A/N: Enjoy darlings! Viewer Discretion is advised. If you can't handle the hotness, you can skip this chapter. It's pretty much all smut. R & R thanks a bunch! :) xo

Disclaimer: I don't own Austin & Ally or The Disney Channel.

Ally's POV

Flashback

I had been crying for what had felt like hours. I had taken a shower to try and calm myself down, but it was to no avail. When I came out of the bathroom I had noticed that the clouds had gotten extremely dark and that it would downpour any second. Shit. I left the windows open to let in some fresh air earlier, and I had to go close and lock them. I ran down the stairs and look across the street to see Austin's car and he's standing outside it, it had just started down-pouring. I'm wearing Austin's light blue leather jacket that is pretty long on me, I knew that I should take it off but I just didn't. Oh my god! I need to get him inside as quickly as possible before he gets sick. He had said that he had wanted to give me space, but he feels incomplete without me and it felt like his heart was broken because of the 'distance' between us. I felt just awful, yes I needed space but I probably only needed a day, not three. It was then that I had decided to tell him that I'm in love with him. I had tried to deny it and not act on my feelings for so long, but I finally 'manned' up and just reciprocated the feelings he has for me. What he said next I wasn't expecting.

I love you Ally. I love you so much it hurts. He looked at me with tears in his eyes, but they weren't tears of sadness it seemed like he felt a mixture of emotions. He felt relieved, confused, happy, conflicted, etc.

So many other things said were said that would be forever etched in my mind, but here's just a few more.

I want to put you first. What did he just say? Did he really just say that? Your needs deserve to come before mine. I've been way too stupid and for entirely too long. I get why you felt like you were always my second choice. That's not the case. Baby, I love you its always and only been you. That's what I've always wanted. For the longest time it felt like I was always put on the back-burner, Austin's second choice, but honestly... I don't feel that way anymore. I'm going to make love to you. I'm going to show you just how much I cherish you. I want you. I need you Ally. I think it's pretty safe to say that my heart either skipped a beat or completely stopped as I tried desperately to hear and feel every word that Austin was saying to me. I just couldn't believe that this was all real. Oh, but it was.

The next thing I know. Austin's closed the front door, my legs are currently wrapped around his waist and he's carrying me up twenty stairs to my bedroom, while trying to walk and kiss me at the same time. I have NO IDEA how he managed that without us falling backwards down the stairs. All of the sudden we've reached my bedroom and manage to stumble into my room. We manage to somehow make it over to my bed, he falls on top of me. We continue to kiss passionately I might add, dear God I want him so badly right now. I pull away just for a second.

"Baby, what's wrong?" He asks with concern in his voice. "I want you. I really want you, but I've waited eighteen years, so what's another day or another month, months even? I will wait for you to be ready because you're worth the wait."

I could see the desire in Austin's eyes. You would think that they'd be fueled by lust but no this is very different. The look in his eyes expresses desire in a sense of passion, tenderness and love. I've never seen at Austin look at anyone else like this ever until now.

I knew in that moment that he was being one hundred percent raw with me, totally unguarded. He finally opened up to me, and didn't shut down for once. "Austy, nothing's wrong. You don't have to wait any longer. I want to give you the most special part and experience I'll ever had up until this point."

He touches my cheek, "Are you saying yes? You want to do - I mean I was serious before, but I didn't think or even know if you were ready and -"

I cut him off, " I want to give myself to you, now shut up and kiss me."

He's still laying on top of me, but we rise to a kneeling position where we're facing each other. He grabs my face to start kissing me hotly again. He strips his blue leather jacket off of my shoulders first, then kisses my shoulders and collar bone. I just felt so...romantic. Oh wow, this is only the beginning and we're still dressed. My crossback-knit sleeveless v-neck Austin loves, a pair of cute black shorts. His white t-shirt is completely drenched. His six pack is completely exposed as I can see his abs right through his shirt, God he's so hot. Once I look back up I see that his hair is soaked and messy and yet he looks downright sexy. I glance into my vanity for a second, see that my hair is soaked and I look like a wet dog, it looks like I just came out of the ocean and it's just starting to dry. Austin and I are soaking wet and I'm sure dripping all over my bed and this may not happen the way I have always imagined it, but at least it'll be with him.

Okay, so where was I?

