His hands gently roamed her body as their lips pressed together and their tongues explored. They had the house to themselves because Tony had the little ones and her mom was working late at the hospital. Zander had come over with pizza and a movie to keep her company and Carly had been grateful. She didn't really like being totally alone. They'd cuddled on the couch, eating pizza, drinking soda, and watching the movie for most of the night. They talked a little once the movie was over and then Zander leaned in and kissed her. She eagerly returned his kiss she even deepened it. After that everything happened in a weird fast action slow motion kind of way. One moment she's sitting on the couch with Zander making out and the next she's lying on her bed with him shirtless and on top of her.

Carly felt him pulling her shirt over her head, his hands on her skin, his breath against her neck, but her thoughts hadn't quite caught up to their actions. She'd never had sex before and she was finding this all very exciting and very scary. Her heart pounded in her chest as she reached for the button and zipper on Zander's jeans. Her pulse was so quick that she could hear the blood rushing through her body as he pulled her jeans off and tossed them aside. Zander kissed her shoulders, her chest, her bare stomach as his hands roamed up and down her bare legs. When they were eye to eye again she reached up and caressed his face and ran her hands through his hair.

"Are you sure?" Zander asked in a soft, husky whisper. "We can stop if you want to."

She thought about it but shook her head. She shifted under him so she could reach her nightstand. She opened it and pulled out the box of condoms that Kristina gave her. The girls had talked in length about sex and Carly found it surprising that out of the two Kristina was the much more open minded one about it. Kristina hadn't had a problem with walking into the drugstore and buying condoms, nor had she had an issue with making an appointment to see Dr. Meadows about birth control. Carly on the other hand couldn't even say the word without blushing.

"I don't want to stop." She whispered as she handed him the condoms.

Zander caressed her face and kissed her softly before shifting off the bed so he could suit up before they continued. When he was ready he moved close to her and once again began kissing and caressing her. He was very tender and caring with her, and though it was a little clumsy and awkward, it was very loving for a first time. When they were finished Carly laid in Zander's arms with her head on his chest listening to the sound of his heart beating. She smiled against his chest as his fingers danced over her skin. They were both quite content and comfortable, their bodies still entwined, well into the night.

Carly awoke the next morning to find Zander looking at her. She smiled at him as she reached up and ran her finger over his smiling lips. "Good morning."

"Really good morning." Zander said with a smirk.

Then reality hit. "Shit! Zander! My Mom's going to be home soon!"

Zander laughed as they scurried out of Carly's bed.

"It's not funny!" Carly said as she stomped her foot. "She'll kill you! She'll kill me! Or worse, she'll tell my uncle and he'll kill you!"

Once he had his underwear and jeans on Zander pulled her to him and kissed her. "Relax, it'll be alright."

She melted in his arms. "Last night was wonderful, Zander."

"I'm glad." Zander said softly as he placed a kiss on her forehead, her nose, and then her lips. "I love you Carly."

"I love you too." She replied. They held each other for a few more moments before Zander finished getting dressed. Once he was gone Carly cleaned up her room and then jumped in the shower. When she finally made it downstairs to the kitchen she jumped with a startled yelp when she saw her mom sitting at the counter with a cup of coffee. "Mama!"

"Carly!" Bobbie chuckled.

"When did you get home?" Carly asked, hoping she didn't sound too nervous.

"About twenty minutes ago." Bobbie answered as she watched her daughter pour a bowl of sugar bear cereal. "I went up to check on you but you were already in the shower. You're up early for a Saturday."

Carly said a silent prayer that her bedroom didn't smell like sex. She's opened her window and lit a scented candle but would that be enough? "Jason has a race this afternoon. I thought I'd go over to the lakehouse for moral support. You know, give Kris someone to make faces at while Alexis rants about risky and dangerous hobbies."

Bobbie laughed. "Carly, be nice."

"I love Alexis you know that." Carly replied as she plopped down at the table, and then hoped her mother didn't notice her tiny twinge, she was still a little sore. "But she's totally neurotic and you know that too."

