don't want kids, why do you ask?"

"Were we about to do it?" Fionna asked, her curiosity and confusion growing.

"No! I mean… not… not really. It just… feels good. But it doesn't always make kids." Marshall ran his hands through his hair. He was NOT explaining this crud to her. NO WAY. "Look, Fionna. I'm not the person to teach you this stuff. I'm sorry… I didn't know you were unaware. That you didn't know what we were doing."

"It felt good." She said again. Marshall scoffed.

"Yeah. It felt good for me too." He admitted. Fionna gave him a small smile and approached him, leaning up to kiss him in that way that had become second nature, but Marshall turned his face away from hers.

"I'm sorry, I want to, I really do. I just… feel like I'm taking advantage of you. You don't know what you're doing." That response issued anger from Fionna and she grabbed him by the shirt to shake him.

"I'm sick of not knowing!" She cried. "I want you to show me! When you kiss me, it's the only time kissing makes sense. You do things to me that make sense, Marshall!" She pleaded to him.

He watched her as she clung to him, and he forced his fingers beneath hers to unclench them from his favorite vintage ADTR shirt. He had never considered that the mannerisms of the people of Aaa would be so foreign and ill-suited to a human looking for a relationship. Her blue eyes pleaded at him, and he was so tempted the answer that plea.

He hadn't had a partner in over two centuries himself, and he had been heavily considering making Fionna his next. After all, if he wasn't going to show her what she desperately wanted to know, who in Aaa would?

"Okay…" He said, still holding her clenched hands in his. "Okay."

Fionna's face split into a smile, and her stomach was suddenly filled with butterflies. The place where Marshall had touched her still felt warm, and was buzzing with excitement. She hopped back onto the counter, pulling Marshall towards her by the hand.

Marshall chuckled, shaking his head as he watched her eagerly hop onto the counter. He couldn't believe he had nearly considered the kitchen counter as a suitable option for such a thing.

"I'll show you how humans do it, but not here. I think the bed might be a better option." He said, still completely blown away that these words were coming out of his mouth. Marshall hadn't even considered how it would truly feel to have sex with Fionna. He had never really considered it an option, merely a fantasy, and now that that it was most probably going to happen, he couldn't help but feel nervous.

"Okay." Fionna said simply, still ignorant about the experience she had just requested from Marshall, and hopped off of the counter to climb up the ladder to his room. Marshall followed her and looked up as she ascended, catching a prime sight of her white panties and beautifully plump butt.

"Dear Glob, forgive me…" Marshall groaned as he floated up to meet her.

When he peeked his head over the floor hatch, he saw Fionna kicking off her shoes and rolling down her long white socks. He approached her as she sat on the bed, inviting him next to her. He did not take the invitation.

"Listen," he said, now unabashedly staring at her exposed legs. "This experience is for you. Not for me. So… you start. Just do what comes naturally. What do you want from me?"

Marshall felt like a piece of rump roast as she stared at him from head to toe. Her eyes settled on his chest, and a small dusting of blush covered her cheeks.

"T-take off your shirt?" She suggested shyly. Without question, Marshall peeled his t-shirt off, and threw it somewhere on the floor in his usual bad habit. Fionna was staring hard at his sternum, watching it rise and fall as he tried his best to keep his breathing steady. He felt ridiculously exposed, and crossed his arms over his chest. Fionna's eyes locked on his, and caused a shiver to course up his back.

Fionna stood from the bed to approach him.

"Can I touch you?" She asked, he nodded, watching her hand reach out to play with his. She entwined her fingers in his, then felt along his wrist, to his curiously lean bicep, over his shoulder. She had never seen Marshall without a shirt on, and the sight was fascinating and new. Her hand slid over his chest down to the hollow of his belly button. He began to quiver with anticipation, her other hand joining the first to trace his sides. Then her arms were around him, and her face was pressed into his chest. Her hands felt along his back, and he couldn't help but wrap his arms around her as well.

"Your heart is beating crazy fast." She mumbled against him.

"I know." He whispered back. "You're making me nervous." She looked up at him curiously.

"Why?"

"Because… you'll see I guess." He started. His breath caught as she pulled away from him, exposing him to the cold air. Her hands traced the small trail of hair that dusted beneath his belly button, and again Marshall had to shake his head in amazement that this was actually happening. Her fingers played with the hem of his pants, and without her having to ask, Marshall popped off the button and pulled them down. He almost lost his balance taking his foot out of the legs, he was so unsteady. He sat on the bed to finish pulling them off, and when he looked back up at Fionna, her hands were pulling off her shirt. Dazed, he stopped to stare as her soft belly and voluptuous breasts were exposed to him. Apparently Aaa had done away with the invention of bras a long time ago. Slowly Marshall looked up from the most beautiful breasts he had ever seen to meet Fionna's gaze.

