A/n: This one here is my speculation of what I want to happen for the Toucha scene in The Rocky Horror Glee Show. Once again this version is highly unlikely to happen in the show but thats what fanfiction is for.

This chapter also has a S M U T W A R N I N G!

I hope you enjoy :)

Will shuffled a pile of sheet music on the piano, sighing heavily after he waved goodbye to Finn and Rachel. His most eager student had roped her boyfriend to stay after until hellish hours to rehearse even though rehearsals had officially ended two hours ago. Will didn't mind staying after that late though.

It's not like he had a life, or anything.

However his life had started to pick up lately and that was due to the fact that he got to see Emma almost everyday. She had volunteered happily to make the costumes for the show and almost everyday during rehearsal she was needed to fix something on one of the kids costumes. So she'd sit in the audience, over a table that was temporarily placed there and at times when there was a break between costumes fixtures she'd sit and watch Will direct the kids.

She'd giggle as Will raced around the stage, lowering and raising his voice respectively for each character he was reading to show the kids how he wanted it to be done. Over the sound of his own voice he'd hear her infectious giggle and stop, for a brief second, to smile at her. She'd catch his smile and her smile would widen and however frustrated he was feeling that smile would turn his whole mood around and for the rest of the rehearsal he'd be a firecracker of energy.

There would be the occasional rehearsals where Carl would be there, he was Eddie after all. Will tried to be a good director and put his personal feelings aside when Carl came in fore rehearsals and for the most part he succeeded. He treated Carl just like the students in the production, although he tried not to yell at him too much since he knew that would immediately have him on Emma's bad side.

It might have been his imagination, but when Carl couldn't come to rehearsal because of an emergency dentist appointment and Will decided to play Eddie's part for the day, he could have sworn he saw that familiar glint in her eyes. The glint he thought he'd never see again.

And more often than not, Emma would wait around while he cleaned up the auditorium and then they'd walk out of the school together, talking and laughing just like old times. The post-break up awkwardness had finally begun to dissipate and their friendship had once again rekindled. Their relationship had become so natural that Will had started to hug her before they parted ways to go to their separate cars and Emma did nothing to protest and in fact she'd melt right into his arms. Much to his delight the hugs got longer with each day and it came to a point once where after they parted, Emma pressed a tender kiss to his cheek.

They both froze a second after it happened and locked eyes for an everlasting second but as Will grinned brightly, Emma blushed and with a murmur of a goodbye got into her car.

So needless to say Will's life was definitely looking up despite the fact the woman he was in love with was not his.

After he straightened up the sheet music for 'Dammit Janet' (although he had no idea why they were still using it, Rachel and Finn mastered the song within days) he put them away with the other sheet music for the production, shut off the lights in his office and the choir room and thought about what he'd do when he got home.

At first he hated living alone but after a while it started to grow on him and especially after a long day at rehearsals he definitely looked forward to going home to an empty apartment.

Although he still much rather have Emma there but he was losing faith in that department very quickly.

Although things between him and Emma had gotten better and he liked to tell himself that Emma was flirting with him, his chances were not that great.

He wanted to be with Emma more than he wanted anything in his life. If one day she made him choose between glee club and her (which he knew she never would) he'd choose her in a heartbeat. Glee club was a dream of his and he loved helping his students grow and develop a love for music just like he did when he attended McKinley High fifteen years ago but Emma...Emma was forever. That was one thing he was certain of, if Emma, by some miracle, decided to give him another chance he would never do anything to let her slip away again.

But for now she wasn't his...and she was happy. He loved seeing her happy but he hated the fact that he wasn't the one making her happy. Now that he was in a good place with Emma he didn't want to do anything to get her annoyed with him but secretly, he tried to find ways to sneak himself back into her heart.

One of them being to put on The Rocky Horror Glee Show and luckily for him, so far, it seemed to be working.

Halfway down the hall leading to the lobby, he suddenly groaned as he remembered that he had left the light on and the door unlocked to his spanish room since he had planned on coming back to it after rehearsal.

His shoulders slumped as he trudgignly turned around and walked towards his spanish room.

As he neared his room he could see the light from the room spilling out into the dimmed hallway. His brow furrowed as he realized that the door was open. He hadn't left it open, had he?

He cautiously approached the doorway, not really sure as to what he would find but nothing would prepare him for what was waiting for him.

