Blueeyeddevil06 thank you for being my beta!

Serena sat down next to Darien at the Crown Arcade. Andrew was off taking other people's orders, so they had some privacy. "Darien, I really need your help." She had decided that she was tired of spending Valentine's Day alone, and she needed her best guy friend.

"Do you have a test coming up or something?"

She huffed. "No!…" She paused and sighed. "Yes, actually I do! Shoot, now I need your help with two things!" She pouted and put her head down on the counter.

He shook his head at her in amusement. "I'm happy to help you study. What's the other thing?"

She sat up and asked. "Do you have plans on the fourteenth?" She asked hopefully.

"No, why?.. Wait, isn't that Valentine's Day?" He looked at her in confusion.

"Yeeeees!" She whined. "I'm tired of never having something to do on Valentine's Day. Can we just get together at your apartment, wear comfy clothes, watch a movie, and eat junk food? Well, actually I'll eat junk food. You can eat that healthy boring stuff you like." She wrinkled her nose at the thought of his choice of snacks.

"Would you expect me to watch some chick flick?" He asked skeptically.

She shook her head. "No! Absolutely not!" She put her finger to her lips and thought. "I'd be happy with an action movie, just no horror." She shuddered at the thought of gore.

"I'll have snacks. Come over, and we can search for something to watch together." He agreed.

"Thank you!" She beamed at him. "I'm so glad we're friends! I can always count on you."

He looked at her expectantly. "And, what is your test on?"

"Math," she spat out. "The good news is that you've been helping me as I go along. I just need to review."

"And?" He prompted expectantly.

She glared at him. "And, 'Darien is right, it's easier if I understand the material as I go along. It makes studying for a test easier.'" She parrotted his words back in a sing-song voice.

He smiled at her. "Pull out your study guide we made as you went along. I'll help you review it."

He helped her study as Andrew came and went from behind the counter, taking orders and periodically filling Darien's coffee. Thirty minutes of studying later, Serena ordered a milkshake and was smiling. "I hate to say it, but you're right. That was a much easier way to study for my test." She took another sip and then added, "I do appreciate that you're always willing to help me.

"Serena, I had no choice. Once you decide you're going to be friends with someone, they don't stand a chance to get away." He laughed when she glared at him. "That's a good thing, really. I'm glad you forced me to be your friend. I'd hate to have missed out on all of this."

She scoffed. "You, coming to my rescue time and time again? You'd miss that?"

"That's one way to look at it. The other way is that I enjoy your company, and it's nice to feel needed. I've never felt that way before I met you."

She beamed at that. "Well, I'm glad my needing your help all the time makes you feel needed." She laughed and added, "You're not giving yourself enough credit though. You're not just needed because you help me. I need you around because you are genuinely one of the best people I know!"

"You're at a disadvantage with that." He stated. "You don't have the benefit of meeting someone like you. I do. Every one of your friends, including me, actually, especially me, was an outcast, and you invited us into your world."

Serena thought about it for a bit and finished her milkshake. "I'm really good at picking amazing friends. But, is it strange that no one picked me?"

"What?" He jerked his head towards her and looked at her in puzzlement.

She shrugged. "It doesn't matter, it's just a thought I have sometimes." She hopped off her chair and left money on the counter for Andrew to pay for her milkshake. "I just wonder what it would be like for someone to pick me first. Don't get me wrong, I am good at picking friends, and I'm so happy." She shrugged. "Nevermind, I'm just in a strange mood with Valentine's Day on the way. It's just another reminder that-" She shook her head and straightened her shoulders. "I really am being silly right now." She flicked one of her streamers behind her shoulder, grabbed her bag, and said goodbye to a stunned Darien.

Andrew came back a few minutes later and looked at Darien curiously. "Is there something wrong?" He picked up the money for Serena's shake and put it in the cash drawer.

"Serena said something odd. I'm curious, how did the two of you become friends?"

Andrew smiled. "We were in, hmmm… third grade together, and I was being bullied. I was awkward back then. While the school bully was picking on me in front of a large group of kids, Serena marched over and shoved him. She then screamed at him to stop in front of everyone. Can you imagine tiny, sweet Serena screaming at someone to stop being a meanie?" Andrew laughed. "She then looked at me and told me to join her and her friends in their game of tag. We've been friends ever since."

Darien laughed. "That sounds exactly like what I would expect her to do!"

"Oh, it gets better. The bully was Nephrite. He came and apologized to her the next day. Her, not me, mind you, and she told him to join our game. We've all been friends ever since."

"How have I not heard that story before?" He chuckled and shook his head.

