A/N: Sorry for the delay! My birthday was last week and I partied like a rock star from Monday to Monday. This update is still set in the AU universe…however a few things that happened in Never Been Kissed will be disregarded or otherwise changed.

The double date with Santana, Puck, Brittany and Artie obviously didn't happen. Any shipper moments between Rachel and Finn are defunct.

To my Reviewers:

Rebecca: Thanks for the review! I was hoping people didn't read this and think it was a big load of crap. But your review seriously made me smile.

Kikky: Finn's reaction is already written, I won't spoil it.

LittleRuki: This will not be a pregnant Rachel story. I have only seen it done tastefully once, and there is already too much going on in this fic to add it—so no worries.

Bladed Darkness: Welcome to the story—hope you're enjoying the progress.

Just me: I love that you are loving this story.

: I'm glad my smut is hot—I was convinced that I made it confusing but the review cleared that up for me. Thanks.

Jessie: welcome to the wonderful world of Pezberry. Someone made me a fan once… but I won't say because then you guys will totally fall in love with her stories and forget all about mine. (a.k.a. go check my favorites).

Hope: I have something wonderful in store for you soon then!

To those not mentioned here—thank you dearly for the lovely reviews.

WARNING: DISCRIPTIVE SMUT AHEAD!

Chapter 11:

The following two weeks whizzed by with excessive activity. They'd gotten through Halloween, Rocky Horror, her first sectional cheer competition and midterms. With their busy schedules, they saw each other sporadically, and sex was often out of the question due to the vigorous study schedules they shared. Rachel came to her house over the weekend, surprisingly relieved that Finn and Amy Bradshaw, a Cheerio, were dating. They talked quickly about their weeks respectively, and tried to come up with better ideas with the revenge plot involving Finn. When they could find none, they went back to the mountains of work that had piled up since their secret liaison had started, which was now almost a month ago.

The two weeks that went by were also a constant reminder of Santana's now raging libido. With their constantly conflicting schedules, practice, cheer camp and Rachel's community theater project—she was staring as Maureen in the Rent production—they'd had little to no time to squeeze in some action. It had honestly been the longest time Santana had went with engaging in any sexual conduct, and she was actually priding herself on not letting her eye wander; not that her and Berry were exclusive or anything.

The weekend ended too soon, as it usually did, and she found herself face to face with Quinn Fabray after morning practice—a constant reminder that Cheer completion season was about to start and her three times a week two a days would take most of the enthusiasm out of the sport. They'd been cordial to one another since the catfight, and she'd been ordered by Sue to stay by her side and keep her eyes open as she usually did. They didn't talk unless it was extremely necessary, so this was one of the first times the blonde had approached her when Brittany wasn't at her side.

"Can I help you, Tubbers?"

Quinn rolled her eyes.

"Where's Britt?"

Santana sighed.

"She cut today—she and Tiffany are doing something at the zoo. Why?"

"No reason. I actually wanted to talk to you about something."

"Since when did we make up?"

Quinn rolled her eyes again then, moving her hand to her hip she stared unbelievingly at Santana.

"Come on, San. We both know the rules. You're the hyena…I'm the snake. You do the dirty work in the canyon…I keep mine in the garden. I needed my spot back; I got it back, we can go back to how things were. You know how this works. We're friends again, easy as that."

Santana sighed, not caring to actually fight the blonde and her humungous ego. She hated the pettiness, but knew better than to let on to her discomfort with the situation.

"What do you want?"

"That's much better, S. I need your help with a … boy problem. Sam said Beiste's name when we were making out. I'm guessing he has a thing for ugly trolls or something; anyway, I can't get it off my back—and I don't know what I should do to…placate him."

Santana laughed.

"Why are you guys still just making out? Suck him off. Stop being such a prude." She shrugged. "Why don't you go ask Coach Sylvester, I'm sure she'll tell you how to act."

She walked off, slamming her locker shut and sauntering off to her first period class. She waited around for the bell to ring, too bored to show up to class early, listening to the conversation Sam was having with Mike. She smiled when she heard him explain that he and Finn had been thinking about Beiste when they needed to "cool down", the smile spreading on her lips before she could stop it.