He was floored as soon as he stepped into the doorway and it felt like his heart had literally stopped in his chest. He gaped at the sight before him for a few seconds and then frantically looked over his shoulder for any sign of somebody else. At the sight of only the dark and empty hallway he faced forward and raised an eyebrow, still not able to breathe.

"Emma?" He chocked out.

Emma sat on his desk, her legs crossed and her lips curled up in a shy yet seductive smile. Below her feet was all the items from his desk scattered around haphazardly. His eyes travelled back up the curve of her legs, over her frail waist and chest until his eyes finally settled on her face and he not only felt a tightening in his chest but in his jeans as well.

He cleared his throat to try and keep his thoughts clean as he stepped into the room slowly. Emma probably had a very good reason as to why she had knocked all of the items off his desk and sat on it and it was probably the complete opposite of what his sex driven mind could come up with.

"What's going on, Em?" He tried to ask casually bit his voice squeaked.

Emma's smirk grew and she slid over so her legs were hanging off the smaller length of the desk. He was momentarily distracted by the movement of her legs but his eyes quickly snapped back up to her face and he mentally scolded himself for checking her out.

"Close the door, Will." She cooed in a deep tone. Will's eyes widened and he gaped at her for a few seconds and then stumbled towards the door, pushing it closed and the slam echoed through the empty hallway.

Emma beckoned for him to come closer with a curl of her pointer finger and his head screamed at him to obey but his feet were glued to the floor.

Emma continued to smirk at him and she slowly lowered herself to the floor, pushing her chest out slightly as she did so. Will gulped and rubbed his suddenly very sweaty palms against the sides of his jeans.

Her heels clicked against the tiled floor as she slowly approached him. Once she was so close that he could smell her perfume his breath hitched in his chest and he found it nearly impossible to move any part of his body.

Emma's hand extended and slipped into his and she tugged gently. Will stumbled forward and she grinned, never taking her eyes off of his and she led him over to his desk.

Once the back of her knees hit the desk, she slipped her hand out of his and traced her fingernails gently over his wrist, up his forearm until she reached his biceps. She squeezed the large muscle gently through his thin white button down shirt and a shiver ran down his spine.

Using his weight to support herself she lifted herself back up onto the desk, her hand continuing its journey up his arm, across his shoulder, down the sides of his neck until she had a hold of his tie. She gave a quick yank at his tie and he fell forward so his face was only inches from hers. Their eyes locked and Will could feel himself drowning in her pools of darkening brown eyes.

Without prior warning, except for a mischievous smirk merely milliseconds before, she tightened her grip on his tie and yanked him down again so their lips met in a passionate embrace.

Will didn't know what to think, he had never seen or expected Emma to ever act like this. However, it wasn't like he was complaining. His body reacted in a very positive way to Emma's surprising acts and he knew that if she continued he wouldn't have a rational thought running through his head.

As he gives into the taste and feel of Emma he feels her hands working at his tie, loosening it from around his neck. A low, strangled moan escaped his lips when Emma's fingers slipped under the collar of his shirt and started to undo the top button.

The button slipped free and Emma's nails scratched against his chest as her hands slipped towards the next one.

As soon as the button came loose, Emma made their kiss deeper with the opening of her mouth and allowing their tongues to meet and tangle.

Will growled as a surge of dominance rushed through him and he suddenly grabbed Emma's hips and gently as possible pushed her down onto the desk. Emma squeaked as her back hit the hard wood but then she smirked against his mouth, grabbing the loose ends of shirt and pulling him down on top of her.

Will's hands shot out to land on the desk to support himself and not crush Emma beneath his weight. Emma's lips left his and started to trail down his neck. A growl rumbled through his chest and she giggled at the vibrations that pulsed through his hot skin.

Her body shifted under him and her thigh rubbed against the tightness in his jeans and he immediately felt himself get harder. Her name escaped in a hiss through his lips as he subconsciously bucked his hips forward.

Emma's lips trailed back up to his lips and she kissed him, hard, as her hands left his chest and slid back down to his wrists. She gripped her fist around his wrists and gave a little tug, urging him to come closer.

Will smirked against her mouth and slid her body upwards until her head was practically falling off the edge. He then lifted himself onto the desk, straddling his knees around her waist, leaving his hands free to wander.