"She worries about her girls." Bobbie said as she got up and walked over to her daughter. She kissed Carly on top of her head and smiled. "There's nothing wrong with that."

Carly smiled up at her mom. After finishing her breakfast Carly headed over to the lakehouse. She really needed to talk to Kristina about what happened. As she walked up onto the porch she could already head Alexis. She chuckled and shook her head before knocking.

"Come in!" Kristina called out. "Please!"

"Hey." Carly greeted as she walked in.

"Oh, there's another one who doesn't see how racing a motorcycle is dangerous." Alexis said as she threw her hands up in the air.

Carly looked at Alexis who was standing near the couch while Kristina reclined on it. "Um, it's not like we're the ones doing it. We're just watching."

"You should be trying to convince Jason not…"

Kristina cut her sister off. "He really hates it when people try to "convince" him he shouldn't do stuff."

"There are safer, more productive hobbies he could have." Alexis said.

"Stamp collecting." Carly said as she plopped down beside her best friend.

Kristina shook her head. "Paper cuts."

"Needle point?" Carly offered up.

"Sharp implements." Kristina replied.

"Knitting?" Carly asked with a straight face.

Kristina shook her head again. "He could poke his eye out with the knitting needles."

Alexis rolled her eyes. "Ha ha, you two are soooo funny." She said sarcastically. When the girls started laughing she bopped them both on the head with a throw pillow. "You know spectators have been know to get hurt…"

"Alexis." Kristina groaned. "Stop. We'll be fine and Jason will be fine. It's just an amateur race, it's fun, and I think you should come."

"Not going to happen." Alexis replied with a shake of her head.

"I wanna go!" Sam said as she came bouncing down into the living room with her cat hot on her heels. "Where are you going?"

"Jason's in an amateur bike race." Kristina answered.

Alexis shook her head. "So not going to happen."

"Please Mom?" Sam asked as she plopped down on Carly's lap. The little girl smiled when Carly wrapped her arms around her to give her a little hug.

"No." Alexis repeated. "And don't argue with me about it."

Sam pouted. "Oh come on Mom, I wanna watch Jason race, it'll be cool! He's got an awesome bike!"

"Samantha." Alexis warned.

"Tell ya what half pint." Carly said as she cuddled the girl while cutting her off so she wouldn't get into trouble. Or get them in trouble by letting it slip that Jason had taken the girl out on his awesome bike. "When we get back you me and Kris will do something together, ok?"

"When did you start taking her side?" Sam asked in a huff.

"I'm not taking her side." Carly replied.

"Are too." Sam said as she lightly threw her head back against Carly's chest in a bratty little revenge move.

"Anything you want, we'll do, I promise." Carly continued as if the girl hadn't done that.

Sam pouted. "Not fair, but ok."

After Sam disappeared into the back of the house Alexis sighed and pinched the bridge of her nose. "Please do not give that child any ideas. I really don't want her to develop an affinity for motorcycles. I'm already on the look out for premature gray hairs because of her adventurous nature."

Kristina managed to hide her amusement but Carly snickered, which earned her another bop from the throw pillow. After teasing Alexis for a few more minutes the girls made their way out to Kristina's car. They were going to meet Jason at the racetrack just outside of town.

"Ok, so what's on you mind?" Kristina asked while she drove.

"How did you know I had something on my mind?" Carly asked.

Kristina glanced at her friend quickly and then said, "You have this vibe about you. There's something different about you, I guess."

Carly's eyes went wide. "You mean you can tell?"

"Tell what?" Kristina asked.

"Yeah, tell what?" Sam asked as she popped out of her hiding place in the back seat.

It was a good thing Kristina was at a red light or she'd have lost control of the car for a moment. Both she and Carly yelled, "SAM!"

"Sam what the hell are you doing here?" Carly asked as she twisted around to look at the girl was now wedged between the front seats.

"I wanted to see Jason race." Sam answered and then asked, "What can Krissy tell about you? You look normal to me."

