Update! And it comes with yummy yummy ;)

"Just help yourself," Elena quipped, as Damon dropped down onto the queen mattress.

They had just gotten to her house after finishing some lattes from the cafe off the town square, and he was amused by the frilly room he'd stepped into.

Her bed was wide and soft, covered in pillows that cushioned his back as he sprawled out and put his hands behind his head to observe the surroundings.

"So...this is your room now, huh? It's quite different than I remember."

He had been in her house a few times in the past, thanks to Founder's Events and other social necessities, but hadn't been upstairs in years.

Let alone, in her bedroom.

It was nice, in a girly kind of way, with lots of pictures, clothes, and books scattered about the furniture.

"I was eight the last time you were in here," Elena rolled her eyes and pushed his feet off the edge of the bed, "I've redecorated since and I'd prefer your dirty boots not scuff up my footboard. Take them off if you're going to lay out."

Damon jumped on the chance to bait her, "I'm inside your bedroom not even five minutes and you are already trying to get me to strip? My, my, Elena. Someone should teach you patience."

"I know you don't mean yourself," she laughed as she crossed the room to stand before the large dresser/mirror combo there.

Her gaze caught his in the reflection, "Because for all of the endearing qualities you possess, I fear patience is not among them."

"You might be surprised," Damon insisted, yanking himself up as she bent over and he took a second to appreciate the view, "Sometimes the prospect of waiting, of drawing things out to build up an appetite, requires a lot of patience."

He sauntered over to where she was now digging through one of her drawers, and pulled open another out of curiosity.

He smirked when he caught an eyeful of undergarments.

"Speaking of appetites," he grabbed a lacey red scrap, "Put these in the 'yes' pile."

Elena closed the drawer she had been sifting through and ripped the panties out of his hand.

"Ah ah ah. Keep your paws off," she chided, bumping him out of the way with her hip as she put the underwear back in its place.

Damon smirked, "You didn't say please."

"And I'm not going to," she started to brush past him but he caught her arm, "Care to test that resolve?"

Brown eyes flashed up to his face and a light pink colored her cheeks, "Damon...no."

He let go of her immediately.

"And here I thought you might be ready for your next lesson."

He caught the way her gaze shifted to the mirror before she shook her head, "No. Not now. Maybe not even...I don't know."

She was drawing into herself, and he hated it.

Where was the bold, feisty Elena that had texted him earlier that day?

"What's wrong?" he prodded with the lift of his chin.

She hesitated before answering, as if gathering her thoughts.

"What if this was all a bad idea?" she asked slowly.

"I like bad ideas."

That gaze was a glare now, "I'm serious, Damon. With everything that happened this morning...I'm starting to think that I may have rushed my decision."

"About?"

"About Stefan," she admitted, "About my arrangement with you. All of it. I've loved him half my life and I thought that was worth trying to save us...but what if Caroline was right?"

Damon's brows furrowed, "What do you mean?"

"I mean that Stefan chose her for a reason, right?" Elena threw up her hands, "She's fun and sexy and curvy and...and...blonde."

The adjective came out like an insult and Damon frowned.

"I'm never going to be all that," she concluded in a sad tone, "So maybe this is pointless."

Elena moved to sit on the edge of the bed and Damon followed her, "Hey. I know Caroline is-"

She waved him off, "Caroline is this mix of Sunshine Daisy, Starlet Prom Queen, and Barbie Doll. And I'm-"

"Different," he finished for her, "But that doesn't make you less."

She looked up at him and he was surprised to see that her eyes were wet, "Doesn't it?"

He scoffed in disbelief, "Elena...do you even hear yourself? Just because you don't look like Caroline Forbes doesn't mean that you don't have more than enough to offer."

Those doe eyes narrowed, "I never said I don't have anything to offer. Just that it doesn't matter, because Stefan-"

"Stop worrying about Stefan," Damon cut her off, "The world doesn't revolve around him and his opinion doesn't dictate the truth."

"What truth?" she challenged.

God, could she really not see it?

Damon drank in the shape of her, letting his gaze sexualize every part of Elena Gilbert at that moment.

He had been with numerous girls, of all shapes and bra sizes, but none of them had ever carried themselves the way Elena did.

Her innocent fire enthralled him.

She was sexy as hell with all her hidden desire, his for the undoing.

Her body was unexplored territory that was begging to be mapped, and she should never doubt its allure.

