A/N: I know, I know. You're probably like how the fuck can she play with my emotions like this? I have an explanation though: I really wanted this club scene and I could only see it happening if she went back on her word. So that's what I did. But I don't plan to jerk you around when it comes to them, none of the constant back and forth stuff. I just really wanted this scene & instead of doing it in a one shot I thought it'd be perfect between them. So anyway I hope you enjoy this. Follow / Favorite / Review please & thanks! The more reviews, the quicker we get to see the rest of their night!

A week had gone by since Olivia agreed to give them a chance but she had yet to drop his class. Fitz didn't know if she had changed her mind or if she was second guessing herself and just stalling. Every time he tried to talk to her she made up an excuse to leave. He was getting frustrated. He was a grown man. He wasn't interested in playing games.

He had half a mind to remove her from his class himself but he knew he didn't have any real reason to do so. And he didn't want to draw any unnecessary attention to them in case they got into any trouble in the future because he was determined to make her his one way or the other.

She really underestimated his determination.

Olivia knew she was wrong for ignoring him this past week but she couldn't help it. She had never done something like this before. She wasn't even sure what this was. They weren't sleeping together, yet. She knew it was coming though. If she gave him an inch he would surely take a mile.

She would drop the class though. She just needed to stop talking herself out of it. The form was in her backpack just waiting for his signature.

She imagined waiting for him to sign it and as soon as he placed the pen down, before the ink could dry, he'd swoop her off her feet, kissing the life out of her soul.

Get it together, she thought.

She was half out of her seat waiting for class to be over so she could get out of there before he got her alone. Before he could say see you next week she was flying out of the door.

She was anxious to start her weekend and unwind with her friends.

He watched her move like the devil himself was chasing her and shook his head. He was extremely disappointed in her but he was determined not to think about her at all this weekend.

"Abby!" Olivia yelled when she got back to her apartment.

Abigail "Abby" Whelan was her roommate. They had met last year and hit it off immediately. Abby was just the kind of person Olivia needed in her life. She was a no nonsense, kick your ass then take you to the hospital later, type of friend. She was confident. She was beautiful. She was smart. But she knew these things and used them to her advantage. Olivia told her constantly she should drop out and be a runway model, she had the looks.

"In here," Abby yelled from the kitchen. She was busy baking a cake and as soon as Olivia walked in she shoved it into the trash.

Olivia gave her a strange look. "You're baking."

"Yeah, so."

"Something's wrong. Don't tell me you're having guy troubles too?"

"Oh no, I am not having guy troubles because I am not running from every man who shows interest in me just because one asshole broke my heart. David and I are just having a disagreement right now. Nothing a little sexathon can't fix," she said, grinning.

"I am not running, I'm just…not walking towards him," Olivia tried to defend herself.

"Oh come on! Don't give me that shit. I've seen Professor Grant. He could ring my bell anytime and any place honey! I'd have to carry a Caution: Wet Floor! Sign with me everywhere I go, especially if he's around. But you refuse to at least get laid by the man."

Olivia blushed. Abby had a point, but she refused to admit it out loud. So what he was attractive, she still felt apprehensive about them.

"I didn't come in here to talk about my sex life or lack thereof. I came to ask if you wanted to try out that new club tonight. I heard everyone is gonna be there tonight. I've had a long week and need to unwind," Olivia said.

"You know what else is probably long? Professor—"

Olivia interrupted her. "Abby!"

"What? I'm just saying. You wouldn't have had a long week if you would've taken the time to unwind on the D," Abby said, laughing her ass off.

Olivia just stood there, folding her arms across her chest.

"Oh my God. I'm kidding. Geez!" Abby said. "Yeah I'll go out with you."

"Yay!" Olivia squealed, finally cheering up.

"Fitz? Fitz!"

"Huh, what?" Fitz asked.

"Were you listening to me?"

"Sorry Drew."

Fitz had stopped by to see his best friend since high school, Andrew Nichols, after he was finished teaching for the day. Andrew was engaged to an old friend of theirs, Mellie Vaughn. They had all known each other in high school but Mellie and Andrew had a special connection that just got better over time. Fitz hoped to have love like that one day.

"It's okay. I asked if you wanted to go out tonight, like old times. I told Mellie I wanted to help you relax. You've been different since you came back from vacation," said Drew, hoping to get some kind of response out of him.