Kristina could see Carly starting to blush. "Samantha, you're Mom's going to have a fit! I can't believe you did this!"

Sam frowned when her aunt turned the car around. "Hey, what are you doing?"

"I'm taking your little butt home." Kristina answered.

"Aww, come on Krissy, please!" Sam begged.

Kristina shook her head. "No, Sam."

Sam threw herself back against the back seat. "You're no fun."

"Come on Krissy." Carly said after watching Sam's disappointment. "I'll take the blame. Let her come along. We'll call Alexis so she doesn't worry. If we go all the way back we'll miss Jason's race."

Kristina looked between the two pleading faces and then sighed. "My sister is going to kill me."

When they arrived at the track all three girls were surprised to see Lila and Reggie there, but their surprise turned into delight. As Kristina had suspected Alexis was less then happy to find out that Sam was with them, but thankfully Lila smoothed things over, promising that she'd look after Sam and keep her safe. Not even Alexis could say no to Lila Q.

Sam was pretty wired when they finally got home. Not only did she love the races, she adored Lila and had spent all her time with her. After the race Lila had treated everyone to dinner and dessert, so Sam was pretty amped on chocolate coconut cake and Shirley Temples. She chattered none stop from the time she, Carly and Kristina got into Kristina's car, until the three of them walked into the lakehouse. The only reason she stopped was because Alexis was standing there to greet them with her arms across over her chest and her best ticked off mother look firmly etched on her face.

"Well," Alexis began as she glared at each of the girls. "I hope you three had fun today because you're all grounded."

Sam didn't seem to shocked. She'd seen that coming, but the older two girls looked like they'd just seen pink squirrels in the living room. "You can't do that!" Carly protested.

"I called your mother, so yes, I can." Alexis replied.

"I'm eighteen!" Kristina complained.

"Yes, you are, which means you should have known to bring her straight back here after you discovered your little stowaway." Alexis told her sister. Then she looked down at her daughter. "And you young lady, what on earth were you thinking?"

"That I wanted to see Jason race." Sam said honestly and with a shrug of her shoulders.

Alexis shook her head as she pointed in the direction of the bedrooms. "Go to your room, Samantha."

After getting a lecture from Alexis, Kristina and Carly were back in Kristina's car so she could take her friend home. When she noticed Carly straining to look into the back seat she asked, "What are you doing?"

"Checking for Sam." Carly said, and then straightened back up in her seat. Now that she was sure they were alone she took several deep breaths before spitting out what she'd wanted to say all day long. "I slept with Zander last night."

Kristina's eyes went wide. "Really?" Carly nodded. Kristina pulled over so they could talk. "Are you ok?"

Carly gave her friend a soft smile. "Yeah, I'm ok. I don't regret anything if that's what you're wondering."

"That's important, Carly." Kristina said as she looked at her friend. "If there were any regrets then you would have known it was too soon. What happened?"

"We were watching a movie, just hanging out, we started kissing and then it just went from there." Carly explained.

Kristina's eyes went a little wide. "You were at home?"

Carly nodded. "No one was home. He even got to stay all night because my Mom was working."

"You were safe, right?" Kristina asked.

Again Carly nodded. "Of course I was."

"Good." Kristina said and then gave her friend a reassuring and caring smile. The girls talked the whole way back to the brownstone and for quite some time outside the brownstone.

As Carly walked into her home she thought about how much her life had changed over the last several years and it made her smile. Even with all the bad, her life was good, and she was happy. She just hoped that she didn't have any major crisis while Kristina was gone because Jason would be with her, which pretty much left her with Sam and Zander to talk too. Carly adored Sam but she was only twelve, and she couldn't talk about Zander to Zander. She could talk to her mom, but she didn't want her thinking bad about her because she'd slept with Zander. It had taken her a lot of time to deal with it, but Carly cared a great deal about what her mother thought of her, and the last thing Carly wanted was for Bobbie to think bad of any reason.