Oh right, so I had already been rid of his blue leather jacket, I waste no time and reach down towards his torso and the hem of his white shirt and pull it over his head. Once I have his shirt off I kiss him starting at the neck and all over his abs. The next thing, "We need to get our clothes off and get warm." Did he really just say that? Haha, so this is what real life sexual situations are like, mindless chatter.

"Oh Austy, I'm cold. I think you should warm me up." I wink at him, wait where the hell did that come from? Ahhhhh so my years of being a tease have paid off. "It would be my pleasure." He whispers huskily in my ear. Kissing right below my ear lobe.

Holy shit, how does he know that's a trigger spot for me? Wow. Just wow. He lifts my wet shirt over my head and presses our bodies together, running his hands all over me. Austin's touch. There's no other feeling like this. I feel like my body is on fire, I actually really like this feeling. He continues to kiss me and lays us down on my bed, which is damp from our soaking wet clothes, but at least it's just us here.

"We're going to take our time with this whole experience. I'm not rushing any of this with you baby." Austin said to me, "I just want to be with you. I don't care how long this goes on." He turns me so I'm laying flat on my back. I go to cover my chest, but he pulls my hands away from my bra. He motions for me to lean up and takes my bra off, once again I go to cover my chest, "No, I don't want you to hide your body from me. I want to see all of you." Just when I think he can't get any more perfect. I'm proven wrong once again. "But Austin-"

"No. [kisses my lips] look [kisses my nose] at me [kisses my cheek] Ally, you [kisses my neck] are [kisses my stomach] perfect [kisses my hip bone and looks up at me]. He slowly removes my shorts and leaves me in just my thong. I've never felt more vulnerable than I do right now. I feel so exposed. Austin's only shirtless, well that's about to change.

"Come here Austy." He climbs up and hovers over me.

"Now, I'm pretty sure that for this to work. I can't be the only one missing practically all of my clothing. So, it's your turn."

Austin gulps, and nods his head. I grab his forearms and manage to flip him over. I start unbuttoning his jeans, he anxiously assists me in sliding them off of him and tossing them on the floor. I'll leave him in his boxers for now. I reach down for him and put my hand inside his boxers to grab a hold of him as he's already erect, he emits a hiss.

"Am I hurting you?" I ask worried I hurt him. I've only done this maybe once or twice before and only ever with him.

"No baby, it feels really good." I let out a sigh of relief. He pulls me down so I'm facing and lying next to him, begins to gently massage my mounds and they become hardened and sensitive to the touch. Things start to get more heated, I guess he wants to slow us down and just enjoy each other. He turns me so my back is to him, I press my back into him and start rubbing my ass against his erection threatening to push out of his boxers.

"Oh baby." He grunts, "I love the dimples at the bottom of your back." Austin moves his hands from massaging my breasts to pushing my thong down. Well then. I smirk to myself, he pushes two of his digits into me while kissing one of my many erogenous zones my neck. It's just so - he adds a third finger eliciting a moan from me, I'm dripping and so ready to be intimate for the first time ever with the guy I am in love with. I turn to face him and pull his boxers down, begin to stroke his member up and down grasping onto it tightly.

"Do you want me to?" No, right now this is about us and our first time together. I want this to be perfect and memorable." That's so incredibly sweet that he just said that. "Do you have?" He pulls out a condom, continues to kiss me massaging my breasts at the same time. "Yes, but baby. I'm nervous. What if I hurt you? What if I suck? What if?" I stopped him right there. "Austin, I'm scared too. It's okay. I want to do this. I love you. Just be in this moment here with me." He kisses me, our bodies completely exposed to one another, as he rolls the protection over his erect member. "

I love you so much Ally. I just don't want to disappoint you." I touch his cheek and he looks down into my eyes, "You won't." He positions himself at my center, begins to push the tip in about two inches deep. "Are you okay? I don't want to hurt you. I'll go slow and be gentle. I promise."

He truly and genuinely loves me. I can't believe that I ever thought Gavin could make me feel this way. I signal for him to push a little deeper, wince in pain, "Oh God. I hurt you. I'm so -" No Austin, everything will be alright just stay focused on me and on us alright?" He nods, "You can start moving inside of me. I think that'll loosen me up a bit for you." He takes my direction and after a couple of minutes I push my body up towards his until he fills me to the brim. He starts to move slowly inside of me, there's nothing as amazing as feeling this close to someone. He just feels really good around me, it's like he subconsciously knows what he wants. I don't think I'm over-thinking this, but Austin's really good for a virgin. I heard that they're either awesome or they really suck. For a beginner, as a guy he certainly seems to know what he's doing. He's brought me into ecstasy and close to the edge at least twice already and we've been going for about ten minutes solidly right now. I honestly don't think I could ever get enough of this, this euphoria is just out of this world amazing. He keeps alternating between my neck and my lips, dear God there's just...