His head moved to capture her lips in another kiss but her head turned sideways. Before his foggy brain got a chance to recognize the rejection, her hands slipped into his hair and she brought him down so his face rested in the crook of her neck. Her lips rested at his ear and warmth shot through his body when her voice started to sing in his ear.

I was feeling done in

couldn't win

I'd only ever kissed before

I felt there's no use getting

into heavy petting

it only leads to trouble

and seat wetting.

Her hands travelled down towards his middle and her fingertips slid just under his pant line as she untucked his shirt and her fingertips danced on the muscular surface of his abdomen.

Now all I want to know

is how to go

I've tasted blood and I want more

Her hands slid out from under his shirt and she pressed her palms to the desk to help push herself up, bringing Will with her. She titled her body to the side and her hand found its way back to Will's chest and she flattened her hand against his chest, feeling his strong heartbeat under her skin for a few brief seconds. Her eyes snapped up to meet his and she grinned mischievously, pushing down on his chest sending him down onto the desk.

She swung her leg over him to straddle his waist, grinding her hips gently into the very evident bump in his jeans.

I'll put up no resistance

I want to stay the distance

I've got an itch to scratch

I need assistance

She arched her body forward and grabbed a hold of his hands, placing them at her waist, slipping them under her shirt and then guiding them to her chest. She pressed Will's hands against her half naked chest and threw her head back as she felt him cup her breasts.

Touch-a, touch-a, touch-a touch me

I want to be dirty

thrill me, chill me, fulfill me

creature of the night

Will was suddenly awakened by a little clamor. He furrowed his brow at the scene before him, he was in his office and there was no Emma. He glanced down at his desk and noticed that the sheet music for 'Toucha Toucha Toucha Touch Me' was resting comfortably beneath his hands with a nice drool stain distorting the ink in the middle of the page.

He wiped furiously at the corners of his mouth but then his attention was drawn further southward. He groaned at the uncomfortable tightness in his jeans. He crumpled up the drooled on sheet of paper and tossed it into the trash can, which had been knocked over sometime during his dream, planning to make another copy later.

He awkwardly stood up and made his way out of his office and towards the nearest, unlocked bathroom, praying that no nightly custodian would be passing by.

He ran over to the sink, turned the cold water nozzle all the way so the water splattered into the sink and began to splash the cold water onto his face. He did that for about a minute trying to keep his mind off of Emma and more importantly, off of that dream.

He ran his soaked hands through his curls so the water dripped down his neck and back and stared pathetically at his reflection at the mirror.

It wasn't like he had never dreamed about Emma before. In fact he had dreamed about Emma so many times he decided to stop counting but never had they been that realistic or that detailed. He could still feel Emma's fingernails against his skin, her lips against his, hear her voice singing sweetly into his ear, feel the heat of her..

He cursed under his breath and dropped to his knees by the sink, shoving the top of his head under the faucet the best he could. He knelt there for God knows how long, the water soaking his scalp and the top of his shirt until his body stopped reacting to the perverted thoughts in his head.

With a heavy sigh he pulled away from the sink, his curls dripping water onto the floor and he stood up slowly. He shut off the water and ruffled his hair in his hands, trying to dry it the best he could.

He slithered his way out of the bathroom and back to his office, quietly packing up his things to finally get home. He knew he'd be needing a good drink when he got home and possibly a really long cold shower.

He held his breathe as he approached his spanish room, seeing the light on and the door open. He didn't know why he expected Emma to be there, he didn't know why it was such a let down when she wasn't and clearly the only person who had been in that room within the last hour was the night custodian to sweep the floors. Everything on his desk was arranged the way he had left it that afternoon and he suddenly really hated reality. He locked up his classroom and headed miserably towards the lobby but as he neared a specific corridor he suddenly paused.

He stood in the hallway quietly for a few brief moments, just staring at the ground, wondering what was holding him there and then his eyes caught movement from the opposite end of the hallway.

His head lifted and his breath caught in his chest. There she was, standing on the opposite end of the hallway, staring back at him just as she had nearly a year ago.

Their eyes locked on each other's from across the distance and her intense gaze triggered the memory of his dream in his brain. Little did he know that on the other side of the hallway, the exact same sequence was running through Emma's mind.