"Serena isn't the type to brag. Really, I was being bullied, and a girl rescued me. Nephrite was the bully and got shouted down by a girl. She's the only one that comes out looking good in that story."

"Yea, she doesn't tell stories about anyone that makes them look bad…"

Andrew filled Darien's cup of coffee and said, "She's one of a kind."

Darien stared at his coffee, picked it up, and took a sip. He placed it down gently and said, "That she is."

For Darien, that week felt like the blinders came off, and he was finally seeing things clearly. He was in love with Serena. How did he not know that?! He looked at her across the classroom, and she was smiling and laughing with Mina. She was stunning. He found the corners of his mouth were twitching up into a smile.

He turned back to his friends and found out that Kunzite was taking Mina out for Valentine's day. He sighed. That explained why Serena wanted to hang out with him, her best gal friend had a date.

Darien looked across the room at Serena. He'd stopped by Mina's house with Kunzite since he wanted to drop something off to his girlfriend. She wasn't expecting him, and Serena was staying the night. Mina let them in with a surprised happy smile and then drug Kunzite off for who knows what. Actually, he had a guess, but he didn't want to think about it.

He tried to look at Serena's face. She was wearing a very sexy nightgown that he wanted to strip off of her and taste her bare skin.

She blushed and said, "I should probably go put on something more appropriate. You'll be here a while if you're taking him home." She stood to go, and he caught a view of her panties. Yes, he was looking.

He was horrified when he said, "I have absolutely no complaints about what you're wearing."

She turned and looked at him in shock. "I'm barely dressed." She ran a finger over the curve of her breast.

He swallowed hard and didn't say anything. He realized he couldn't trust what was coming out of his mouth.

She walked over to him and slid one strap off her shoulder, and it exposed more of her breast. "What did you say?"

He tried to control his breathing and said, "I forgot." His mind was blank as he stared down at her breasts.

"I said that this isn't appropriate." She then slid the other strap off, and it slid to the floor. She stood in front of him in just her panties. "How about this?" She stepped away from him and walked to her room. "Coming?"

He nodded and his feet began to move after her. He walked into the room, and she was naked on her bed. Her breasts were enormous, and her legs were spread for him. She ran her hands down her neck, over her breasts, down to her stomach, and then crooked her finger at him, beckoning him to her. He stripped off his clothes and crawled towards her on the bed, and he kissed up her leg as he did. His eyes were focused on her tits.

Beep. Beep. Beep.

Darien cursed as his alarm went off. Damn, he always woke up before he got to have sex with her. He took a cold shower and got ready for the day. She was the stuff out of his fantasies, and he was always tempted to hold her and kiss her whenever he was near her now.

He still made sure to offer to help her with her homework every day after school. She smiled at him and told him he was sweet. He would take sweet for now.

Serena sat down next to Mina the day before Valentine's Day in class. Mina smirked and whispered, "So, you ask Darien to spend a friend's day with you tomorrow and now he can't keep his eyes off of you."

She looked sharply at Mina. "That's crazy!"

"Pssht! It's not. That boy's smitten. I am the goddess of love after all!" She smirked and flashed a V sign at Serena.

"You did manage to get one of the hottest guys in school." She acquiesced. "But, that doesn't mean you're right about Darien."

She leveled a look at Serena. "He should date you. Then we'd have the hottest guys at this place, it would be epic!"

"But, he's not interested in me."

Mina rolled her eyes at her. "Seriously, girl. When Kunzite looked at me the way Darien is looking at you, you insisted he was crazy about me."

"And, you didn't listen to me!"

"And, you were right!" She smirked. "Case and point! I win."

Serena chuckled. "I'll keep an eye out tomorrow night."

"You told him comfy clothes, right?" Serena nodded. "Make it sexy too." She winked at her.

"Hmm. I know just what to wear. I'll see how he reacts. Are you happy?"

"I'll be happy when we're dating best friends." She grew serious and looked at Serena. "I mean it. I really do think he's developed feelings for you. I wouldn't say something unless I was sure."

Serena cocked her head and thought about it. "I'm realizing I hope you're right. I've always respected him a lot, and he's been an amazing friend."

"They make the best boyfriends. Look at Kunzite and me together."

"You're perfect for each other."

"And we were friends first. We really knew each other before we started dating."

"So…" She smirked. "Sexy." She tapped her finger on her lips. "I think I got it. Boy shorts and a sexy tank top."

"You're walking over in the cold." Mina reminded her.

"So I just put on sweatpants and a coat over it." She shrugged. "It will be funny to watch his face when I take them off." Mina just dissolved into giggles.

