A/N: Thank you everyone for the reviews and for keeping up with my story. I have fallen in love with writing this story thanks to all of your support.

Warning: the bolded "xx" are located and the beginning and end of a scene rated M for sexual content. You have been warned. Skipping the section if you would rather stay PG-13 will not affect your understanding of the story, but although it is graphic, it was a beautiful and wonderful scene for me to write. It was done as tastefully as possible.

Toby had never, ever stayed overnight with a girl without having had sex with her beforehand. Actually, he had never slept over with a girl while sober.

And now he couldn't stop thinking about how just a few days ago, he had been curled up with Spencer Hastings in her bed, not even thinking about doing more than rubbing small circles with his thumb on her exposed skin and breathing in her coconut-scented hair.

Sure, he'd slept over with her a few times before – but only when she was just home from the hospital and needed him – and he needed peace of mind that she wasn't going to harm herself in any way. But this time was different. He wasn't feeling overprotective or horny – it just felt natural to lay with her. It was killing him not telling her how he felt. But in all honesty – everything he'd had before was nearly all physical – he didn't even know what it was he was feeling. It was as new to him as it was to her. He decided that the next time they hung out, he would tell her the deal was off, and start from scratch to win her heart the right way. Only he hadn't seen her since the night he slept over her house. He was hoping he could run into her after her decathlon practice, which he knew should end around 3:45 today. All he had to do was keep himself busy in the meantime.

It was killing Spencer to avoid Toby. She knew if she saw him, she would lose all sense and control. She would want to curl into his arms and feel protected and wanted. She wanted, in the very least, to keep her best friend. Practically her only friend – aside from Aria and Holden, who would also be lost in her deal with Ali. It's all been a big game, anyhow. You were never meant to get attached. You never, ever had any right hanging with that crowd, anyway. If you care so much, you should be happy you are protecting them from Ali. They don't know the other side of Ali's harsh words – and they never should. Spencer kept tapping her pencil against her notepad. She couldn't get out of her own head. She had already gotten Mariah, a new transfer student from Ravenswood, to agree to tutor Toby in her place. She'd told Ali that she'd be walking away from it all in the next few days. And then, poof. She would go back to being invisible, and the world would go on as it was fated.

As Spencer left her meeting, she darted down the hallway with her head down, making a beeline for the doors. And just like the feelings she'd developed for the starry-eyed athlete, she crashed right into him. He was coming inside from a cigarette break, and she was running out the doors without looking. Papers flew around them as he caught her from falling down the front steps of the school.

"Spencer!" His voice seemed giddy. "You gotta be more careful, hon." He said bending down to pick up her papers for her and putting out his cigarette on the ground. She tugged at the bottom of her shirt to pull it down, also bending to pick up books.

"Sorry, I have to go." She said, brushing past him, avoiding all eye contact. Of course he's out here. What are the chances? This is all karma, for trying to change the order of things. Geez. I can't look at him. Ughhhhh.

"Wait up," he jogged forward to keep her pace. "I was waiting for you,"

"I have to get home," she shrugged.

"Can I at least walk you to your car? I thought we could chat. I haven't seen you in practically a week." He pouted a little, his eyes full of hope. You probably got a boner sleeping next to her and she probably got freaked out when she woke up to it. Freakin' morning wood always screwing me up. There's gotta be a reason for her running away from me like this.

"It's right here…" she trailed off, unlocking her car as she was only a few feet from it. "Toby, I don't have time. I'm really sorry. I've got a bunch of tests that are coming up and I'm swamped." She shrugged again, walking backwards towards her driver's side. This was breaking her heart.

"Well, don't work too hard," he laughed, following her and leaning in her open window while she buckled up and turned the key in the ignition. "Maybe we can get some ice cream or see a movie after tutoring tomorrow." It'll be a date, and it'll be perfect to finally tell her how I feel. He smiled to himself at the thought.

"I can't—" she started, but he interrupted.

"Spencer, it's like. An hour. Come on, please?" He used his infamous smolder on her.

"I can't tutor you anymore." She finished.

"What?" He looked shocked, his eyes begging her to tell him that he'd heard her wrong. "Why? Did I do something, Spence? If it's about our… deal, we don't have to do that anymore. But I still need to pass calculus. And I like hanging out."

"My, uh… my mom and dad, they think that you're the reason I was popping pills. And for my 'attitude.' They said I can't see you anymore because you're a bad influence… and I know they're wrong but I can't go against them when I'm relying on them to pay my college deposit. I'm sorry Toby…it all happened so fast." She swallowed hard. The words tasted sour in her mouth. "I already arranged for Mariah to take over.