"Wow…" Marshall said in amazement. "You're so beautiful."

Fionna's face turned scarlet and she covered herself.

"Don't say crap like that to me!" She said embarrassed.

"Why not? You are!" He said, longing to feel her flesh between his fingers.

"It makes me feel things…" She muttered. Marshall smiled. So, she felt it too?

"I want to make you feel things." He said grazing the roundness of her breasts with his fingertips. It was her turn to shiver, and it sharpened the pink bud at tip of her breast.

"Can I touch you?" Marshall asked.

"You already are." She stated obviously. Marshall smirked and reached out to fill his hands with her. They were so heavy and warm. Teasingly, he flicked the tips with his fingers causing her to gasp. He played with them for a short while, watching her bite her lip all the while. Marshall found that next to teasing the crap out of her, he enjoyed watching her writhe with pleasure.

"Want to get on the bed?" He asked suggestively. "I want to show you something."

Fionna had no objections, and she laid in the middle of the bed, only to find Marshall eagerly waiting to cover her with his body. His chest rested on hers, and warmth radiated throughout the core of his body. He lavished in it and kissed her deeply, pressing her to the bed. Fionna's head was swimming with new experiences. Her body tingled with excitement, and a small bit of fear, which grew as Marshall completely covered her, and she found she could not move. It even alarmed her a bit to feel his hands push her wrists into the mattress, pinning her down. For reasons unknown to her, he lavished in watching her trapped beneath him.

He was breathing hard, devouring her with kisses as his body ground unconsciously into her. He bit her lip, sucked at the blood which formed there, and lavished in releasing all of his inhibitions. Fionna responded to his onslaught of kissing to the best of her ability, but soon found herself paralyzed as his mouth found her neck, and she felt the scraping of his fangs along her skin.

"M-Marshall…" She breathed as she felt her skin skitter against his teeth. The calling of his name brought him back to his senses, and he kissed the little spot apologetically.

"Sorry… sorry…" He said trailing kisses down her clavicle. He had to refocus, he was supposed to be showing Fionna... teaching her about... What were they even doing, anyways? Marshall didn't care, he just wanted to keep going. He pressed his hand beneath her skirt and between her thighs to caress that sweet spot he had found earlier in the kitchen. A shock of feeling ran through her, and Fionna did not know whether she should clamp her legs shut, or to open them wide. Instead, her legs shook beside his curious hands. His fingers caressed from the center of her, to the top where he knew her most sensitive place should be. While he stroked her above her panties, his mouth continued to kiss her neck; His fingers playing with her until she was moist and hot with want. All the while, Fionna uttered more and more sweet sounds as a gathering of pleasure formed inside of her. She squirmed and groaned in growing frustration. He smiled wickedly. Feeling her come undone at his will was completely intoxicating to him.

"Do you trust me?" He whispered into her ear, and felt her nodding against his cheek. Marshall chuckled, feeling truly consumed with playful desire. His uneasiness had melted away at the little moans she made as he stroked her, and now he was eager to make her quiver beneath him in orgasm.

He left her neck to kiss her softly on her lips, and pull her skirt up above her hips. He continued his soft kisses as he pulled the elastic of her underwear out from under her bum, and over her thighs. Kneeling between her legs, he pulled her panties completely off of her legs, and pushed her legs open. He watched her open like a flower before him, and it was the most beautiful sight that he had seen in centuries. His tongue was already eager to taste her.

"Marshall?" She said in a small voice. "What are you going to do?"

"Stop me if you don't like it." He said, dipping his head down to flick her with his tongue. Her back arched with a shock of feeling, and it only encouraged him to do it again. Slowly, he licked her in rhythmic strokes, awarding a crescendo of moaning from Fionna below him. Her hands frantically grabbed at his hair, in an attempt to stop him or encourage him; he didn't know. He just simply continued. And when he felt the muscles of her sex begin to clench with impending release, he slipped the tip of his finger inside her, and he rubbed encouragingly, sending her over the edge. He pushed his finger completely inside, lavishing the way her body clenched around it as she ground onto his hand with pleasure; riding out the wave of the orgasm.

It was at this moment that Marshall realized that this would not be a one-night stand. He wanted to make her crumble beneath him night after night. He had to make her his. Somehow.

When the pulses ebbed, she finally looked down at him, as he watched her face in twisted pleasure.

"Did you like it?" He asked teasingly. With interest, Fionna reached down to touch the place where he had licked her so expertly.

