His fingers travel along the soft, smooth skin of her inner thigh

His fingers travel along the soft, smooth skin of her inner thigh. Her breath hitches slightly in her throat as he toys with the hem of her boy shorts. His forefinger traces circles along her hamstring, an attempt to loosen her up.

His finger is soon replaced by his warm, moist lips as they nip gently at her virgin skin. His hips brush against her side as he leans across her body and a tiny bit of fear flitters through her as she feels his large size pressed against her.

She can feel her hands tremble as she runs them slowly down his back. He raises his head and looks into her eyes, smiling warmly to let her know that he understands. He creeps up her body, his torso running along hers as they come face to face.

"Let me know if you want to stop. Just say the word and I will. Okay?" he whispers in a gentle voice.

She nods as her tongue darts out and licks her chapped lips. "Okay," she manages to choke out as her heart continues to palpitate wildly against her chest wall.

He smiles at her once again as he begins to trace her chapped upper lip with his forefinger. "Remember," he whispers as his mouth moves to hover over hers, "slow."

He captures her lips with his as the last syllable still dances on the end of his tongue. The pink skin of their lips mesh together as his hands slowly roam the exposed skin of her sides. He takes his time. He wants to get to know every inch of her body. He wants to remember every moment of this experience. He wants the present to last an eternity.

After what seems like a moment, but is actually several minutes, Derek finally presses his tongue against her bottom lip, begging entrance into her mouth. She hesitates momentarily before surrendering to him. His tongue penetrates the cavern of her mouth, brushing slightly against her teeth as he slowly seeks out that which he longs to taste—her tongue. After several slow oscillations his tongue collides with hers. A low groan escapes from him and he can't help but grind his pelvis slowly against her.

Meredith allows her own small moan to escape as she opens her legs wider for him, allowing him to position himself directly between her legs. Her desire is so intense that it has become painful. She is no longer thinking about her insecurities, but about the raging flame that has ignited deep within her core.

He tears himself away from her mouth, his breath bathing her skin with its heat. "You okay?" he pants.

Meredith bites down on her bottom lip as she nods at him, her eyes darker than he has even seen them before.

He lowers his head once again, but instead of recapturing her lips, he places soft, gentle, needy kisses along the corner of her mouth. He slowly moves down the column of her neck, pausing briefly to feel her pounding pulse against his lips.

His hands slowly slide up her hard abdomen until they are cupping her breasts. She gasps as he begins to move his thumbs in circles over her already-erect nipples. Her back arches into his touch. She has never been touched like this. She has never felt so empowered, so feminine.

She rises up off of the bed, separating herself from Derek's touch and his kisses. He looks at her questioningly. She smiles at him before gripping the bottom of her shirt and pulling it over her head.

Derek's mouth goes dry as he stares at the perfect woman sitting in front of him. Her hair is a bit messy as it falls around her face, but she still looks perfect. She giggles nervously as she stares at him. He chuckles briefly before giving her a quick, yet soft, kiss on the lips.

"God, you are perfect," he tells her in a husky voice.

Meredith blushes furiously, but before she can open her mouth to speak he has recaptured her lips. His unexpected attack causes her to fall back on the bed, causing them to separate momentarily and laugh.

Derek pulls back and looks into her eyes. She looks up at him and he can see the trust that he has already earned pouring forth from her irises. She reaches up and runs her fingers through his hair, her nails grazing his scalp. It takes him a moment to realize that not only is she running her fingers through his hair, but she is pushing his head down.

"Demanding, I like that," he says with a smirk as he grabs Meredith's wrists, "but I promised you slow, and slow is what you are going to get, Meredith Grey," he continues with a wink.

Meredith's giggles soon turn to moans of pleasure as Derek's tongue dances across her nipple. Her hands move to his shoulders as she feels as if she might crumble at any moment. Sparks of electricity storm through her body, prompting her to raise her hips off of the bed and grind against Derek.

Derek groans and moves his hands to her hips, stilling her motions. Derek dedicates several tender moments to each of Meredith's breasts, showering them each with more attention than they have ever received. He begins to move down Meredith's chest and to her abdomen, pausing momentarily he looks up and sees her flushed face watching him intently.

Derek's mouth slowly travels down Meredith's abdomen as his hands rest on her hips, his thumbs moving in slow, rhythmic motions. He can feel her body vibrating beneath him from the sheer intensity of her desire. He slowly runs his tongue along the inside waist of her boy shorts.

She opens her legs even wider for him. He hooks his thumbs under the thin, cotton material, the crotch of which is already drenched from her desire.

He pauses momentarily. "Are you sure?" he asks one more time.

She sighs in frustration as she props herself up on her elbows. "God damn it, Derek! Just fucking do it already!" she pants.

He chuckles as he places a gentle kiss on the dampened portion of her shorts. She lifts her ass up off of the bed so that he can remove them more easily. Derek slowly begins to lower her shorts, taking in her well-groomed appearance as more of her is revealed to him.

He flings the item of clothing across the room as his eyes remain fixed on her glistening folds. He grabs her knees and lifts them up so that her heels are resting on the edge of the bed, exposing more of her to him. He then pushes them further apart. The only sounds that fill the room are the sounds of their labored breathing.

Meredith aches with need as she closes her eyes, waiting for his next move. She trembles as she feels his finger begin to trace her outer folds, teasing, tantalizing her. She raises her hips off of the bed, demanding more. He answers only partly as he moves his finger along the bundle of nerves she never knew existed until now. She gasps and trembles slightly, but soon he moves on. He maneuvers about her opening, toying with the idea of penetrating her with his finger, but soon abandoning her all together.

She groans in frustration, but soon her groans turn into gasps as she feels his moist tongue exploring her. He is gentle, but forceful. He returns to the sensitive bundle of nerves that is still buzzing from its previous awakening.

"Oh God," she gasps in pure ecstasy as her fingers somehow become entangled in his hair.

He pulls away from her, leaving her feeling cold. "You okay?" he asks in a worried tone.

She opens her eyes and looks at him, frustration etched on her features. "Don't stop!" she yells at him.

He chuckles before returning his attentions to her pussy. This time his tongue spends a few moments penetrating her opening before returning to her clit. His laps are long and slow as her toes begin to curl. She feels an added pleasure as he inserts his finger into her opening while continuing to suck on her clit.

She reaches for the comforter around her, clasping it in her tight grip as her body begins to tighten. He adds another finger to the one that is already boring deep inside of her. She feels a dull ache, but that ache is minimized by the waves of pleasure coursing through her body.

Her stomach begins to tighten as she involuntarily raises her hips off of the bed. He continues to pleasure her as she begins to shake. She can feel her stomach tighten even more as her breaths become gasps for air. She tries to stay quiet, but when he nips slightly on her clit she loses all control and screams at the top of her lungs as she surrenders to her first orgasm.

Derek continues his movements until he is sure that her orgasm is finished. He then slowly licks up her juices before moving to lie on the bed next to her. She is breathing hard and her face is flushed. She turns to look at him, a twinkle in her eye.

"So.." he begins, "how was it?"

She smiles at him as she bites down on her bottom lip.

"Will you do it again?" she asks softly.

Derek chuckles as he leans forward and kisses her on the forehead. "Did you really think I would only do it once? I said I was yours for the night, not for thirty minutes," he responds with a wink as his hands move slowly over her body.

This is going to be a long night indeed.

Okay...so you are all caught up now :D Hope you enjoyed!

-Marci