"But I work well with you." He frowned. She's lying. She's lying right to my face. Her parents want nothing more than for me to take her away from them, because they think she is a burden. They never promoted a boyfriend so she would seem beautiful or popular like Melissa – they wanted to make sure she was married off and somebody else's problem. They didn't care about the Adderall, anyway. I can't tell her that they don't care about her… but she's lying to me. I need to find out why.

"So tell them we aren't together. It's just studying." He perked up, trying to beat around the bush to get her to hint at what the real problem was.

"Toby, I can't." Toby wasn't sure if he was seeing things, or if her eyes were actually welling up with tears.

"But—"

"Toby, I'm sorry…it wasn't supposed to be like this,"

She's definitely going to cry, Toby furrowed his eyebrows.

"I'll get you Mariah's information." She said, putting her car in gear and waiting for him to move as she drove away slowly at first, and then whizzing out of the parking lot.

I have to get her back and tell her everything.

xx

Spencer texted Toby that night with Mariah's information. He immediately deleted it. He didn't need it for his plan.

Toby waited a few hours before answering.

"I have a big test on Friday and Mariah isn't available until Friday. Which doesn't help. Can you please, please, please sneak away for just one afternoon to help me for this exam? Then I'll get on with Mariah's schedule. Pleeeease. I'm desperate here. ;)" He texted. I have to just tell her everything when I see her – even if it isn't an ideal date. She should know to make the decision, and hopefully tell me the truth about what happened today in the lot. He thought.

"I'll come over tomorrow at 5. Just studying. Just this last time. –S" She typed quickly, answering so immediately that he was actually surprised when his phone lit up, as he hadn't even put it aside yet. She bit her lip in a smile, secretly thrilled to have one more afternoon with Toby. You deserve a better goodbye. She thought, for the first time feeling she was deserving of anything at all.

"Thank you, you're the best! 3"

She sighed at the heart. This boy is trying to end me.

xx

When he heard the knock on his door, he practically flew through the house to let her in. He smiled wide at her standing at the door. She was fifteen minutes late. Very un-Hastings of her.

"I thought you might have forgotten," he raised an eyebrow, moving to let her in.

"I just wasn't sure if it was a good idea to come." She was honest. She was afraid this might make her deal with Ali harder. But then, she didn't care, because she so missed him.

"Your parents hound you about where you were going?" he asked as they headed down to his room.

"No, they were actually on their way out for the weekend. Well, Dad was. My mom was at work, but she's leaving late tonight on a red eye to South Carolina."

"Oh… well, glad it worked out." He felt bad she was left alone for the weekend, again. He hoped to keep her company. "If you get lonely, though…" he started.

"I'm fine. Besides, just tutoring, remember?" She raised an eyebrow at him.

He nodded, woefully. He went through the motions of the math problems he didn't want or really need to do. She had taught him so much this year, he barely got any wrong. Although, he shouldn't have been surprised. She changed much more than his ability to solve equations.

He saw her trying to talk to him, presumably about math, but he was too caught up in watching her every move to really hear her.

And then he surprised himself by leaning in and planting a kiss on her lips.

She leaned in for a moment before pulling away. "Toby!" She yelped.

"Uhh…uh…I'm sorry, habit… just tutoring today, I know. Sorry." He spoke quickly. He was never flustered like this, especially with girls.

"No…it's okay. You're right, habit." She leaned a little closer, her lips feeling the same shockwaves they had when he'd stolen her first kiss. And she didn't want their last to be one he'd felt bad about. She wasn't ready for that, yet. "Old habits die hard…" she shifted closer to him once more, shutting the textbook. "It couldn't hurt… to play one last time. For tradition's sake." She shrugged with a smile, her hand on his leg.

"Spencer… deal's off, remember? You don't have to ..."

"It's our last time, we might as well make the best of it." She smiled, nervously. She was afraid she'd come on too desperate, but then again, if they never were together again, it wouldn't matter. She was finally learning to let go.

He wanted to tell her that if he got his way, this would certainly not be their last kiss. He wanted to tell her that it wasn't a game anymore, it stopped being a game months go. He wanted to tell her that he respected her and that she was beautiful.

But instead, he just leapt forward in a big, wet kiss and pulled her back onto the bed with him, no words exchanged.