"Mmm," grunted Fitz.

"Want to tell me about her?"

"Who said there was a she?" asked Fitz.

"Trust me, it's always a female. So tell me about her?"

"There's nothing to tell because there isn't a female," Fitz lied. He wanted to tell him so badly but she was his student. And with the way she had been acting, he wasn't even sure there would ever be anything to tell. He was growing frustrated at the thought.

"We should go to that new club. I know it's probably going to be packed with college students but I just want a change of scenery."

"Sure thing. Let's do it!" agreed Andrew.

Later that night:

"Shit! Everyone and their mama is in this bitch!" yelled Abby.

"WHAT?!" yelled Olivia. She couldn't hear a thing over all of the music coming out of the club.

They were waiting in line to get in when they spotted David and some other guy up at the front of the line. Grabbing Olivia's hand, Abby dragged them to the front, rolling her eyes at the females who were side-eyeing them. They were just jealous because Olivia and Abby looked better and they were getting to skip.

Olivia had on a skin tight, long sleeved, black crop top with a tight black skirt that hit her mid to upper thigh. She had on 5 inch black heels with a gold buckle to match her gold jewelry. Her hair was in its natural, curly state and flowing between her shoulder blades. She only had on mascara and her favorite bubble gum lip-gloss. Her outfit showed off every curve and then some.

Abby had on the same top but high waist, black skinny jeans. She had on red pumps. She had foregone jewelry and makeup but she had on red lipstick. Her hair was bone straight. They both looked as though they had just stepped off of the page of a magazine.

In their haste to get to the guys, Olivia didn't realize that she had walked right past Fitz and Andrew.

Andrew was talking to Fitz but yet again he wasn't listening. Only this time it was because a certain someone had his attention. When Andrew realized this and followed Fitz's line of sight he nudged him.

"You gonna try and talk to her?" he asked.

"No, I uh, I know her," Fitz coughed. "She's a…friend."

"Oh a friend eh? What kind of friend?"

Before Fitz could answer the line started moving.

Olivia and Abby had just made it inside with David and his friend. David introduced his friend as Harrison and he and Olivia went to the bar to order a drink. Abby and David went off to the dance floor to "dance" but they looked like they were having sex on the floor.

Olive shook her head with a smile before turning to the bar and making small talk with Harrison.

As soon as Fitz walked in his attention was drawn to the bar. It's like his body just knew her location without having to be told. Before he could move in her direction Andrew pulled him over to a table. They sat down and ordered drinks. While they were waiting, Harrison had asked Olivia to dance after they had downed a few drinks.

Fitz watched with his jaw clenched as she happily followed him onto the floor. When his drink arrived he tossed it back and asked for another before the waiter could walk away. This was going to be a long night if he was going to have to watch her grind on another man.

After his third drink, Harrison had received a phone call and told Olivia he had to go. Not stopping to think, he got up from the table and made his way through the crowd to her. She still hadn't noticed his presence until she felt a hard body pressed up against her back.

She froze. Her body was tingling in excitement. She knew.

She didn't turn around. She walked over to a secluded corner. He followed her. He grabbed her elbow and turned her body around, placing his hands on both sides of her head. He was still taller than her so she had to tilt her head to look up at him.

He moved closer to her like he was going to kiss her but he didn't. He stopped and let his lips brush against hers as he spoke, "Surprise. Thought I wouldn't get you alone huh?"

She didn't speak.

He laughed softly to himself.

"Olivia… Why do you keep doing this? This is the last time I'm going to let you run. After tonight, you don't get to run. You. Don't. Get. To. Leave. Me," he said.

A small smile was playing on her lips. She was slightly buzzed but not as much as he was. Or maybe she was. She didn't know. She just knew she couldn't think with him this close.

He knew she had a tendency to run so he stepped into her space. She stepped out, widening her stance so that he was between her legs. He took the opportunity to press his lower body into hers. He knew she felt his erection. His eyes fell to watch the rise and fall of her chest as she tried to control her breathing.

"Don't you want me?" he asked.

"I—I cant…think, when you do that," she finally said.

"Do what?" he asked. "This…" He let his lips brush against her throat lightly.

Her head fell back.