Unconsciously he started to take a few steps forward and suddenly he was transported to a time where the only thing standing between them was Emma's potential job loss.

He was about a quarter of the way down the hall when he finally realized that Emma was slowly approaching him at the same pace. Suddenly they both paused, the distance between them less great and even through the dim light of the hallway they could both read the longing desire in each other's eyes.

Before either of them could comprehend what was happening, their belongings hit the ground with a loud thud and they sprinted towards each other, Emma leaping into Will's arms as they met in the dead center of the hallway. Will's strong arms wrapped around her bottom as Emma twisted her legs around his waist and buried her face into his neck for a good moment or two before lifting her head to bring their lips together in a meaningful kiss.

Emma's hands trailed up his back and tangled themselves in his damp curls as Will's arms supported her weight easily and kept her steady as they kissed deeply, passionately, longingly, lovingly until neither of them could think straight.

"Emma.." Will whispered as Emma's lips left his and she settled her head back into the crook of his neck.

Emma tightened her arms around his neck and cuddled further into him. "I've missed you Will."

The words were heaven to his ears and all at once he felt the gaping hole in his chest start to seal up with the warmth and love he could feel falling over them.

Will found it virtually impossible to speak so he just buried his face into her hair and left fleeting kisses along her hairline.

Though Emma was extremely light and he knew he could hold her all day if he wanted to ( and he wanted to) he could start to feel the strain his muscles. Wordlessly he started to walk down the hallways, Emma's arms and legs still tightly wound around him and she made no effort to protest.

He had no destination in mind but his heart leapt when he suddenly found himself in front of his spanish room. His dream played on repeat in his head as he stared at the locked door and as Emma lifted her head, his eyes snapped down to meet hers and their thoughts become one.

He pressed Emma against the door lightly just so he could search his pockets for his keys and fumbled with the keys in the lock until it opened with a click. He dropped his keys to the floor, kicking them into the room and his arm came back around to support Emma.

Their lips came together in a soft kiss but it grew more fervent as Will brought them over to his desk, pushing a few of the knick knacks off his desk and setting Emma down on the cleared space. Their intense lip lock didn't break for even a second as Emma drew Will closer by his tie.

Will's body immediately reacted, flashes of his dream clouding his thoughts. This wasn't a dream though, this was real, wasn't it?

Suddenly Emma tensed beneath him and his heart leapt and he subtly took a step back, realizing his arousal might have been too close for comfort for sweet Emma. He bit down on his lip and kept his eyes closed, afraid of what he might see in Emma's eyes.

He could he have been so stupid? He didn't know why Emma had kissed him but she was still with Carl and he had no right to force himself on her like he was doing and he didn't want to do that either. Emma was Emma and though he wanted her more than anything, he also wanted her happiness more than he wanted her and he just screwed things over...again.

He held his breath and bravely peaked open one eye only to see Emma not looking at him at all but over his shoulder at the doorway.

"The door, Will." She whispered, blushing heavily.

Relief flooded through him, perhaps he hadn't screwed things up after all. As he pulled away from Emma, he became fully of aware of just how prominent the bulge in the front of his jeans was.

He quickly turned on his heels so Emma wouldn't notice, knowing that the sight would probably make her uncomfortable. He walked slowly over to the door, closed it and locked it and then looked over his shoulder, smiling at Emma.

If there was anything that would prove to him that this was real it would be the way that Emma was sitting. In his dream Emma was confident and sexy, now she looked a little intimidated and shy, smiling over at him sweetly.

His heart melted at the sight of her smile. Oh God how he had missed it, how he had missed her. He longed with every fiber of his being to go over there and just hold her, he'd be content not to touch her, not to kiss her, just to hold her and know she was there with him and know that she wanted to be. However his present state kept him at the doorway and he bit his lip softly, willing it to go away.

He took a few deep, even breaths picturing himself in a cold shower and thankfully enough the pressure started to dissipate. He cleared his throat and turned back to Emma with a hesitant smile as he head back over to her. "I think we need to talk, Em."

Emma bit her lip and nodded. "I agree...but...not right now."

Will furrowed his brow in confusion, cocking his head to the side. "It's the perfect time, Emma, we're alone and..."

She held up two of her fingers to stop him and shook her head. "We'll have all the time in the world to talk, Will. We've waited too long to just dismiss this."