Stefan was a complete fucking moron.

A girl like Elena was one in a million, and you didn't just throw something like that away for some side piece that had screwed half the football team.

"What truth?" Elena repeated, calling his eyes back to her face.

Damon reached down and offered her a hand, which she took with some confusion.

When he had her standing again, his free hand found her jaw, fingers brushing her neck.

"That you are perfect," he said in a voice barely above a whisper, "Exactly the way you are."

The blush returned and Elena dropped her gaze, "I don't know about that."

Okay. Enough was enough.

He was going to show her exactly how exquisite she was, and then he was going to ravish her body until she believed him.

She was too beautiful to not see her own worth.

"Take off your pants," he ordered, and that sure got her attention.

Elena's eyes flared as they fixed on him and her mouth dropped open, "Excuse me?"

Damon grabbed her hips and turned her body so that her back was to his chest and they were both facing the mirror on the long dresser.

"Take off," He reached around her, heading for the metal button at the center of her waistband, "Your pants."

The button was undone and her mouth was still gapping, "Damon...I'm not going to just-"

His mouth dropped to her neck, effectively stopping her sentence as he nipped and sucked at her skin.

"Lesson two needs to happen now," he breathed against her shoulder, "I need to show you how perfect you are."

He felt her breath catch, then their eyes locked in the mirror.

Some understanding passed between them, and Elena relaxed, her body lolling into his as her arms extended down her torso to do as he had said.

When the denim was on the floor, Damon kicked it aside.

Then he ran his hands up her sides, taking her arms with him until they were outstretched into the air.

The blouse she had been wearing followed the pants, and Damon growled his appreciation at her deep blue bra and panties set.

They were innocent enough, sure, but on her body that soft cotton was the most attractive thing he'd ever seen.

He forced his eyes to hers in the mirror and let his hands fall to her hips, "Do you know what you look like right now?"

Elena shook her head, inhaling too shallowly to form words and he loved the heat in her gaze.

"Sin," he nuzzled against her temple, placing a kiss there, "Pure fucking sin."

Damon rubbed his palms over her hips, slipping forward with each circular motion, and her breathing hitched.

When his fingers slid against the barrier of her panties, Elena's eyes squeezed shut.

"No, no, baby," he coaxed, withdrawing his hand, "Open your eyes. You're going to watch me."

Elena couldn't have protested, even if she wanted to, and she certainly didn't want to.

Damon's voice had taken on that thick gravel she was learning to associate with his arousal, and it ripped away her defenses and stirred a deep warmth in her stomach.

She opened her eyes and his hands resumed their stroking over her hips, her ribs, and down her abdomen; those long fingers of his tracing her curves at an aching pace.

Then he began kissing her neck again, and the sight of his dark hair tucked beneath her jaw made her weak in the knees.

She sank back against him, trusting his sturdy presence to keep her upright.

"Look in the mirror," he reminded her with a light nip to her earlobe, "And watch us."

The command was irrefutable and she was already so entranced by the show, she doubted she could have torn her gaze from it anyway.

Damon continued to kiss her neck, then her shoulder, his tongue joining his lips as he lavished her flesh, tasting her and biting along the most sensitive areas as his hands started moving again.

There was nothing rushed about his exploration, much to her slight frustration, and she wiggled her hips, encouraging him along, but Damon refused to be hurried.

His touch was calm and reverent and she felt worshiped beneath his mouth.

And when his hand finally did slide past the elastic lining of her underwear, her head fell back and a moan escaped her.

But her eyes never left their reflection as he pleasured her.

It was the most erotic thing she had ever seen.

Damon stilled his motions as Elena's body tightened against him.

She let out a little whine in protest when his hand pulled away from her center before she had climaxed, but he still had a point to prove.

"Look at how beautiful you are," he said in a voice that was heavy with lust, "Especially like this."

And God, it was true.

Elena's eyes met his in the mirror before they refocused on her own body, and his followed.

She was flushed all over, breathing deeply so that her chest lifted and fell, drawing attention to those perked nipples beneath the thin fabric of her bra.

Her lips were pursed and wet from her tongue, and those brown eyes were glazed with desire.

She looked like sex and temptation and perfection.

When her mouth parted in a tiny smile of acceptance, Damon turned her to face him.

