warnings: smut (blowjob, fingering)

Elle sat at her desk, absently flipping through case files. The steady hum of the bullpen provided a backdrop to her thoughts, which were consumed by memories of that night with Spencer. She found it increasingly difficult to focus, her mind wandering back to the feel of his lips on hers, the warmth of his hands on her waist.

She glanced up, catching sight of Spencer as he entered the room. Her heart gave a little leap at the sight of him, but it was quickly followed by a pang of disappointment. He avoided her gaze, his eyes firmly fixed on the stack of papers in his hands.

"Morning, Reid," she called out, trying to keep her tone casual.

"Morning," he replied, his voice barely above a mumble as he hurried past her desk.

Elle watched him go, a mix of frustration and sadness welling up inside her. She knew he was avoiding her, and it hurt more than she cared to admit.

Taking a deep breath, she decided she couldn't let this go on without at least trying to address it.

Later that day, when the bullpen was quieter and most of the team had left, she found her chance. Spencer was at the coffee machine, his back to her. She approached him, determined to at least start a conversation.

"Hey, Spencer," she said softly, hoping not to startle him.

He turned, a look of surprise flashing across his face. "Oh, hi Elle," he said, his tone guarded.

"Can we talk?" she asked, trying to keep her voice gentle. "I feel like we've been... distant."

Spencer hesitated, glancing around the bullpen as if searching for an escape route. The tension in his shoulders was palpable, his eyes darting nervously from desk to desk. Finally, he looked back at Elle, his voice strained. "I'm not sure now is the best time," he said.

"Why?" Elle pressed, her gaze steady and unwavering.

"I... I have a lot of paperwork left," Spencer lied, his fingers fidgeting with the stack of files in his hand.

Elle arched an eyebrow, her skepticism evident. "No, you don't."

"You don't know that," he retorted, a defensive edge creeping into his voice.

"Yes, I do. I can see it. You finished hours ago. You're doing Morgan's paperwork," she pointed out, her tone firm and unwavering, cutting through his excuse with a clear note of frustration.

"Exactly. As I said, I still have more paperwork," he insisted, clutching at his excuse like a lifeline.

"Spencer..." Elle's voice was a mixture of frustration and concern, her eyes searching his face for any sign of the Spencer she knew - the one who was always honest, always straightforward.

"Maybe next time," he said abruptly, turning on his heel and walking away quickly. Elle watched his retreating figure, feeling a deep sigh escape her lips. She stood there for a moment, the weight of their unresolved tension pressing down on her.

The bullpen was a blur of activity around her, agents and analysts bustling about with their own tasks, but Elle felt a world apart. She returned to her desk, her mind racing with thoughts of Spencer. His avoidance was tearing at her.

Elle tried to focus on her work, but her eyes kept drifting to Spencer. She noticed the way he hunched over his desk, the way he buried himself in files and reports, anything to keep from facing her.

Why was he avoiding her so adamantly? Did he not like the kiss? Had she misread the signs? Obviously since he left so quickly. But she was so sure. Doubts swirled in her mind, each one more troubling than the last.

As the day wore on, Elle found herself replaying their kiss in her mind. The memory was vivid - the softness of his lips, the tentative yet eager way he had responded. There had been something real in that kiss.

She knew pushing him too hard might drive him further away, but she also knew they couldn't continue like this indefinitely.

The silence between them was deafening, and the distance only seemed to grow with each passing day. Elle resolved to give Spencer the space he needed, but she also knew she wouldn't wait forever. Something had to give.

For the next few weeks, Spencer kept his distance from her. Their work continued as usual, but Spencer carefully avoided any situations that might lead to another moment alone with her. He busied himself with case files and research, using every available distraction to keep his mind off the kiss they had shared.

His plan of avoiding her and talking about that night so far was successful. It had been weeks, and it seemed like Elle had given up, but still, sometimes he caught her staring at him like he was a wounded animal. He hated it.