He slowly placed open mouth kisses on her throat, occasionally flicking his tongue over her soft skin. She moaned and grabbed his shirt.

"Can't you see, it's fate," he whispered in her ear.

She didn't know about that. She just thought he was very determined, which he was.

"This is our second chance. Can I kiss you again?" he asked. His lips were right next to hers he was just waiting on her response.

She looked at him quizzically for a second before she realized he had asked her something. Her brain was hazy. All she wanted was for him to shut up and kiss her. She told him as much and waited.

He traced her lips with his finger, pulling her bottom lip down and letting it go before he devoured her mouth. They were practically breathing each other in. They were so wrapped up in one another they didn't notice Abby trying to get her attention to let her know she was leaving with David.

Olivia didn't care that she now had to get a ride from Fitz or catch a cab. She just wanted his lips back on hers. They reached for one another at the same time and resumed their passionate kiss. He was grinding into her center now, the motion causing her skirt to rise. He grabbed her bottom with one hand and squeezed, pushing her further into his body.

"Let's get out of here," she managed to say.

He looked at her for a moment. "Are you sure? I mean really sure. Because I meant what I said before, you can't leave me. Not anymore."

She nodded her head furiously. "I'm sure."

He grabbed her hand and practically flew out of there. Luckily he had met Andrew there so he didn't have to worry about how his friend would get home.

Shit, he thought. He excused himself to tell Andrew he was leaving and that he'd see him tomorrow. Rushing back to Olivia, he nearly dragged her to his car. She was taking too long for his liking so halfway there he picked her up and threw her over his shoulder. She started giggling uncontrollably. He thought for a second that maybe she was drunk and didn't really want this so he placed her on her feet once they were next to his car and asked her.

"Liv?"

"I'm not drunk. I promise. I'm just…happy? I think. But I want this. I want this," she said. She really did want this she just had to remind herself not to overthink things.

He helped her into his car and ran to his side, getting in. He broke all of the speed limits on the way to his place. He almost ran through the garage trying to park his car.

Slow down, he admonished himself.

He turned to her one last time, giving her an opportunity to change her mind but she just looked at him and smiled. His heart soared.

They barely managed to make it inside his door before they were all over one another.

They had just made it to his couch when he stopped her. He couldn't wait any longer. He needed the taste of her on his tongue.

He gently pushed her back onto the couch, crouching between her legs. He nudged them apart and ran his hands up and down her soft skin. Her breath hitched the closer he got to her core. She raised her hips as he pushed up her skirt, bunching it around her waist.

He leaned forward and inhaled her sweet scent. "So sweet," he murmured.

She watched as he slid her underwear down her legs. He didn't bother to pull them all the way off, he left them at her ankles then he ducked his head as he moved underneath her leg until he was between them. Her legs were over his shoulders, resting on his back. She tried to push herself up but the feeling of his breath on her most sensitive area halted her movements.

"Can I taste you?" he asked.

She nodded.

He dragged his tongue up her slit, once, twice. Each time pressing a little bit more. She moaned. He used the tip of his tongue to draw lite circles on her clit. Then suddenly he sucked her bud into his mouth, hard. Then softly. He started to flick his tongue rapidly in addition. Her hips were moving against his mouth. She didn't even know what to do with her hands. She wanted to hit and grab something at the same time. She pressed her fist to her mouth to suppress her scream and he stopped.

"No, let me hear you baby," he told her.

With that she let out a piercing scream. He had inserted two fingers into her as he spoke and when he placed his mouth back on her, she exploded. Her thighs closed around his head but he kept going. She came again. This time harder than the first.

When she came down from her high she just lied there, eyes glazed over, staring into space.

He stood up and picked her up. She was still in another world as he carried her upstairs to his bedroom.

She watched, as he got undressed. "If I knew you had those kind of skills I never would've ran in the first place," she laughed. She finally had enough strength to sit up and remove her clothes as well.

He stopped to watch her before grabbing a t-shirt from his drawer for her to put on.

"Are we going to sleep?" she asked.

It was his turn to laugh. "Oh no. We have a lot to make up for. I just want you to get a nap in first before I finish with you."

She was practically drooling in anticipation. She knew if her orgasm felt like that from his mouth alone it would be even better when he was finally inside of her. Or so she hoped.