Darien answered the door to his apartment with sweaty hands. He was spending Valentine's Day with the girl he had feelings for, and they were just hanging out as friends. He watched Serena step in and take off her coat. She was wearing a tank top, and her boobs were in a bra that pressed them up. They looked so fucking hot. He swallowed hard as she removed her shoes and then her pants. What?! "Serena, what are you doing?!"

She laughed. "I just wore the sweatpants over here. I have shorts on underneath them. I just didn't want to get cold. I brought a fuzzy blanket to cuddle up under." She pulled out the blanket and threw it on his couch.

Darien tried to control his raging hormones. He felt the blood rush south, and he wanted to touch her so badly. He swallowed hard again and asked, "What movie do you want to watch?"

She shrugged. "Let's search for one."

He nodded, sat on the couch, grabbed the remotes, and started looking. She then came over looking like sex and sat next to him, grabbing the blanket. "Mind if I lean on you? I'm a bit cold, and you're so warm." She didn't wait for his response. She laid against him and pulled the blanket up over them both.

Darien's hormones were still coursing through him and he said, "Hold on, let me shift a moment." He leaned against the armrest and made a space for her between his legs. She then laid her back against his chest and covered them up with the blanket.

She asked, "So, what do you want to watch?"

"I'm not sure. Do you have any suggestions?" She shook her head. "10 Things I Hate About You?"

She looked at him in shock. "You're kidding, right? I love that movie, but it hardly seems your style."

He chuckled. "It's based on Shakespeare's 'Taming Of The Shrew.'"

"Nerd." She said with no real heat.

"Yup, a nerd that's willing to watch it with you."

"I take it back, it's not nerdy at all." She turned her head to smile up at him. Then she settled back onto him to watch the movie.

It didn't take Darien long before he couldn't fight it anymore, and he wrapped his arms around her and rested his hands over the blanket on her stomach.

Serena felt like the nerve endings in her body were electrified. At a pause in the dialogue, she said, "Your hands must be cold." She then lifted the blanket and made sure his hands settled on her stomach, and all that was separating their skin was her thin tank top. She then tried to look like she was focusing on the movie.

Darien was definitely feeling warmer like that. He hoped he was reading her signals right. It was that, or his hormones were just in control. He lightly started stroking her stomach. His eyes shot open when she let out a little moan. He stroked her stomach a little more, and she pressed her back into his chest more. He swallowed hard for what felt like the hundredth time, and his hand found its way under her shirt and rested on her bare stomach. He felt her arch her back and tilt her head to give him access to her neck. He wasn't one to resist her, so he brought his lips to her neck and kissed it as he pressed his warm palm against her stomach. She moaned and pressed her neck up towards his lips again. He licked and sucked on her neck and nibbled his way to her ear.

His gentle touches were driving her absolutely wild. She wanted more. He always seemed so assured, and now he was almost tentative. She wanted her Darien back. The one who always knew what he wanted and went for it. "I want…" She trailed off and moaned while he kissed up to her ear again. "I want you to touch my boobs."

His hand drifted from her stomach over her ribs and brushed the underside of her breasts. "Serena, I chose you." She moaned as his hand cupped her breast. "I might not have initiated our friendship, but I want to be the one to get this to go deeper. Please, date me."

"Yes!" She then stripped off her shirt, and his eyes popped open. "You look cold." He quipped.

She laid down in his arms. "What are you going to do to warm me up?"

His hands went to her breasts, and he moaned. "So fucking hot."

"You like my boobs?"

"I'm a guy, a teenage guy at that. I like boobs, and yours are huge. Even when we were just friends, I wanted to touch them. Big boobs are big boobs."

"Pervert, I was your friend!" She chuckled.

He pinched her nipples. "Guilty." He moaned as he pulled down the cups of her bra and felt her bare breasts. "You can call me whatever you want if you let me keep touching them." He nibbled her ear and said in a husky voice, "Although, I want you to call me Darien when I bring you to orgasm."

"You're sure you're that good?"

"I've never tried before, but I'm good at everything that I put my mind to. And, pleasing you will definitely be something I'll work at very hard. I want to study and learn your body, your desires, and the sounds you make in pleasure."

She sat up a bit and unhooked her bra, letting it fall to the floor. "You want me so badly?"

"I do. When you asked me to spend Valentine's Day with you, we were just friends. But at that moment, everything started to change. All this week, I couldn't get you out of my head. I've had some very erotic dreams of you, and I wake up hard. Then I go to school and see you, and you're the kindest, fiercest, most loving person. I quickly fell in love with everything about you." His hands were on her breasts, playing with them.

She didn't know how to respond to all of that. She felt him pinch her nipples, and she grew even wetter. "Are my boobs what you hoped they were?"

