Are you willing to be had?
Are you cool with just tonight?
Here's a toast to all those who hear me all too well

Here's to the nights we felt alive
Here's to the tears you knew you'd cry
Here's to goodbye tomorrow's gonna come too soon

Somehow Eric and Sidney ended up back in her dorm room and they made out for a while before Eric stood up and brushed his hair with his hand.

"This is just fun, right, Sid? I mean, I don't want to hurt you." Eric admitted. Sidney felt like she'd been punched in the chest. She'd been an idiot to think that he'd felt anything special from the kiss.

"Of course. I know you're still hung up on Rachel. Just think of me as...a distraction. Let me make you happy, Eric." Sid said. She could hardly believe she was offering her feelings and her body on a platter for Eric Matthews just so he could have some "fun." She knew she must have been the most pathetic girl that ever lived.

"Happy?" Eric asked. His face changed and Sidney regretted using those words. She laid back on her bed, a strap from her dress slipping down her shoulder.

"Forget happy. Let's just...forget." Sidney said. Eric turned to Sid, his eyes filled with pain. He sat beside her on the bed and kissed her hard. He rolled her gently on her stomach so he could unzip the dress. When she was down to her bra and panties, Eric took off his shirt and tossed it on the floor. He crushed Sid into the mattress, feverishly kissing her all over until she had forgotten that all of this was just harmless fun.

Sidney wasn't sure how far this would go but when he began to remove her underwear, he stopped himself.

"Sid, I can't." He said. Sidney pulled him back down to her and realized she wanted him. Quite badly.

"Please?" She asked, her eyes wide and innocent. Sidney knew he wasn't a virgin, and he knew she wasn't one either. Somehow that made it easier.

"Are you sure?" Eric wondered. Sidney proved it to him by taking off every stitch of clothing that remained. He kissed her again, wondering if there was such a thing as "no strings attached."

Sidney put on her pajamas and began brushing her teeth. She was getting ready for bed like a good girl. Not like someone who'd just had meaningless sex with one of her best friends.

Eric had left as soon as they were done and he seemed pretty guilty, Sid thought. She wondered if it was worth it to have sex with someone she was in love with by just promising a good time and no committment. She felt bad and ultimately decided she'd made a mistake. If Eric wasn't in love, then it wasn't worth it.

"Live and learn, Sid." She told her reflection in the mirror. Someone knocked on the door and Sid went over to open it.

"Where have you and Eric been?" Angela said, bursting into the room. Sidney tried not to blush and went to the bathroom to finish brushing her teeth.

"Oh, wait...did you kiss him? Whoa, now, tell me everything." Angela said. She plopped on Sid's bed expectantly.

"Not much to tell. I just asked him to hang for a while and that you needed privacy." Sid said. Sidney was surprised that she lied to Angela, but she realized that she was ashamed. She didn't want to tell anyone.

"That's it? I knew it. You're too chicken." Angela said with a smile. Sidney tried to smile along to make like things were normal. But inside she wanted to throw up.

"So did you get some perspective about Shawn?" Sid asked, desperate to change the subject. Angela frowned.

"No. I'm just going to avoid him. We should go dancing again tomorrow, only this time I want Greg. And you can get Eric to go with you." Angela said. Sidney shook her head vehemently.

"Ah, no, that's okay. I can go stag. But Greg's a nice guy." Sid said. Angela peered at her, puzzled by her reaction.

"What's wrong? Is it that hard being around Eric? Don't tell me he spent the whole night moaning about Rachel..." Angela wondered. Sidney didn't say anything.

"That boy is ridiculous. Sid, you can do so much better than him. We'll look for more guys tomorrow. It'll be fun."

Sidney cringed at the word "fun."

"Oh, you mean fun like what we had tonight? It didn't work then, why should it work any better tomorrow?" Sid asked. Angela blinked a few times and nodded.

"Yeah, you're right. But maybe we can go out to dinner. Cory and Topanga, Eric and I, and then you and Shawn." Angela suggested. Sid gaped at the suggestion.

"Are you serious? Shawn and I? How's that going to make it any less awkward?" Sidney asked. Angela stood and gave Sid a hug.

"If he's with you, he won't be trying to get me alone. And if I'm with Eric, you don't have to worry about another girl stealing him." Angela said. When she pulled away, Sidney could see her eyes were filling up with tears.

"Angela? Oh, God, what happened?" Topanga asked. She came through the door and was at Angela's side in a flash.

"Shawn." Sidney said as though it explained everything. And it kind of did.

"How could I have been so stupid? I'm trying to get her to trust me and then I take advantage of her." Shawn said. He was lying on his bed, his arm over his eyes to block out the harsh light.

"What'd you do, Shawny?" Cory asked him. Shawn gave a disgusted grunt.

"I kissed her. Or I almost did. And she totally freaked." Shawn rubbed his face with his hands. Cory's eyes widened in shock.

"Shawn, you were supposed to WOO. That does not sound like WOO material." Cory's expression was comically grim.

"I know. I had a big speech and everything. But all I could think of was how good she looked and how much I wanted to be with her. I lost myself."

"Don't tell me that. Tell her that." Cory said. Shawn sat up and gave him a determined smile.

"You're right, Cor. Tomorrow I'm going to explain everything." He said.

"Little brother, I need some advice." Eric said from the other side of the door. Cory and Shawn glanced at each other and shrugged.

"You may enter." Cory said. Eric came through the door, his demeanor one of panic. Cory was immediately unsettled.

"Cory, I think I've done something really bad. And I don't know how to fix it."

"What did you do, Eric?" Cory asked. He was uncharacteristically serious and it was freaking him out. Eric shook his head.

"I took advantage of somebody. I slept with a girl." Eric said. Cory's brows furrowed.

"You mean you...uh..." He began. Shawn rolled his eyes.

"We all know what that means, Cor." Shawn said. Eric nervously sat on the corner of Cory's desk and stared down at his shoes.

"And you feel bad because...she thinks you like her?" Cory asked. He didn't exactly know what Eric was upset about.

"No, she told me that we were just having fun. And it WAS fun, believe me. But for some reason, I don't feel so good about it today." Eric said.

"Eric, if I may?" Shawn asked, leaning forward to a sitting position. Eric gave a nod.

"Do you care about this girl?" Shawn wondered. Eric shrugged.

"I love Rachel. I think I feel guilty because it's like I cheated on Rachel. And it wasn't fair to this girl that I used her." Eric admitted. Shawn became confused.

"You said that she knew it was just a good time, right? Why should you feel bad? She wasn't expecting more." Shawn said. Cory became upset.

"Maybe she should have expected more. I can't believe you'd have a one-night-stand, Eric." Cory said, his voice laced with disappointment. Eric's face clouded over.

"I can't believe it, either. I'm just some man whore." Eric joked. Cory didn't smile. Eventually Cory stood up and walked out of the room.

That night Sidney lay in bed and couldn't sleep. She thought about a lot of things. About Cory and Topanga and how much they loved each other and how lucky they were to find each other. She thought about how envious she was of their happiness, wishing she could find someone like that. Sidney also thought about Angela and Shawn. She knew deep down that they would get back together again. But she knew Angela needed time to work through her feelings, and Shawn did too. They were all so very lucky.

And then Sidney thought about Eric. His bright eyes and eager expression, the earnestness that he carried with him, even in rough times. His tenderness and humor. Unrequited love was so unfair. Eric loved Rachel and he'd probably never get the chance to hold her or make love to her. It was just too sad.

Sidney cried herself to sleep and didn't dream.