He hated that his feelings were so transparent, that his awkwardness and uncertainty were on full display. Spencer's mind was a tumult of confusion and longing. He replayed the kiss over and over, the softness of her lips, the warmth of her touch. It had felt so right, yet the implications terrified him. He couldn't afford to let his emotions cloud his judgment, not when their jobs demanded clear heads and professional boundaries.

It had been a few weeks since that night, and the team found themselves in the middle of a particularly challenging case. They were in a small town in Ohio, tracking a serial arsonist who had escalated to murder.

The unsub had already claimed three victims, each one found in the charred remains of their homes, and the pressure to catch him was mounting. The team gathered in the local police station, the air thick with tension.

Hotch stood at the front of the room, outlining their strategy. "We need to divide and conquer. Morgan, you'll be with JJ interviewing witnesses. Spencer and Elle, I need you two to go through the fire department's reports and cross-reference them with the victim's backgrounds."

Spencer glanced at Elle, his expression tense, then quickly looked away. "I can manage the reports on my own," he said, his voice a little too quick, too defensive. The room went silent, everyone exchanging puzzled glances. Morgan raised an eyebrow, and JJ's lips formed a thin line of concern.

Hotch's gaze sharpened, and his voice took on a firm edge. "Reid, I assigned you and Elle to this task for a reason. You will work together."

Spencer shifted uncomfortably, feeling the weight of everyone's eyes on him. "Fine," he muttered, his shoulders slumping slightly in resignation.

Elle watched him, her own heart aching at the strain between them. She knew something had to give, but right now, they had a job to do.

The rest of the team dispersed to their assignments, leaving Spencer and Elle standing together in an awkward silence. Elle took a deep breath, trying to push past the tension. "Let's get to it," she said, her voice steady but her eyes searching for any sign of the Spencer she knew.

Spencer nodded, his jaw tight. "Yeah, let's go," he replied, leading the way to the records room. As they walked, the silence between them was deafening, filled with unspoken words and unresolved emotions.

The records room was dimly lit and cluttered with stacks of old reports and files. Spencer and Elle settled at a large, cluttered table, spreading out the fire department's reports and victim backgrounds. The only sounds were the rustling of paper and the occasional scribble of a pen.

After a while, Spencer looked up from his stack of reports, his expression determined. "I can look through these myself," he said, his voice tense. "I'll be quick. It will take me..." He glanced at the pile, running his finger along the edges of the papers, calculating. "...about 1 hour and 12 minutes."

"What the fuck is wrong with you?" Elle's eyes narrowed, her frustration bubbling to the surface. "Are you trying to get rid of me?" she snapped, unable to keep the anger out of her voice.

Spencer flinched at her tone but stood his ground. "No, I'm just trying to be efficient."

"Efficient?" Elle echoed, her voice rising. "What are you really doing, Spencer? This isn't about efficiency. You've been avoiding me for weeks. What's going on?"

Spencer's jaw tightened, and he avoided her gaze. "Nothing's going on, Elle. I'm just trying to do my job."

"Don't lie to me," Elle shot back, her eyes blazing. "I've known you long enough to know when you're hiding something. We need to talk about what happened."

Spencer finally looked up, his eyes filled with a mix of guilt and frustration. "There's nothing to talk about," he insisted, his voice tight.

"Bullshit," Elle shot back, her gaze unwavering.

Spencer sighed heavily, his shoulders sagging. "What do you want to talk about then?" he asked, his tone resigned.

"How about that night you ran out of my apartment?" Elle's voice softened, concern etched in her features as she searched his eyes.

"I had to leave," Spencer replied quickly, his words almost defensive.

Elle stared at him, her expression pleading. "Spencer... please," she implored softly. "You're my friend, at least that's what I thought. I'm sorry about that night. I'm sorry, okay? I clearly misread the signs. Let's just forget about it and let's be friends."

"Okay," Spencer murmured quietly, but Elle could see the hint of disappointment in his eyes.

"Why did you run away?" Elle pressed, her voice gentle but insistent.