"Better. They're bigger, softer, firmer… and I'm really getting to touch them." He kissed the top of her head. One hand stayed on her breast, and the other one slid down over her ribs and rested low on her stomach. He stroked the waistband of her shorts.

"Seems like my boobs aren't the only thing you want to touch." She challenged him.

He blushed a deep red. "I want to touch your pussy and see if I'm getting you wet. Will you let me?"

Serena swallowed hard. Damn, that was hot when he told her what he wanted from her. She unzipped her shorts and gave him room to get his hand down it. "Please, touch me down there."

He slid his fingers between her folds. "You're so wet for me Serena." He swallowed hard and removed his hand from her, and she whimpered. "Serena, back to me being a pervert, can I-" He swallowed hard again. "Can I take off all of your clothes and blindfold you on my bed?"

She looked up at him. "What if I'm not as sexy like that?"

"Serena, I've seen you in a bikini. Your body is perfect."

"That was months ago!"

"Just because you were my friend, it didn't stop me from picturing you naked. Guys fantasize about the hottest girls they know. The hottest girl I knew just happened to also be my friend. Your body always stood out to me."

She hopped up, pulled off her shorts and panties, and took off running towards his room, laughing. He loved looking at her bare ass as she ran. He caught up to her, lifted her in the air, and spun her around while she giggled then tossed her on his bed. He then went to his closet and pulled out a silk necktie, and he wrapped it around her head a few times, covering her eyes and tying it behind her head. He laid her out, spread her legs wide for him, licked her pussy with the flat of his tongue, and blew cold air on her.

She moaned and writhed. "That feels so good."

"I'm glad to hear that. I'm going to keep trying things, tell me how it feels. I plan to really start learning your body tonight." He kissed over her stomach and to her hips. "Can you see anything?"

She shook her head. "No, I can't see anything. I'm feeling so much though."

He sat up and ran his finger through the folds of her pussy. "You're dripping wet already." He then leaned forward and sucked on a nipple.

"More."

"More of what?"

"Everything. The touching, teasing, the dirty talk. I really like that." She reached out, found his face, and caressed it.

"As much as I like that, it won't do. Right now, this is all about you." He got up to get another necktie and tied her wrists together. "Put those above your head." He looked at her laid out for him. "I am a pervert, aren't I? I like this bondage look on you."

She smiled. "What do you like about it?"

He grew pale. That was embarrassing to say, right? Then he looked at her and realized what she wanted, more dirty talk. "I like the view it gives me of your sexy body. Your hands above your head lifts your plump breasts even more." He thought about what it did to him. "I would never do anything you didn't want me to, but it gives the illusion you're mine for the taking. That every desire I have, I can act on. That you're at my mercy and I just have to take what I want from you."

She moaned. "What is it that you want from me?"

"I want you to be my first. I want to slide my cock in you, fill you up, and feel you come to bliss. To then see you sated and satisfied."

"I want that too. It turns out that it isn't an illusion that I'm yours for the taking. It's real, and it's yours."

He shuddered out a breath. "Serena, you can't mean that."

"Why?"

"Because it's too fucking good to be true. I want it so badly that I'm afraid to hope you really mean that."

"If my eyes weren't covered, you'd see I was rolling them at you right now. No means no. Well, equally, yes means YES. Take me at my word in both instances."

He swallowed hard and spread her legs wide. He then lowered his mouth to her pussy and licked and sucked. She always knew that he loved to study and could spend hours mastering a topic. She promised herself she'd never tease him about it again. He put all of that time and patience studying into studying her body and what brought her the most pleasure. She whimpered when he brought her to her fourth orgasm with his tongue. He then told her he would move onto using his finger too. Her whole body trembled, she was so strung out. He didn't stop until he'd learned so much about bringing pleasure to her body.

"You look so wanton right now, Serena." Darien liked how she looked with her mouth open from her orgasm, her hair disheveled, and her legs spread for him.

She just moaned in response at first. Finally, she said, "You're incredible. I'm never going to pick on you for your study methods again. I love how thorough you are."

He smirked. "Really? I couldn't tell."

"Ha, ha, Mr. Sarcastic."

He laid over her, thrust into her, and removed her blindfold. "I want to be able to watch you while you come undone this time." He locked eyes with her and began making love to her. He tested and learned her body and brought them both to a powerful orgasm. "You are absolutely stunning."

She rolled to lay on his shoulder. "I don't ever want to leave your bed."

"Good thing your parents are out of town, and your brother is with his friends. Please stay tonight."

"Oh, thank goodness! I was hoping you'd ask. I don't think my legs work anymore."

Mina called Serena the next morning to tell her how her date with Kunzite had gone. When she heard Darien talking in the background, she started screaming, "I told you so!"