Spencer soon felt herself pushing him down while straddling his waist. She felt the same awkward and clumsy, yet brazen and confident boozy assertion she'd felt at that first party he'd invited her to, where she drunkenly pulled him into this very room. Only this time, it was him, not the alcohol, that was making her dizzy.

They kissed and kissed and kissed, more aggressive than they'd ever been. She'd had his shirt off in minutes, and was starting to tackle his belt buckle when he pulled his lips from hers.

"Spencer…" he started, and she narrowed her eyes at him, begging him not to stop her this time.

"I want to keep playing," she whispered as she planted a kiss on his lips, and then pulled back to her sitting position to pull her own shirt over her head – a line they'd never, ever crossed. She threw it aside haphazardly, darting for his neck as her hands explored his sides, goosebumps forming on her back as he thumbed at her spine. He no sooner had grabbed her by the hips to flip them over, aggressively going at her neck, his hands daring to grab at her chest. She moaned into his mouth as his hand snaked up her bra; she saw no end to this.

It was something she'd fantasized about. Dreamed about. Maybe even secretly hoped for; that he would show her what love was in it's most tangible form. Even if it was just pretend. And now she was set on making it happen. Real.

"Spencer, if we don't stop," he panted as he pulled away from her, his hand still lightly cupping her chest.

"I'm not ready to stop…" She nodded, pulling him back to her face. She was shocked at the words that came from her mouth, but she felt like she was a different person when she was in his arms. Especially like this.

She finished what she had started before in pulling at his pants, finally forcing him to kick them off his feet. He started to tease at the waist of her jeans, her shallow breaths leaving him hot from the inside out. He looked at her for approval.

"I don't want to stop…" she sighed, her hands running down his chest. She felt like she was living in someone else's body. Everything felt fuzzy and surreal and somehow technicolor, as if everything was exaggerated and more beautiful than it'd ever been before. Like magic.

He lunged at her with a seemingly magnetic force, his fingers undoing her buttons as his lips went at her neck. "Do you want to?" he murmured in her ear. He knew it was a risk, but she was driving him crazy and his brain had very little to say at this point.

"Mhmmmmmm," she purred in his ear, leading to her throwing herself at his lips in a long, passion kiss as she pulled him back up to her while kicking off her own pants and underwear, which he had peeled off in one swift motion.

xx

"Tell me if I'm hurting you," he said as he removed his boxers and unrolled a condom onto his member, kneeling closer to her as he positioned himself directly in front of her entrance. He tucked a wisp of hair behind her ear, smiling genuinely. He certainly hadn't meant for this to happen, but it was something he'd wanted for a very long time. He was the kind of guy who never waited around for sex. But with her, he'd have waited even longer.

She just nodded, closing her eyes, waiting to feel him. To feel full. She felt his fingers interlock with hers on either side of her head. She wanted to laugh. He was so worried about hurting her, when this would be nothing compared to the types of pain she'd become numb to. If anything, he was the most un-afflicting pain source in her life. He only showed her light.

She took a gasp of air in as she felt him push inside, her groin suddenly filled with a weird kind of pressure. She squeezed his hands a little as she felt him move again, and soon all the way inside as their pelvises grazed one another's.

"Shhhh… I'm sorry, I'm sorry this has to hurt," he left kisses along her jaw to her lips. She responded with deeper kisses, letting him know that this pain was one she wanted. And she only wanted it from him. She locked her ankles around him when she felt him move deep inside of her again, wanting to keep him inside for a moment, their bodies touching in every sense of the word with virtually no negative space between them. If this is what love is in it's physical form, she thought, I want to feel all of it, and I want to etch it into my skull so I never lose this feeling. Love. Or at least what we're supposed to believe love might be. She exhaled loudly, softly moaning at him as she unlocked her ankles, freeing up his movement. She wanted to remember every single movement. Just in case this was the closest she'd ever get to real love. She didn't know it, but she already had it. This was the real thing.

She fell in rhythm with him, and tried to match his movements, softly purring and nuzzling in at him when they would both move upwards towards each other. When he felt close, he let go of her hands and grazed the skin of her navel, inching downwards to find her clit, knowing that this would probably be her only chance of getting off her first time. He knew he'd hurt her, and just wanted her to feel pleasure; to feel happiness and safety in him. To him, this was the most real it'd ever been. He'd been with countless girls, but none of them meant more to him than Spencer did. None of them felt like Spencer did.

She bucked forward, biting her lip to try and keep the noises in her throat.