He wanted to say more; about how incredibly sexy he found her, about how the sight of her like this made his heart race in his chest, and how his brother didn't deserve her if he was stupid enough to let all of this get away.

But before he could say a word, their gazes locked and that now familiar spark leapt between them, nearly crackling the air with its intensity.

There was no pause to consider stopping what was about to happen.

In a flash, Elena was pressed against him, or maybe he was pressed against her, and their lips found one another; searching, tasting, devouring.

Damon's hands slid down her sides, reveling in how smooth her skin felt against his fingertips, until her ass was in his palms.

He squeezed her curves as her arms wrapped around his neck and those delicate fingers tangled in his hair with a deliciously desperate grip.

He felt the simmer of his need rage into something much hotter, and when she bit down on his bottom lip, it was too much.

He was losing control; losing himself to the feel of her, and there was nothing to stop him from throwing her onto the bed and ripping off what remained of her clothes so he could show her exactly how affected he was by her.

Fuck...he had to slow this down.

"Elena," he tried, forcing himself to loosen his grip on her, bringing his hands up to her back, hoping the neutral territory would bring some common sense.

It didn't.

"Shhh, no talking," she ended his pathetic excuse at an objection by leaning impossibly closer and locking his lips firmly to her own.

Damon moaned against her mouth, and her hands slipped beneath his jacket, pushing the leather off of his shoulders until it hit the floor with a thud.

Then the back of his legs were somehow against her bed, and he fell back, bringing Elena with him.

Without gravity as a hindrance, their bodies came together completely, every line and curve molding so damn perfectly that he knew it would never be the same with anyone else.

The thought drew him short, and for the briefest of moments, he did pause.

Elena wasn't like anyone he had ever had before…

Maybe it was because of her innocence, or because of how close they had grown up, or because he actually respected her as a person and not just a temporary means for pleasure...

He cared about her.

That was what was different.

And the fact that he was allowing himself to get this intimate with a girl he admittedly had a soft spot for should terrify him.

But it didn't.

Because Elena was pushing her tongue past his lips and the taste of her was all consuming and his body tucked those other thoughts away before he could over analyze them.

He couldn't help taking more from her, as his head got back in the game.

He kissed her deeply, until his lips began to explore further around her mouth, her jaw, down her neck and to the swell of her breasts…

Her back arched as his tongue lapped against the cotton covering those perfect tits, and he could feel her nipple growing harder beneath his ministrations.

Moving the fabric out of the way so he could really suckle at her would have been ideal, but Damon knew exactly how thin his self restraint was running, and the slight barrier helped make up for what his control lacked.

He wasn't some awkward virgin who was frisking his girlfriend for the first time, and he refused to embarrass himself by letting desperation take over.

Sometimes patience was required for pleasure.

Except then Elena was rubbing against him, her hips sliding over his where she straddled his waist and her little mews of satisfaction at the friction were almost his undoing.

He was dying from these covered half touches and was certain that he had never been this hard before in his life.

Elena had to be aware of what she was doing to him; it's not like the thing was hiding as she ground against its length through his jeans, and he cursed.

If clothed restraint felt this good, how incredible would her actual wet heat be around his cock?

Damn him, he needed more of her.

Elena felt as if she were having some sort of outer body experience as Damon's lips found hers again.

Kissing Stefan had never felt like this...nothing had ever felt like this before.

But her brain pushed the comparisons away and became completely detached from her actions, content to shut down so she could focus solely on the physical sensations coursing through her.

Damon's fingers, which had been digging into her waist, encouraging the rocking of her hips against his, slid around her body.

She felt her panties tug as one of his hands pushed under the fabric, and then the warmth of his palm was spanning over her ass cheek.

He dipped further, and she gasped into his mouth as Damon's entire hand cupped her bare core.

He returned the groan as he felt how wet she was, then pushed two fingers inside of her.

The stretch was new and foriegn, but she was turned on enough that it caused no discomfort.

Her body moved of its own accord then, her hips rolling back and forth, until she was riding his hand as though it were the erection throbbing beneath her.

God, this was incredible; Damon drawing pleasure from her mouth and core, and she was climbing so quickly to that edge he had first shown her.

They seemed to be touching everywhere; gliding, rubbing, and pressing in all the right places, increasing the curling pit in her stomach to something aching and hot.

"Fuck," Damon groaned against her mouth and that deep purr was the trigger she needed to find her release.