000 0000 000

She got home twenty minutes after her parents had left for the night shift. She texted Rachel to tell her she'd pick her up from the theater, and made her way back to her car. Rachel stood outside, pulling her winter jacket around herself to keep from freezing. She got into the car without hesitation, closing the door without slamming it and rubbing her hands in front of the radiator.

"I thought you'd be tired after cheer practice."

Santana shrugged.

"Not today, felt like we haven't hung out in forever."

Rachel nodded.

Santana fiddled with the radio, choosing to leave it on a low volume, knowing anything louder would result in one of Rachel's impromptu sing alongs.

"We set a date this week…for the surgery. June 29th."

The car was eerily quiet over the whisper of the radio.

"Do you think you'll miss it?"

Santana opened her mouth to speak, closing it again when she couldn't decide on a definitive answer.

"What; my dick?"

She chuckled to herself, turning to see that Rachel was definitely not laughing.

"I'm being serious!" She slapped Santana's shoulder playfully, rolling her eyes and crossing her arms in her seat.

"I'm playing around Rachel; I don't know. I mean, it's never served a purpose before, I'm just getting used to it actually working. I guess…knowing what I know now—yea, I'll probably miss it. Especially if they can't use it to fix up my lady parts."

"Then why go through with the surgery at all?"

Santana pulled over, turning off the engine before turning to look at Rachel.

"It's something I've always wanted. Before all this I just wanted to be a girl. I wanted to be able to use the locker room showers, and wear a bikini to the beach. I always wanted to pee sitting down. It's just something I've been waiting for since forever."

"I mean true, there are things you can't do, Santana. But some of those are the things you can't do because you don't allow yourself to. But there are so many things you can do too. Having a penis doesn't make you any less of girl."

Santana was chuckling into her hands, her hair tumbling around her shoulders.

"Do you realize how ridiculous that sounds Rachel? Having a penis makes me a boy. That's how I feel sometimes. And while you must think it's great that I can play for both teams simultaneously; I don't. I'm tired of hiding things from people, not being able to be myself—"

"Santana you're the only one who wants to hide. You're the only one who doesn't let people see the real you. I know about your condition. I'm sure that if you told the people close to you about it—there would be no problems. Noah doesn't seem any different toward you, and you know how I feel."

"I don't know how you feel, not about this…"

And it was quiet again.

"I know I like you. I know I like all of you, very much. I think the surgery is unnecessary and dangerous. I know that it was something you wanted before you knew what it feels like to be alive…I know that you feel how I felt—when that part of me was finally acknowledged. I know that the awakening of those…types of feelings makes you second guess your original decision."

"Look, Rachel. I like you too. And I get where you're coming from. I'm just. Nothing is ever guaranteed. I don't want to put my faith in the fact that other people won't judge or ridicule me. I can't take that torture."

"I do every single day. And you know why I never let it get me down? I don't let it get me down because I know that it's only high school. I know that most of the people in high school leading the pack are either cowards or idiots—too scared or too stupid to realize that there are many things bigger to think about. And that the world is bigger than insecure egos and petty reputations."

Santana started the car, trying not to bite her lip hard enough to break skin.

"Are you hungry?"

Rachel just nodded.

000 0000 000

Barb's Diner was located on the intersecting blocks of Fifth and Main, on the northeast corner of Lima's busiest district. The shoddy, worn diner was home to many of Lima's older residents, most of the high school aged kids were too cool to frequent the high traffic eatery. They pulled into the lot, choosing to forgo the busy Breadstix restaurant down the street for a place they'd most likely be overlooked. They slid into the booth, noticing the mini jukebox at their table, a change machine that exchanged dollars for quarters next to it.

The waitress was a charming middle aged woman, who tucked her extra pencil behind her ear and popped her bright pink bubble gum in between sentences. Rachel ordered the only vegan alternative on the menu while Santana opted for the pizza and a milkshake. They were talking among themselves, trying to avoid the conversation they were just engrossed in moments before, when a high pitched squeal interrupted them from their conversation.

"SANNNNY!"

There was a blur of blonde hair and lengthy arms, and Brittany had slid into the booth, motioning the girl she was with to slide in next to Rachel.

"Hi Rachel. Wait—what's Rachel doing here? Are you guys double dating? Where's Puck? I thought she and Finn broke up? Why are you at the diner?"

"Britt—calm down. And no we aren't double dating. Rachel and I are…friends."