"You said we should forget," Spencer said quietly.

"Forget that. I need to know. Why did you run away?" Elle asked, her tone insistent.

"I just... I don't want to complicate things," Spencer admitted, his voice barely above a whisper.

"Complicate things?" Elle repeated, her voice softening slightly. "Spencer, ignoring this is what's complicating things. We need to talk about what happened. We can't keep pretending it didn't."

Spencer sighed, running a hand through his hair. "I know," he said quietly, his brow furrowed in thought. "We're colleagues, Elle. Statistics show that workplace relationships can lead to complications. Studies indicate that nearly 70% of workplace romances end in dissatisfaction or even damage professional reputations. And considering our line of work, where trust and focus are critical, the risk of distraction is even higher. It's not just about us, it's about our team dynamics, our effectiveness in solving cases…"

He paused, his gaze searching Elle's face for understanding. "I'm not saying I don't care about you, Elle. It's quite the opposite. I value our friendship and working relationship immensely. I just... I worry about the implications if we were to cross that line."

Spencer's words came out in a rush, his nervous energy palpable as he struggled to articulate his concerns. He leaned back in his chair, fidgeting with a pen in his hands.

Elle looked at Spencer, a faint smile tugging at the corners of her lips. "I get it. You're right. As always," she said, her tone soft with a hint of amusement.

"Not always," he added modestly.

"Yes, always. You're always right," Elle replied with a playful smile, her eyes meeting his with warmth.

The team managed to catch the unsub after a tense standoff. It was Elle who had tackled him to the ground, subduing him just as he was about to escape. The unsub put up a fierce fight, and in the struggle, Elle ended up with a black eye. The rest of the team had arrived just in time to secure the scene, but Elle's injury was the most noticeable souvenir of their confrontation.

Later that evening, as Elle sat in her hotel room, a knock sounded on her door. She opened it to find Spencer standing there, looking concerned. He held a small bag filled with painkillers and other first-aid supplies.

"Hey," he said softly, his eyes scanning her bruised face. "I brought you some things that might help with the pain."

Elle offered him a small smile. "Thanks, Spencer, but I'm fine," she replied, trying to brush off his worry.

Spencer's brow furrowed. "Elle, you need to take care of that injury. A black eye can be pretty serious. You should ice it, and take some ibuprofen to reduce the swelling. And you need to be careful not to…"

"Spencer," Elle interrupted gently, "it's okay. It's been worse before. I appreciate the concern, but I really am fine."

He hesitated, clearly wanting to say more, but then nodded. "Alright," he said reluctantly.

Elle glanced at the small bottle of whiskey on the table. "How about a drink instead?" she suggested, raising an eyebrow. "I could use one after today."

"Sure," Spencer agreed, though his uncertainty was evident. He had never been much of a drinker, but he didn't want to leave her alone, especially after the day's events.

They sat across from each other, Elle sinking into the armchair while Spencer took a seat on the sofa. She poured them each a glass of whiskey, handing one to Spencer.

"To a job well done," Elle toasted, clinking her glass against his.

Spencer smiled faintly and took a small sip, the burn of the alcohol surprising him. They sat in a comfortable silence for a moment, the tension from the day slowly ebbing away.

"How are you really feeling?" Spencer asked, breaking the silence, his eyes searching hers for any sign of discomfort.

Elle sighed, leaning back in her chair. "Honestly? Tired, sore, but... I feel good. We got him. That's what matters."

Spencer nodded, his eyes still filled with concern. "You were amazing out there today. I don't know how you do it."

Elle shrugged, taking a sip of her drink. "Just doing my job. We all are. Besides," she added with a wry smile, "I've had worse. A black eye is nothing. Today was a success."

Spencer looked down at his drink, swirling it in the glass. "I just... I worry about you, Elle."

She reached out, placing a hand on his knee. "I know you do. And I appreciate it. But I can handle myself. You don't need to worry so much."

He looked up, meeting her gaze. "I can't help it," he admitted, his voice soft. "I care about you."