His hips thrusted that straining erection against her core as she rode out the waves of her orgasm on his fingers, and any noises of pleasure she made were swallowed by their kiss.

When she collapsed against his chest, he withdrew from her, and both of their bodies fell slack.

For a moment, neither of them moved save for labored breathing.

Damon's pec rose and fell beneath her cheek and the quickened beat of his heart seemed to pound against her ear.

Then all too soon, he was pulling away, untangling her from his body so he could slide out from beneath her, much to Elena's disappointment.

"Just a little longer," she pouted, tightening her hold on him so he couldn't completely disengage from the embrace they were wrapped in, "I'm not ready to move."

His body was still straining away from her, his gaze on the floor where his jacket was discarded, "Elena, I can't...I have to get up. Now."

"Why?" she demanded, not wanting reality to burst this little bubble just yet, but his tone was disheartening.

"Because this is torture," Damon grit through his teeth, but at least he looked at her.

She was taken aback by the hunger in his eyes and he chuckled at her shocked expression.

"You really don't get it?" he teased, then grabbed her hand and brought it forward, until it was pressed against his crotch, "I'm hard as a fucking rock for you. And if I stay here like this, I'll either end up coming in my pants like a prepubescent tween, or worse," those blue eyes darkened, "I'll end up inside you, which you've explicitly mentioned you did not want, but let's be honest, right now you would let me. And tomorrow you would hate me for it. And we both deserve better than that. So yeah...I need to get up."

Elena's brain was swarming with his words, wanting to both admit and deny his claims, and not sure which one it was that was true or false.

Mostly, she was just amazed that she had such an effect on him.

He was Damon Salvatore, after all, and knowing how much he wanted her was even more of a turn on than grinding in his lap had been.

Perhaps their lessons needed to venture a bit further?

With a hard yank, Elena pulled Damon back down onto the bed and had pushed herself between his legs in the same motion.

Her hands seemed to move of their own accord as they reached forward for the button and zipper on his pants.

Their gazes held and she couldn't help but giggle when his eyes flared.

"Elena," he said her name almost warningly as she slipped her hand into the space she'd revealed, "What are you- holy fuck."

His head fell back as she pushed through the gap in his boxers and took the straining girth of him in her hands.

Her fingers wrapped around the hard length and stroked once experimentally.

Damon's hips swiveled up, as if trying to follow the friction and her mouth went dry at the sight of his pleasure.

She stroked him again, and he cursed.

"Elena, stop," the command was more of a guttural plea, which made her frown.

"What did I do wrong?"

Damon laughed, almost to himself and his hand reached down to grab her wrist, pulling her off of him as he sat up, "Nothing. Absolutely nothing."

"Then why did you stop me?" she demanded, removing herself from his grip, "Shouldn't this be the next lesson anyway?"

Damon shook his head, "Not today. I'm too...I won't last long enough. Besides, today's lesson was about you and how beautiful you are. No need to detract from that just yet by hurrying the education, right?"

Elena sighed, but conceded to his point.

After all, it wasn't like they wouldn't have more opportunities for exploration in the future.

When Elena's head gave a little nod, Damon let out a slow breath.

His brain felt relief, but everything below the belt was mentally kicking him for the denial of what it wanted.

Which was the girl sitting across from him, who had been all too willing to comply with his desire.

However, despite how much those soft fingers had electrified him with their touch, Damon knew he had to space out these little moments.

Something about Elena had gotten under his skin and while he wanted nothing more than to get under hers, he knew exactly what would happen when he succeeded.

Right now, she was using him, just as he had started out using her.

And the moment he served his purpose in helping her through her insecurities, she would deem herself ready for Stefan and their already too short time together would end.

And he wasn't ready for that.

So he would wait, drawing out each lesson until he had quenched this new thirst of his for Elena Gilbert.

A hand on his arm pulled his attention from his thoughts and back to those flawless chocolate eyes.

A delicate smile teased at her lips.

"You can go take care of that if you need," she told him with an amused glance down at his still obvious hard-on, "My bathroom is right over there."

He took her up on her offer, after a promise that she would be waiting for him on the other side of the door when he had finished, and his dick was all too pleased to finally be getting some kind of attention.

And for some reason, knowing that Elena was so close as he pulled himself out to continue the strokes she had started, was enough to get him off faster than any self pleasuring before. He came hard with her name heaved from his lips in a whisper.

*insert fire emoji here*