"Jesus Christ," Toby muttered under his breath as she moved, surprised at the ways her back arched, how flexible and malleable she was underneath him. He was mesmerized by the sound of her soft purs, nothing like Ali's fake screams, aggression, and oftentimes complaints. He pushed Ali out of his head immediately, and she was more than forgotten when Spencer started to move her hips in a circular motion. She is literally the most wonderful person I've ever known. This is the most amazing this has ever felt. This feels so…energizing. So personal. I want to hold her the rest of my life, I think. God, Toby, stop being so emotional about this. Enjoy this time you have with her. You won't ever get this moment back. Dear God, how did she learn to move her hips like that? Hmmmmm.

"Let it out," he whispered in her ear, nibbling at it. "Please, Spencer. Enjoy this. Be here with me and enjoy this." He egged her on, pushing only harder and faster on her magic button, before switching to a much lighter, slow motion, emitting a series of short, sweet moans to escape Spencer's mouth, followed by some more louder, higher-pitched ones as she bucked up her hips again. Her noises and movements felt like they were in slow motion to him. He was in complete and utter awe of her. She looked like an angel spread in the middle of his bed, her hair a mess around her head, framing her ironically, and yet not, like a halo.

He knew she was close, and he was too. He stopped all movement for a moment to feel her walls snug against him one more time before exiting almost completely, slowly as he could. His thumb found her spot again, her moans becoming louder, her walls starting to tighten around the little bit of him that remained resting in her entrance. And then he quickly pulled himself back into her as her walls pulsated around him, a low screamish-yelp coming from her throat as she finished just in time with him. He left himself inside for a moment as they rode out the wave before pulling himself out and kissing her, touching her everywhere. For the first time in her entire life, she felt beautiful, and felt no qualms about it. She didn't feel as if it were a mistake, or that she should feel guilty. For the first time in her life she felt beautiful from the inside out, and she believed that he really thought that too. But it didn't matter, anyhow. She felt freed from any insecurity as they laid there with goofy smiles coming down from the rush, their bodies bare, meshed together, bound by an overwhelming feeling that this was what it was supposed to feel like.

xx

He hoped she had a good first time, but he was worried he hurt her too much. He knew he got carried away, but he loved her noises and the way her nose scrunched up and most importantly he loved her. And now he could confidently say he loved her truly: Every. Little. Bit.

She took a deep breath and moaned lightly into his neck, kissing him on the cheek. She promptly swung her legs over the side of the bed and almost immediately found her bottoms, wiggling them on quickly. He pulled at her sides from behind, hugging her with his head nuzzled in her neck. "I wasn't expecting that," his whispered, his lips curling into a smile. She could feel his chuckle on her neck. She smiled, too. Because of all the things she could have planned, this by far exceeded any expectation she could have. She felt safer just by having felt someone so close to her. Her skin responded well to the warmth of his.

"Was that alright?" she turned to look at him, still in just her bra and jeans, her eyes fighting to stay in contact with his while she scanned the room for her top. Her look towards him grew more shy, finally letting the level of intimacy sink in. She felt vulnerable in the weirdest way - because in this case, it felt good. She almost liked the feeling of vulnerability and weakness around him, because it meant that he might encase her and make her feel alive. She felt fearless and scared shitless at the same time as she stood in front of him, and her cute half-smile told him the whole story. Her eyes searched for approval from him, only hoping to have made a memory for him, too. To have made him half as happy as she felt, as she felt her goofy smile cemented still on her face, as if she'd slept with a coat hanger in her mouth. His reward for being everything she never really knew she needed, and everything she really could have ever wanted. For changing everything.

"The best," he smiled, more genuinely than she could ever know. "You can stay...please, stay here with me." he offered as she got up from the bed to pull her t-shirt over her head. He was waiting for her to snuggle back into him, and then maybe cook her a nice dinner. Make the evening special, and tell her how he felt like he was falling from the sky. This was the first time he'd been jumpy with a girl since he was a pre-teen. Now, he felt so jumpy he might as well be jumping from an airplane. She was special. Of all the times he'd been in this same situation before, the wide yet sleepy eyed looks after sex, he'd never felt such a compulsion to stay still with that person. She's different than all the rest. Good different. And we shared such a special moment, she has to want to stay with me...right? Why else would she give me her first?