Elle's expression softened, "I care about you too, Spencer. More than you know."

Her gaze drifted over him as he sat across from her, his lean frame slightly hunched, his neat hair perfectly in place. She noted the delicate features of his face and the way his furrowed brows framed his intelligent, earnest eyes. There was a gentleness to him, an almost fragile quality that belied the strength she knew he possessed.

They sat in silence, the tension between them palpable. Spencer looked up from his drink, catching her stare, and for a moment, their eyes locked. She could see the uncertainty and curiosity mirrored in his gaze, a reflection of her own conflicted feelings.

Finally, breaking the silence that hung heavy between them, Elle asked "Did you like the kiss?", her tone gentle yet probing.

Spencer hesitated, his brow furrowing slightly. "What?" he replied, caught off guard by her directness.

"You heard me. Did you like it?" Elle pressed, her gaze steady on his.

"Um... yeah, but I don't think..." Spencer began, his words trailing off uncertainly.

"How much did you like it? A lot?" Elle persisted, leaning forward slightly, her curiosity evident.

Spencer shifted uncomfortably in his seat, meeting her gaze reluctantly. "Elle..." he started, unsure how to articulate his feelings.

"Just answer me, Reid," Elle urged softly, her voice gentle yet insistent.

"Yes," Spencer admitted quietly, his cheeks tinged with a faint blush. "I liked it... a lot."

"Hmm," Elle murmured thoughtfully, a small smile playing on her lips. "I liked it too. I'm glad."

Spencer chuckled nervously, a hint of embarrassment coloring his expression as he brushed a hand through his hair.

"You're a good kisser," Elle added, her tone warm and teasing.

Spencer chuckled again, his nerves evident but his smile genuine. "Thanks," he replied softly.

"You know... sometimes people can just enjoy themselves, have fun together and not worry," Elle continued, her tone turning more serious. "Don't worry about feelings and relationships."

Spencer looked at her, a mixture of confusion and concern in his eyes. "I worry about your feelings," he admitted quietly.

"You know what I mean, Reid," Elle said gently.

He sighed softly, his gaze dropping to his knees.

"I like you. You like me. I can see how you're looking at me," Elle continued, her voice earnest. "We can still be friends and work together and... have some fun."

Spencer swallowed nervously, processing her words carefully. "I'm not sure I'm following," he confessed, his voice hesitant.

"Do you want to have sex?" Elle asked bluntly, her eyes searching for his response.

Spencer stared at her, flustered, his face turning a deep shade of red. He opened his mouth to speak, but no words came out. He could feel his heart pounding in his chest, and his mind raced with conflicting thoughts.

"I... uh..." he stammered, looking away as he tried to collect himself. "Elle, this is... unexpected."

She leaned back slightly, giving him space while maintaining her steady gaze. "I know, Spencer. But I'm serious. We both felt something that night. We both need something right now. Why not each other?"

Spencer took a deep breath, his eyes flicking back to hers. "But... What about our friendship? Our work? What if things get complicated?"

Elle smiled softly, understanding his concerns. "We can set boundaries. We can be clear about what this is and what it isn't. We respect each other, right? We can make it work."

He hesitated, biting his lip as he considered her words. "But what if it affects how we work together? What if it changes things between us?"

"It doesn't have to," Elle replied gently. "We'll communicate. We'll be honest with each other. And if at any point either of us feels uncomfortable or wants to stop, we will. No hard feelings."

Spencer looked into her eyes, searching for any sign of doubt or insincerity. He found none. Just honesty and a shared desire. "You really want this?"

"I do," Elle said firmly. "I think we can be adults about this. And I think it could be good for us. A distraction, a way to unwind. No strings attached, just... mutual benefit."

Spencer nodded slowly, feeling a strange mix of excitement and apprehension. "Okay," he said quietly. "But we need to promise each other, if it starts to get complicated, we stop. We talk."

"Absolutely," Elle agreed. "No pressure, no expectations. Just us, taking it one step at a time."