"Dismiss what?" Will asked cluelessly.

Emma sucked on her lower lip as her eyes travelled down to the very slight bulge in his jeans. Her cheeks flushed as red as her hair and her eyes bravely made their ascent back to his eyes.

Will's eyes widened at her silent referral and he made a move to cover it but as his hand hovered over his jeans he rethought the action and brought his hand back to rest at his side. He laughed nervously and with his other hand rubbed the back of his neck. "I'm sorry, Emma I - um -"

Still blushing Emma shook her head again and reached out for Will's hands. Will slipped his hands into hers and she slowly pulled him closer, smiling up at him. "You don't have to apologize for how you feel Will."

"It's a little inappropriate." He responded hoarsely.

"Your body reacted accordingly when you're around the woman you love, how is that inappropriate?" Emma asked and neither of them were sure how she managed to say that with a straight face.

"When the woman I love loves another man." His voice shook as he quietly bit out the words, trying desperately hide the bitterness in his voice.

Emma's face fell and she remained quiet, still staring deep into his eyes. A frown marred his handsome features and he moved past her to stand in front of the desk with his back facing her.

It was at times like these where he really wished he could escape harsh reality and live in dreamland. There heartbreak didn't exist.

He heard Emma sigh from behind him and shift her position, pushing a few things around on his desk. "What if.." Emma's quiet voice reached his ears. "What if the woman you love told you that you were wrong."

His heart dropped further into his stomach at the words and he felt angry, hurtful tears prick at his eyes. He knew he was wrong, he knew that since the beginning and it hadn't stopped hurting him since.

His body froze when he felt Emma's arms slip around his waist from behind and pull him against her. "What if she told you that you were wrong about her loving someone else?" She elaborated and his breath caught in his chest. "What if she told you that the only man she'd ever truly love is you..." Emma rested her head against the span of his back for a moment and Will shook slightly as her hands started to travel lower. "What if she told you that she was sick and tired of being clean and uptight. What if she told you that for once she wanted to get loose and..." Her hands changed course and travelled up his chest, loosening up his tie. "...dirty."

Will's eyes closed and suddenly all attempts of trying to keep himself under control were shot to hell. Emma's hands slipped under the collar of his shirt and a silent gasp escaped his lips as her hands ripped his shirt off his body. She tossed the white shirt to the floor, lightly grabbed a hold of Will's wrist and spun him around to face her.

Emma smiled up at Will, her eyes glinting with a hint of mischief and all the blood in his body headed southward.

She hopped back onto the desk, outstretched her arm and with one solid motion wiped all the contents of his desk onto the floor. Will's eyes widened at her actions and as she lowered herself onto her back, still smirking at him, he was suddenly forgetting all about harsh reality and focusing on the hot and Emma-filled reality.

"Will." She moaned quietly tracing her hands over the curve of her breasts. He swallowed hard as he followed the path of her hands across her chest, down her sides and to where they finally rested on her hips.

Her green and black patterned pencil skirt started to ride up her thighs as she writhed around quietly on the desk. Will licked his suddenly dry lips as he stared at her creamy white thighs, his stomach flip flopping at the thought of what laid just north of them.

He tore his eyes immediately away from her legs. If he stared at them any longer he'd be tempted and he, as proven six months ago, had a hard time resisting temptation.

Emma continued to let out quiet moans as her hands played with her hair and her fingers trailed over her neck and her chest and all Will could do was watch, though his body begged him to do something, anything.

Eventually, Emma paused and glanced over her elbow, frowning slightly at the frozen Will. Will noticed the sudden fear in her eyes and it wasn't the fear of what was to happen or what was going on it was the fear of rejection. He'd seen it in her eyes the night she told him she was a virgin and the monday after she ran out of his apartment. She was scared she wasn't good enough for him and he guessed he understood why she would think that, he hadn't moved or said a word since she started her performance on his desk. He didn't want to lead her to believe that yet he didn't want to push her too far. He didn't know what had possessed Emma to act so...differently but he didn't want to make her do anything that she would regret later on. But he had to do something and fast, he could already see the tears brimming her eyes.

He was able to get some blood flow back to his head and get the rest of his body to move to sit down next to Emma on the edge of the desk. "Em.."

"You-you don't want...me do you?" Her voice quivered and his head snapped to look over his shoulder at her in shock.