"I should go home," she kissed his cheek, surprising him as she hopped up and speedily shot up his staircase. He got up after her, pulling on his boxers as he ran up the stairs in her footsteps, trying to make her stay. But she was too fast, and before he could make it to the door, her car was already halfway out his driveway.

xx

Spencer drove away fast, not because she felt hurt or even embarrassed by the action that happened – in fact, she felt overwhelmed by emotion. She felt like when he looked at her, she might be magic. Elated, that was the word for what she was feeling.

For her, that wasn't their game. It was her first act of love. It occurred to her that to him, it was probably just a game – she had no idea how wrong she was. But in any case, she didn't care. Because now, she felt like flying.

She ran because she knew if she'd stayed any longer, she'd tell him all her feelings; they were waiting to come out like word vomit, threatening to ruin their clean and pretty moment.

The perfect goodbye, she hummed to herself, feeling melancholy and beautiful as she pulled into her driveway.

A million emotions passed her by as she walked from her car to her house. She felt tears come on, but she just smiled them away – a genuine smile.

I can't believe I just gave him my... he wanted my first...

Not one ounce of her felt sadness or regret. She would treasure today for the rest of her life. She plopped onto her couch with a smile, soon drifting off to sleep – as he'd definitely tired her out – dreaming about being in his arms. Because there, she was her happiest. And now she had enough memory to last her a lifetime.

xx

"Can I ask you something," Toby texted Caleb as he lie in his bed alone, still awaiting a response from Spencer. It'd been hours.

"What's up?"

"Well… I, uh, I kinda strayed from the plan we talked about with Spencer. About telling her the deal was off and then starting over. And I need to know how bad I fucked this up." He hated himself for letting her leave. He had found some blood on his sheets after she'd run out, and the prospect of hurting her terrified him. He kind of wanted to laugh at his accidental innuendo though. If only Caleb already knew the irony.

"How so? You just blurted it out like an idiot and scared her, didn't you." He laughed at his friend.

"Worse. I kinda took her virginity instead, and then didn't tell her how I feel...still."

"Dude, WHAT? HOW?"

"She ended the deal first. She told me she couldn't tutor me anymore and gave me a lame ass excuse, so I made an excuse back to get her here one more time to tell her. But we had to study first since that was the lie that I told, that I couldn't get in with my new tutor yet, and then I kissed her… and then it all just happened so fast. She's so beautiful, man. I can't stop thinking about her. This is actually physically hurting me. She ran out of here after and I don't know what to do."

"You have to just be honest, dude. I keep telling you that."

Toby stared at the text. He knew his friend was right. What he didn't know was why he was so nervous. Before he could answer, his phone vibrated again.

"But more importantly, was it awesome? ;)" Caleb had to ruin the moment. Toby couldn't help but laugh a little.

"I won't talk about her. But I will say this – Best. Ever."

xx

Ali was sitting on her bed watching Netflix on her iPad when her show paused automatically due to a large number of messages coming in. It was Toby's stream.

Her eyes darted all over the screen as she read about Toby and Spencer's little playdate.

Are you fucking kidding me? She lied to me? She is not going to get away with that. How dare she think she could trick me.

She continued on, and audibly gasped. BEST EVER MY ASS. NO WAY SHE'S BETTER THAN ME IN BED. SHE'S A VIRGIN FREAK.

It is too close to prom for her to be pulling tricks. I need to get Toby back where he belongs – with me.

Ali near threw her iPad across the bed.

She's going to pay for this.

Sorry for the cliffhanger! Thank you to everyone who has been reading and reviewing. I am super overwhelmed with the support I've gotten with this story. I wish you would all sign-in when you reviewed since I try to private-message everyone back with responses to reviews! I am also now accepting prompts and suggestions in my inbox. Message me please! Yay!

And now, to my guests:

Amy: Thank you! I'm glad you like it! I try to update 1-2 times per week, depending on my time. Often I get so excited about the fic that I update more often. I'm sorry this chapter didn't go as you'd have wished, but I promise that this IS a SPOBY fic and there will eventually be a happy ending.

Guest: Mine too. I have a very special spot for this spencer in my heart. She is various broken pieces of my imagination, myself, and some dear friends.

Spoby312: Thank you for continuing to review this over and over again! Your support is not unnoticed! Let me know if you have any prompts you'd like me to tackle or suggestions for the story.

Anon: Thank you! I am trying to make this as realistic as possible, especially concerning their feelings. It will be happy, but not too unbelievably fluffy – at least not right now. The best love stories are worked for.

And not a guest, but a special thanks to Cece127 for always messaging me personally about chapters, giving input, and being my cheerleader! This chapter is dedicated to you!