Spencer felt a small smile tug at his lips, the tension in his shoulders easing slightly. "Alright then. Friends with benefits."

Elle smiled back, squeezing his hand gently. "Friends with benefits."

She stood up, taking a few steps to position herself in front of Spencer, who was still sitting on the couch looking up at her. She bent down, placing her hands on the backrest of the couch, her face inches from his. Her eyes locked onto his, and Spencer felt a flutter of nerves and anticipation in his stomach.

For a moment, they just stared at each other, the room filled with a tense, expectant silence. Elle's eyes searched his, and Spencer could see the determination and warmth in her gaze. He felt his breath quicken as she slowly moved her face closer, her lips brushing lightly against his.

The initial contact was soft, almost tentative, as if testing the waters. Spencer's eyes fluttered closed, his heart pounding in his chest. Elle's lips were warm and inviting, and he responded, pressing back gently.

Their kisses were slow at first, exploring and savoring the moment. Elle's hand moved to cup the side of his face, her thumb caressing his cheek. Spencer's hands found their way to her waist, holding her gently as if she might slip away.

As the kiss deepened, a spark ignited between them. Elle's movements became more insistent, her lips parting to invite him in.

Spencer hesitated for a brief moment before following her lead, his tongue tentatively brushing against hers. The sensation was electric, sending a shiver down his spine.

Elle's hands moved from the backrest to his shoulders, pulling him closer as she straddled his lap. Spencer's hands slid up her back, feeling the warmth of her skin through her shirt. Their kisses grew more urgent, a mix of passion and need.

Her fingers tangled in his hair, pulling him even closer. Spencer's hands roamed her back, gripping her tighter as their kiss became more intense.

He could feel the heat of her body against his, the rhythm of her breath matching his own. Their tongues danced together, exploring and tasting, the kiss filled with a hunger that had been building for months.

Elle pulled back slightly, her forehead resting against his, both of them breathing heavily. She looked into his eyes, her expression a mix of desire and affection. "You okay?" she whispered, her voice husky.

Spencer nodded, his eyes still closed, a small smile playing on his lips. "Yeah," he breathed. "More than okay."

Elle smiled back, pressing a soft kiss to his lips once more before pulling away just enough to speak. "Good. Because I think we're just getting started."

She stood up and took his hand, urging him to stand up too. She leaned in and kissed him again, her lips soft and insistent against his.

With a gentle pull, she led them over to her bed, sitting him down and then kneeling before him. Spencer's breath hitched, his heart pounding in his chest.

"Wait," he said, his voice trembling.

Elle paused, looking up at him with concern. "Do you want to stop? It's okay if you do."

Spencer's face flushed, and he could feel his arousal, hard and insistent, straining against his pants. He was overwhelmed, the intensity of his emotions and the situation pressing down on him. He put his face in his hands, trying to gather his thoughts.

"Is everything okay?" Elle asked softly, her voice full of genuine concern.

He nodded, taking a deep breath. "I'm fine, it's just... I've never been with a girl before, and it feels wrong. You… doing this, and I don't even know what I'm doing."

Elle's expression softened, and she reached out to gently cup his cheek still kneeling between his legs. "It's okay, Spencer. I'll show you. We'll take it slow. Can I keep going?"

He swallowed hard, then nodded. "Yes, please."

With a reassuring smile, Elle continued. She leaned in, kissing him again, this time more gently. Her hands moved to unbutton his pants, freeing him from his constraints.

She wrapped her fingers around his length, feeling him shudder at her touch. She began to pleasure him with her mouth, her movements slow and deliberate, ensuring he was comfortable every step of the way.

Her lips slid over him, her tongue swirling and teasing. Spencer's breath came in ragged gasps. He watched her, a mix of awe and desire in his eyes. The sight of her, head bobbing rhythmically, sent waves of pleasure coursing through him. He couldn't help but let out soft moans, his fingers gently tangling in her hair.