"Really? Since when?"

"Since around the time you and Tiffany started dating."

"Are you the same kind of friends we were?"

Rachel flushed crimson. Santana decided to change the subject.

"Why are you at Barb's?"

"Oh! Tiff's mom owns it. We get free ice cream. Isn't that right Tiff?"

All three girls turned their heads to the quiet African American girl twiddling her thumbs next to Rachel. She finally realized she was being included in the conversation, sitting up straight and adjusting her letterman jacket.

"Yea, totally. I can tell her to send out sundaes for you guys if you like."

"I'm a vegan, so no thank you, but thank you for the offer."

It was the first time Rachel had seen the girl face to face, her mouth forming a big 'O' when she realized who she was.

"Vocal Adrenaline? You're dating Tiffany from Vocal Adrenaline? Brittany this is the same girl who gave Jessie the egg to crush in my face and you're dating her!"

Brittany stayed quiet, tearing a paper napkin into shreds. Tiffany chose then to speak.

"Whoa, Berry. That was a long time ago. It's something we always do to squelch the competition. There are no hard feelings. And besides—didn't you send Sunshine to a crack house? Isn't that so much worse?"

"Touché. Truce?"

They shook hands. Brittany and Santana were off in Brittana land, and Tiffany chose that opportunity to talk to Rachel.

"So is she your girlfriend?"

Rachel shook her head in the negative. Easily changing the subject before her blush gave away anything.

"How did you and Brittany meet?"

Tiffany smiled, staring across the table at her girlfriend who was adamantly explaining something to Santana.

"She volunteers at the zoo. She was explaining to me how penguins have babies. I asked if she wanted to hang out. The rest is history."

Rachel furrowed her brows, trying to grasp the concept of Brittany explaining anything to anyone. The waitress brought their food then, Tiffany standing up to hug "Betty" and sitting back down, waiting for Brittany and Santana to acknowledge the rest of the table. Rachel picked at her salad, not noticing that Brittany was asking her a question.

"So when were you guys going to tell me that you were dating?"

Rachel looked up only when Tiffany had elbowed her.

"We—we aren't, I mean we haven't—"

"Berry quit lying- you can smell it on you two from a mile away."

Rachel turned to Tiffany, lost for words and stumbling over her own thoughts.

"Well, this would have been our first date…but you guys crashed the party." Santana said quietly.

They both stood, giggling their way back to their own booth, Brittany occasionally sending Santana text messages during their meal. They ate in silence for a while, Santana looking up from her pizza with a broad grin on her face.

"That's a start…right?"

000 0000 000

The house was dark when they entered. Santana opened the front door, putting on the alarm as she swept through the house, checking rooms and switching on lights. Her parents had left long ago, probably in the middle of an overcrowded emergency ward, crawling with teenagers and their moronic episodes. She scanned the house, finding nothing missing or out of place, wandering into her bedroom where Rachel had already taken off her shoes and pulled out her shirt tails. Santana sat beside her, pulling a pillow underneath her, watching silently while Rachel read over Santana's discarded trigonometry book, seemingly engrossed. She looked primarily at the book, her face completely neutral, before shutting it and staring unblinking at her.

"So tonight was a date?"

She asked half fearing the answer. Santana shrugged halfheartedly.

"It was what it was. We went out and all that jazz, brought you out in public- or whatever."

Rachel's face brightened instantly. In seconds her face was centimeters away from Santana's her eyes focused on not letting Santana's gaze slide from her own. She could feel Santana's strawberry tinted breath impressing flutters into Rachel's plump bottom lip.

"I like dates…"

Rachel descended upon her. Her lips pressed incessantly against Santana's her breath hitching and inhaling at the same time, Santana's whimper not deaf on Rachel's perfect pitch ears. One of Santana's hands drifted to her waist, the other tilting her cheek in her palm, their lips coming together like the crashing of wanton waves. They felt the brewing in their stomachs, inching to the tips of their tongues as they mingled on the moment of their kiss. Rachel's hands were searching for softer pastures, climbing deftly across Santana's sides, leaving a static cling to her skin wherever she roamed. Santana was buzzing as Rachel's hands traced the edges of her top, pulling it in one fluid motion over Santana's head, letting it fall gracefully to the floor. Rachel was kissing her neck now…sucking on pulse points and nipping where necessary. Santana wasn't ticklish. She let her neck out openly, letting her gently and suck on one of her most erogenous zones. She felt tiny hands reach to the clasps of her bra and unsnap them, tugging the offending material down delicately, barely grazing her tanned, golden skin.