"Emma, are you kidding me?" He raised his eyebrows and cleared his throat. "I think we were discussing just before how much I want you."

Emma blushed and ducked her head, a smile tugging at her lips. Will shifted his body so his knee rested up on the desk and he was faced her. His finger found its way under her chin and lifted her face up to meet his eyes.

"I just want to make sure that you're really okay with this." He said, his voice gentle and loving. "This situation is a little uh, unorthodox."

Emma smiled warmly and appreciatively at his words and brought her hand up to link with his. "Will, I know what I'm doing. Believe me if I didn't want to be here I wouldn't be here. I've gotten a lot stronger and I'm trying to go after what I want now despite my fears."

Will gave her hand a squeeze and gazed lovingly into her eyes. "Em, that's great. Really, I'm proud of you but...didn't you envision your...first time to be more romantic?"

Emma licked her lips and her eyes darted around the spanish room. "Well, I'll admit its not exactly my first choice but..." Her eyes found their way back to him and she nuzzled their conjoined hands with her nose. "...you are my first choice. As long as I have you the setting doesn't really matter much."

Will felt his chest swell with love so much so that it started to burst at the seems and push tears into his eyes. "Emma - I.."

"I'm sorry I put you through so much, Will." Her voice shook slightly. "We've both put each other through so much pain and heart ache, I don't want that anymore for us, Will. I want us to be happy and I know we can be if we work through our issues but right now...I just want us. We don't have to worry about anyone else that might come between us whether its in the past, the future or right now. I just want to focus on us."

No two letters in the English language had ever sounded better to Will. He enjoyed the concept of he and Emma being an 'us' a lot more than he would ever care to admit. The short word enthralled him so much that instead of speaking, he found his lips upon Emma's.

Their kiss grew hotter and deeper as Will pushed himself all the way up onto the desk, letting their hands fall to rest on Emma's lap. Will rested his free hand on the desk beside Emma and gently guided them down to Emma's back was against the desk and he hovered over her.

Things moved quickly from there. One moment they were simply kissing, the next half of their clothes were missing and tossed amongst the various objects that were knocked off of Will's desk and their hands touched, sought and wandered. It wasn't as hot or heavy as their mutual dream had been but it didn't need to be. Both of them craved the other's touch even in the simplest form and Will was aware real life Emma was alot more fragile than dream Emma.

So needless to say he was incredibly shocked (and turned on) when Emma kept pushing forward with little no hesitance. At first she was shy and blushed as Will's hands grazed over her breasts but she soon came over that fear and urged him to undress her and to do as he pleased.

He longed to give into every one of his desires but it was not about him, it was about Emma, it was always about Emma. He tried to do his best to do what made her feel good and there were several times where he'd move his hands a certain way and a pleased whimper would escape her lips. He made sure to revisit those spots many times.

Emma nearly sent him over the edge when she took his hand and led him to the area where she really wanted to be touched. He would not deny Emma her wishes and his thumb gently rubbed her through the material of her panties.

As he continued to add pressure and speed, Emma began to writhe against the table, moaning his name quietly. With each passing second he could feel how her need for him increased and he certainly felt how his own need for her grew.

His name escaped her lips once more in what sounded like a plea and that was all the initiative he needed. He carefully yet swiftly removed the only two articles of clothing that were separating them and then positioned himself over Emma.

He paused briefly, looking down at her through lust filled eyes, still wanting to make sure she was completely ready for this. He could read the fear in her eyes and that little part of his brain that still managed to think coherently nearly pulled away to call it off until Emma leaned up to kiss him softly.

Will's lips moved gently against hers as he whispered, "I love you, Emma."

Emma smiled against his lips, pressing hard against him for a second or two before pulling back and murmuring a response. "I love you, Will."

Words could not describe the intense emotions that flooded through Will's body as those words were said. Those were definitely the best words in the English language and they were said out of Emma Pillsbury's mouth...to him.

His body shook slightly as he crashed his lips down onto hers and going with the moment, very gently began to slide into her. No reaction was given from the petite red head except for her body tensing slightly. Will softened their kiss to ease her tension and his hands found their way to her breasts, caressing them softly to keep her pleasure heightened.