The sensation built up inside him, a tension coiling tighter with each of her movements. He could feel himself getting closer, his breaths coming in shorter, sharper bursts.

"Elle, I—" he tried to warn her, but she only intensified her efforts, her eyes locking onto his.

Spencer's body tensed as the waves of pleasure crested and then crashed over him. He let out a strangled cry, his fingers clenching in her hair as he released. Elle stayed with him through it, her mouth working expertly, not missing a beat.

As the last shudders ran through him, Elle tenderly released him, her lips glistening. She swallowed, a satisfied look in her eyes, and wiped the corner of her mouth with the back of her hand.

Spencer lay back, chest heaving, staring up at her in a mix of disbelief and gratitude.

Elle stood up, her eyes never leaving Spencer's. She reached for the hem of her shirt and pulled it over her head, revealing her smooth, toned torso. Spencer's breath caught in his throat as he watched her, mesmerized. Next, she unhooked her bra, letting it fall to the floor, exposing her breasts. His eyes widened, taking in every detail, every curve.

She unbuttoned her pants, sliding them down her legs, her movements slow and deliberate. Finally, she stepped out of her underwear, standing before him completely bare. Spencer couldn't tear his gaze away. She was stunning.

With a confident grace, Elle climbed on top of him. Her eyes met his, full of reassurance and desire. She took his hand and guided it between her legs, pressing his fingers against her warmth.

"Here," she whispered, showing him how to touch her. "Just follow my lead."

Spencer's fingers hesitantly explored her, sliding through her wetness, feeling the slick heat of her arousal. Elle's soft moan spurred him on, a sound that sent a shiver down his spine. He marveled at the contrast between her assertive demeanor and the vulnerability she displayed now, her body arching into his touch.

Elle's hips began to move against his hand, her rhythm slow and sensuous, guiding him. Spencer's initial hesitation melted away, replaced by growing confidence. He studied her reactions, the way her breath hitched when his fingers brushed against a particularly sensitive spot, the way her eyes fluttered closed as she lost herself in the sensation.

His fingers found a steady rhythm, moving with increasing certainty, sliding in and out of her with gentle yet deliberate strokes. He used his thumb to circle her clit, and Elle gasped, her grip on his shoulders tightening.

"Like that," she murmured, her voice thick with pleasure. "Keep going."

Spencer watched her intently, his heart pounding in his chest. He was captivated by the sight of her, the way her body writhed in response to his touch. He could feel the tension building within her, her muscles tensing, her breaths coming in short, ragged bursts.

Elle's movements grew more urgent, her hips grinding against his hand, seeking release. Spencer adjusted his fingers, curling them slightly to press against her G-spot, his thumb maintaining its steady rhythm on her clit.

The effect was immediate. Elle's eyes flew open, a gasp escaping her lips as pleasure surged through her. She leaned forward, her legs spread on either side of his stomach, moaning into his ear. One of her hands tangled in his hair while the other gripped the sheets. Spencer's other hand wrapped around her, holding her close to his chest, feeling the vibrations of her moans against his skin.

"Spencer," she breathed, her voice a mix of desperation and ecstasy. "I'm close."

He could feel it too, the way her walls tightened around his fingers, the way her whole body seemed to be coiling tighter and tighter. He continued his ministrations, his focus entirely on her, determined to bring her to the peak of pleasure.

With a final, shuddering gasp, Elle's body tensed, her back arching as her orgasm washed over her. She cried out, a raw, uninhibited sound, her inner muscles spasming around his fingers. Spencer watched in awe as she came, his hand never faltering, prolonging her pleasure until she collapsed against him, spent and trembling.

Elle's breathing gradually slowed, her body relaxing as the waves of her orgasm ebbed away. She lifted her head to look at him, her eyes filled with a mix of satisfaction and tenderness.

"That was... incredible," she whispered, her voice still breathless.

Spencer smiled, a flush of pride warming his cheeks. "I'm glad," he replied softly, his fingers still resting gently against her.