Rachel pushed Santana down, swiftly kissing down her collarbone, her breast, and her peaked, brown nipple, erect and stiff in her anticipating mouth. She mewled; her body curving toward Rachel's mouth, running her hands through Rachel's silky mane, tugging appreciatively when she sucked hard on the nub, treating the other just the same before undressing and settling beside her. She let her hands dance wildly around Santana's raging erection, eliciting whimpers as she teased around the one place Santana had wanted her. Rachel sat up, pulling off Santana's skirt and underwear. She sat on the bed, sitting on the heels of her feet, her hip near Santana's face, leaning down to put her mouth over the swollen head, Santana's hips bucking toward her as she came closer over it. Rachel hesitated, Santana's hands shot out to her hip, pulling her over her shoulder, her sex resting on Santana's chin.

"You'll suffoc-"

Rachel moaned as Santana lifted her chin and darted her tongue over Rachel's clit. She leaned back, trying to adjust so she wasn't blatantly sitting on the other girl's face. She adjusted her arms over Santana's hips, pouting her lips around the head of her engorged penis, swirling her tongue down the shaft, curling her body to lick at her slit opening underneath. Rachel was trying to concentrate on that one seemingly simple task while Santana went to work on her clit, knocking that remarkable tongue over the nub like a pendulum, swift and steady; holding her thighs in place as she attacked her with her mouth. Rachel had put Santana into her mouth, bobbing up and down over her, her hand working the base that she chose not to swallow in her ministrations, moaning uncontrollably at the sensation of sitting on Santana's face. She was so close to climaxing, trying her best to no buckle under the weight of her own pleasure, trying not to rock on her heels while Santana was lapping at her already wet vagina.

Santana pulled her arms between Rachel's open legs, dragging from beneath her and gathering herself on her knees behind her. Santana rubbed a reassuring hand into the curve of her back, Rachel's fingertips reaching forward to pull in a pillow, crossing her arms under it as Santana pushed a solitary finger inside. She could hear her intake of breath, and turned in time to see Santana marvel at the sight in front her, Rachel Berry, on all fours, spread open and soaking wet. She pulled her finger out, and rubbed the tip of her penis from her opening to her clit, rubbing back up and pressing into her slightly, a steady, calm hand perched on her ass, the other guiding slowly and cautiously into her.

"Is this okay?"

She heard it from behind her right before Santana pushed all the way in, stealing Rachel's breath away. She shook her head erratically, too full to speak. She pulled out awkwardly, putting her other hand—now shaking—on the other side of her ass. She pushed back in with certainty, squeezing the skin in her open palmed fists, steadying her pace as Rachel moaned excessively into her pillow. She was flushed red everywhere, the little gasps of her open mouth 'Oooh Ooooh Ooooh's' coincided with the beat that Santana's hips bumped into Rachel's bare bottom. Santana pulled back, the longer strokes sent Rachel screaming. She was chanting "Harder Harder Harder" to the steamy room. Santana obliged, slamming mercilessly into Rachel as she shook; tumbling through her orgasm, the pulsations rippling around her sensitive penis, sending Santana crumbling into Rachel's body, her hair wet against her clammy forehead, her abdomen aching in relief.

They fell asleep that way, not remembering when the succumbed to sleep.

000 0000 000

They woke up the following day late for school. In a slew of curse words they stumbled through their separate routines, leaving as Santana's parents got home from work, tired from the night before. Santana skipped first period, opting to text Rachel the plot to get back at Finn. She sat in the choir room, staring at the single text message and smirking as she sent it.

One word: Mailman

She ignored the reply Rachel sent back telling her that that could actually constitute as two words.

End of Chapter 11

This is somewhat a filler chapter. The whole plot to bring down Finn comes next chapter (I'm evil, I know). Hope this fills in until then! Read and Review.

And I need feedback! It's hard with the she did and Rachel did and Santana did—especially when I'm associating Santana with the male attributes during smut scenes. Let me know if I'm not confusing anyone!