"Wow…" She began. "That's how humans do it?"

"No. That's just the half of it." He said, satisfied at seeing her completely undone. "But… we don't have to go all the way if you don't want to. If this is enough…"

"Just half?" She said sitting up in shock. "That's just half?"

"Like I said, this is for you. So, I just did the you part." He said shrugging, some of the uneasiness creeping back into his gut.

"But, what about you?" She asked.

"It might hurt the first time… I don't know if you want me to be the one to-"

"I want you to be the one." Fionna said suddenly, then promptly blushed in embarrassment.

There was silence between them for a small time, Marshall could not deny her offer. But she was still his friend. She was important to him. His guts flurried anew at the thought of taking her; having her. Being with her. He bent to kiss her softly on the lips.

"Alright." He said between kisses. "Okay. I'll try." Fionna's hands clasped his face to hers as she felt him press himself between her thighs like he had done in the kitchen before. It was his turn for his limb to shake as the reality of what was happening sank deeper and deeper onto him. She was already wet and warm against the cloth of his boxers, and with unsteady hands he hooked his thumb beneath the elastic of his boxers to snake them down to his knees. He was already hard. Hell, he had been for a while now, and it was beginning to ache with want of touch. He continued to kiss her. Not in the devouring way he had before, but gently, as he pressed himself against her. He slid against her wetness, savoring the pleasure that built from the sensation, and every time he slid against the little bud of hers, she ground against him lavishingly. His breathing climbed, and his senses began to fog with pleasure. She was really there, under him, and he was gliding his... Glob it felt so good. He turned his gaze to her face, and she was lost in pleasure. It sent shudders through him to see her this way.

"Are you sure, Fionna?" He asked, finding the catch of her entrance, and pushing gently against it. Fionna looked down between them, and saw a part of him she had never seen before.

"Will it hurt?" She asked.

"Maybe… but just for the first time, I think." He said, almost unsure that he could hold himself back. Curiously, she wriggled beneath him, and the tip of him pushed its way inside. Marshall sighed, resisting the urge to push deeper. Fionna watched his face twist in pleasure, and pulled him down to kiss her. Slowly she ground against him. He moaned with growing pleasure as he felt himself becoming enveloped by her warmth, little by little. When completely inside, he ground his hips into her, relishing in the bliss of it.

"Does it hurt?" He asked, reluctant to initiate further motion.

"No." Fionna whispered back, feeling the strangeness of someone insider her.

"Can I move?"

"Yes."

"I'll be gentle…" He said, pulling out a small bit to push back in. He hadn't felt this feeling in so long, it was almost new to him. It was a good thing he had taken care of her first, because he suddenly felt that he would not last. Every movement inside her filled him with tingling pleasure, and he wanted more of it.

"I'll be gentle…" He assured her again, even as he picked up pace. The feeling was beginning to consume him, and it didn't help that he felt Fionna grinding to meet his tentative thrusts.

"Gentle…" He said once more, even if he wasn't at all being gentle any more. Now he ground into her in a steady rhythm, feeling her hips buck with his. He grabbed at her hips to better guide himself into her, and finally, he lost control. It was beyond him now, all he could think of was the climbing pleasure, and to drive deeper, faster... His fingers clenched into the flesh of her hips, feeling the tantalizing promise of release.

Fionna, lavished in a feeling completely new, and began to feel the steady build of heat as his rhythm picked up pace. This wasn't painful at all. In fact, she wanted more. Much more. She bit his lip as he kissed her, encouraging him to do more, and he complied, moaning heavily into her mouth as his orgasm threatened to peak. She curled her legs around him, pushing him deeper and he groaned, as he was overcome with release.

"Ah, shit, Fionna. Don't." He said, her legs forcing him deeply inside her as he grabbed at his sheets, and came inside her.

He shook above her, feeling the last pulses of his orgasm as he watched her below him. The bliss ebbed, and Fionna watched him in small wonder as he tried to regain his breath.

The world began to shift back into place, and the reality of what they had done began to weigh on him.

"I'm sorry…" He whispered.

"Why?" She responded. "I liked it. A lot."

He offered her a small smile. "Me too. I just… I don't think I thought this whole thing through."

Fionna released him from the clutches of her legs, and he pulled out of her, to lay beside her on his twin bed.

"What do you mean?" She asked with growing concern.

He sought her hand to hold and entwined his fingers between hers.

"Because… I can't help wanting more." He said, cautiously looking for her reaction. Fionna stared at the ceiling with a small smile on her face.

"Nobody has ever wanted more from me." She whispered. "Do I have to sign release forms?"

Marshall chuckled.

"No, you don't have to sign release forms."