A small cry followed by a whimper escaped her lips as he pushed all the way in. Her eyes closed tightly and her lips trembled. Will watched her quietly, holding his breath so not to move even the slightest inch and just waited for her to give him any kind of sign.

Emma's eyes were still sewn shut but ever so gently she began to rock her hips back and forth. He groaned at the small amount of friction it was creating and slowly began to rock his hips in time with hers.

He kept at a slow and steady pace until Emma grabbed at his biceps and bucked her hips upwards. A low guttural moan escaped the back of Will's throat and his head fell forward, bringing himself closer to Emma as he increased his pace.

He pressed his lips against her neck and sucked there softly, his teeth occasionally grazing the soft skin.

Emma suddenly let out a pleasured cry into his ear as he hit her at just the right angle and she began to squirm under him, muttering his name over and over again.

Her cry combined with her voice repeatedly calling his name nearly sent him over the edge but he managed to hold back for her. He knew she was close, he guessed by how her writhing against the desk only got stronger and how her breath came out quicker and in pants and best of all, how her face twisted up in complete abandoned pleasure.

He growled as he felt her contract around him and with another single hard trust he released inside of her, his body quivering against her.

His strength that was holding him up faded and he collapsed on top of her as gently as possible. The desk shook and squeaked under them and he prayed that it wouldn't break. He would hate to explain to Figgins why his desk was broken.

"Oh God, Will." Emma breathed into his ear, still panting quietly and his body quivered again.

He panted against her neck, pressing a few soft kisses against her collarbone until both of their breathing returned to normal. Will started to roll off of her, but the desk proved to small for both of them to fit side by side so he snagged Emma from around the waist and flipped them over so she was lying on top of him.

Emma smiled and rested her head against Will's chest, humming in contentment and closed her eyes just listening to the soothing sound of Will's strong heart beat.

Will tightened his grip around her middle, keeping her tightly pressed against him. He didn't want this feeling to ever go away. No one, absolutely no one had ever felt as perfect in his arms as Emma did.

After a few minutes he felt Emma shivering against him slightly and noticed that she had cuddled even further into him. He bit down on his lip and trying not to disturb Emma reached for his coat that was hanging off the back of his chair.

He managed to nab the sleeve and he dragged it over to them, Emma turning her head to see what all the movement was for.

Will draped his coat over her body and she smiled warmly, pressing a kiss to his chest and then settling her head back down over his heart.

"You have such a strong heart beat." Emma whispered against his skin.

"It's beating for you, Em." He answered cheesily. "Only for you."

Emma lifted her head and beamed down at him, inching up to kiss him softly. Will threaded his fingers in her hair, keeping her mouth locked onto his though the kiss never got much deeper.

"You're amazing, Emma." He whispered into her hair once the kiss broke and she settled down in the crevice of her neck.

He could feel her cheeks heat with a blush. "Why do you say that?"

"Look where we are now and look how calm you're being about it. Em, you had your first time on a desk...in my spanish room."

"Oh gosh." Emma whispered and her cheeks flared up. "I did..oh gosh." She buried her face into the skin of his neck and for a second he thought he'd just screwed their blissful moment over and she'd be sent into a panic. Then, to his surprise, she started to laugh. Hard.

Will pushed them both up into a sitting position and Emma wrapped his coat around herself as she laughed until tears rolled down her cheeks. Will raised an eyebrow at her inquisitively but then succumbed to his own laughter.

"Gosh, Will." She hiccuped in laughter as she rested her head against his shoulder once she was able to breathe again. "I'm never going to be able to look at your spanish room the same way again."

His laughter turned into a groan as he slipped an arm around her. "Teaching in here is going to be very difficult."

She giggled, her cheeks flushed from laughing and blushing and her legs curled up behind her as she leaned further into Will.

"Thank you, Emma." He whispered after a moment.

"For?"

"For...everything. For being my best friend, for always caring about me even when I was acting like a total ass, for loving me when I sure as hell don't deserve it."

"Everyone deserves to be loved." Emma answered, taking his hand in hers and playing with his fingers. "Especially you."

"And you." He nuzzled his nose into her hair. "I promise you Emma, from now until the day that I die, I will never stop loving you."

Emma was silent for a few moments but when she finally did lift her head, Will could see the tears in her eyes but the smile on her face was unmistakable. "

"I love you William Schuester." Then she capture his lips in a loving a tender kiss.