"Does that feel good baby?" I elicit another moan, he smirks pleased with himself, "A - Austy don't stop." He continues to grind even deeper into my core hitting my g-spot. Holy shit, that feels amazing. "Baby I'm close. I don't want to finish without you though." Austin nibbled on my ear, started kissing me and pushing me over the edge. "Okay. I'm ready when you are." Well that sounded kind of awkward but he got the jist of what I meant. He quickened his movements, the sound of him finishing was so manly and insanely fucking hot. He falls on top of me as we both finish.

" Ally, I love you." He presses his lips to mine is the sweetest and genuinely most love filled kiss we've ever had. "I love you too." He tells me that he's going to pull out, making sure that I'm really alright. Wow, he really has changed. Austin used to only care about himself, I was so used to being put on the back-burner. Maybe it took him losing me for him to understand just how important I am to him? Before I know it Austin's back from my bathroom, has disposed of the condom. Filled, I might add, yes I looked. Job well done Ally. Who doesn't? I wanted to make sure that he actually did and that I genuinely made him feel that good.

He comes back from the bathroom and starts to walk towards the bed. I'm just lying here naked and blissful wrapped in my sheet. When I see him walk towards me. I stand up with my blanket wrapped around me, he says,

"That is the sexiest thing I've ever seen. Give me twenty minutes and I'll probably be ready to go again."

I just wink at him, " Woman, are you trying to kill me?" I smirk at him, pouting my lips innocently and batting my eyelashes, "Maybe?"

He backs me towards the bed and pounces on me. "Say it. Say that I'm the sexiest guy alive and there's no one else better."

He tickles me and knows exactly where I'm ticklish. "Stopppp! I can't breathe."

I'm laughing so hard that I really can't breathe. "Austy you are the sexiest guy alive." I halt, he looks at me, "And?"

He quirks his eyebrow, I wiggle out from his grasp and start to run to the bathroom door, he grabs me by the waist. "Where do you think you're going?" He spins me around and crashes his lips to mine once again. " I need to shower. I'm all sweaty and gross. I smell like straight up sex."

His eyes brighten, "Can I join you?"

I grab his face, peck his lips one more time. "Access Denied."

He starts to whine, "But Baby. I thought that you loved me."

That freaking pout and puppy dog eyes, I swear. "No Austy, maybe it'll happen in the future, possibly near future, but you have to earn that privilege."

"Alright, but when you get out. I'm going to shower and then serenade you, and ravage your entire body all over again."

I drop the blanket, completely naked, glance over my shoulder, "I'm counting on it." I walk into my bathroom and lock the door.

Austin's POV

Did she just drop her bed sheet completely naked? I swear. I'm definitely going to be hard again in less than twenty minutes.

Oh my god. I can't believe this I really made love to the love of my life. Holy shit. I'm definitely going to marry her. It's only a matter of time.

Whoa there buddy! You may have been intimate with her, but she's not your girlfriend yet. You're not officially together. So cool your jets.

Oh I'm cool. I feel like I could climb the highest mountain. I smirk to myself.

Alright lover boy, you need to be smart about this. Do not...I REPEAT..DO NOT FUCK THIS UP AGAIN!

You got it. You're the boss brain.

...

Is that the doorbell I hear? Yes. I hear Ally calling from inside the hot steamy shower. I know she likes really hot showers, I want to put my hands all over her immediately. She locked the door though, yes I checked.

"Austy, is someone at the door?"

I look out the window to see a familiar car.

" I don't know Als."

"Can you go check? I'll be out of the shower in a few minutes."

"Yeah babe. I'll go see who it is."

I look and find my boxers hanging on Ally's bedpost. I take my sweet ass time in no rush to hurry down the stairs. I throw my boxers on, leaving my body shirtless and check my hair in the mirror. I look like a sex god. Perfect.

Who is it?

You'll just have to wait and see.

I run down the stairs, peek through the peep hole and open the door.

"You again?"

A/N: Uh ohhhhh someone's at the door. Who do you think it is? ;-)