Pairing/Character: Lilly, Logan/Veronica

Rating: light NC-17

Warnings: Sex, adult language, voyeurism

Spoilers: AU, but there are Season 1 spoilers

Disclaimer: Veronica Mars is not mine.

Author's Note: Written for the vmlibrary "Someone's Watching" challenge. Thanks to vagajammer for the beta.

The Inevitability of Change

Veronica Mars was hiding something.

Lilly tapped her fingers against the leather-wrapped steering wheel as she drove, humming along with some ungodly annoying pop song with a melody and refrain too damned catchy to bother changing the station. Wind, warm even in December, streamed through the open window, tangling her hair and curling under her sunglasses to sting at her eyes. She missed the freedom of driving with the top down, but her little red convertible had been tucked away into storage until she returned to Vassar. Borrowing Duncan's boring-as-toast silver SUV just wasn't the same.

Not that she'd be driving her convertible with the top down for a few months. Three inches of snow and ice on her tan leather seats? So not cool, and a definite drawback to a New York winter.

Another drawback to college on the East Coast was the distance between herself and her closest friends. Absence might make the heart grow fonder, but it did nothing to help her figure out the secrets her friend was insistent on keeping. Veronica was hiding something, and it was Lilly's sworn duty as best friend to find out exactly what it was.

Well-honed instincts told her that the 'something' her friend hid was a boy. She may have been at the opposite side of the country, but she knew. She knew in the way Veronica sounded less embarrassed and more confident when the subject of sex arose—as it, of course, often did. She knew in the way Veronica sidestepped the question of romance in every email, text, and phone call they exchanged. She knew in the way Veronica sounded happier and more relaxed than she had in years. Lilly knew, but Veronica was not telling her anything.

Veronica Mars had failed to share the scoop on her love life, when Lilly had always been the most open of friends, sharing the most intimate of details to educate and titillate her younger, more innocent, companion.

Lilly understood that Veronica wouldn't be as open about the specifics, because not everyone could be as extroverted or as uninhibited as Lilly, but failing to reveal the fact that said boyfriend existed? It should have been against the best friend code or something. And was totally unfair, especially when Lilly had worried for years that Duncan's thoughtlessly clumsy breakup and brutally idiotic actions afterwards had damaged something in her best friend. Or that later, Lilly's own dumbassed carelessness in spilling the reasons for her brother's boneheadedness had finished demolishing Veronica's ability to trust the same way it had pried apart the almost invisible faults in the Mars family and left it broken.

It had been a bitter lesson in cause, effect, and unintended repercussions, and had forced her to grow up and take responsibility for her actions.

She wasn't overly fond of maturity, but she was resigned to it. It was less 'putting away childish things'—after all, she'd been playing in the big leagues for years, and other than a few too-memorable stumbles and errors in judgment, had run rings around her so-called elders—and more maturing enough to realize her actions had consequences that could hurt the people she cared about.

Well, that, and realizing she cared about some people enough to be sorry if she hurt them.

Recognizing that Veronica's disappointment and anger were not just another move in their ongoing game of 'shock-the-innocent', but were real and powerful, and hurt like hell when directed at her, had started the process. Truly understanding the levels of devastation she had blithely tossed about in the lives of Duncan, Veronica, and Logan over the years had clinched the deal. With that hard-won wisdom always in mind, she tried to keep her actions from hurting those around her. Or at least not hurting anyone who she really cared about, although the list didn't extend much beyond those three.

It was one of those three she intended to pump for information. Veronica wasn't talking, and had a stubborn streak a mile wide that would keep her from opening her mouth without sufficient coaxing or provocation. Before confronting her in person, Lilly needed to get some background to help plan her attack. She considered talking to Duncan, but with the whole might-have-been-siblings thing and the fiasco that followed, her brother was still... sensitive about the subject of Veronica. Chances were, her brother wouldn't know anything, and if he did, wouldn't share. So that left Logan. Veronica and Logan had become unlikely friends, and as overprotective as Logan had always been around the small blonde? If Veronica was dating someone, Logan would know everything about it.

The only problem was convincing Logan to spill the beans. The boy was nothing if not loyal, and forcing him to cough up any of his secrets was never an easy task.

But she'd worry about that later. Undoubtedly, she'd think of something. She always did.

She impatiently keyed the code into the security pad to open the gate at Chez Echolls, and screeched to a halt in front of the sprawling house. The yellow monstrosity of an SUV to which Logan was unnaturally attached sat in the driveway. Even better, none of the cars the rest of the family usually drove were present. She bypassed the main house, certain Logan's most likely haunt would be the poolhouse.

Only naiveté would be cause to miss the significance of the moans audible once she reached the shadow of the poolhouse, and she hadn't been that innocent since her early teens. She stopped and listened. Two men might be using the small building in this manner. One was her target; the other, she would much rather avoid. She didn't think Echolls Senior was entertaining in Neptune today, but discretion suggested that she not take any chances.

She recognized the deep guttural moans as Logan, and confirmed it with a peek through curtains which had been knocked slightly askew. The female sounded familiar, but Lilly couldn't quite place her, and the bare sliver of uncovered window, combined with Logan's body obscuring all but the legs wrapped around his hips and the arms wound about his neck, thwarted her attempt at identification. She took off her sunglasses and leaned against the cool glass for a better view, running the list of his possible hookups though her mind to figure out who her ex's newest playmate could be.

Lilly admired the smooth play of toned muscles under Logan's tanned skin. He constantly moved, ducking his head to take his lover's mouth, then bending further to nibble down her neck and tease her nipples with his clever tongue, all while maintaining the steady rhythm of his hips. His hands skimmed up and down her body, darting between them to massage her clit, sliding up to cradle her shoulders, framing her face as he kissed her with everything he was worth. If the feminine moans and murmurs were any indication, the object of his attentions had proper appreciation of his ministrations.

Okay, so Lilly couldn't see all of what he did, but she knew his moves—and if those memories were any indication, the boy had pulled out all the stops, with a concentrated thoroughness even above and beyond his attentions towards her back in the day—and she had an active imagination. There was no need to see every frame of the action to be quite aware as to the details of the plot. A plot that was leaving her hot, bothered, and wondering if it would be too forward to join in.

No, it might be fun, but if Logan actually cared for the girl half as much as Lilly suspected, it would piss him off, and a pissed off Logan wouldn't be divulging any information.

Lilly studied the scene. This wasn't their first time; of that she could be sure. There was none of the tentativeness or uncertainty that a new relationship brought, even one between skilled lovers. What she watched was the smooth dance of intimacy between a pair who knew each other very, very well, complete with likes, dislikes, and those odd little quirks that everyone had but only the most considerate partners ever noticed. It would have been enough to make her jealous if she hadn't fucked Logan out of her system years ago, and hoped ever since the boy would find someone who actually appreciated his clingy neediness and jealous fits.

After a moment of reflection, she was surprised to find she was jealous. She may have taught him most of what he knew, but damn, the boy had learned quickly, completely, and had exceeded all of her expectations. She couldn't regret cutting him loose and ending the increasingly unhealthy game of push-pull that had been their relationship—she still wasn't sure how they had salvaged a friendship from that ungodly mess, although it had been worth every second of the work she had put into it—but sometimes, late at night and lonely, she missed the intimacy she'd never quite been able to recapture.

Inside, unintelligible murmurs and laughter preceded a deft roll, which put Logan on his back, and a girl with pale skin and long blonde hair on top. Laughter turned to moans as he thrust his hips up sharply, and she arched her back, lacing her fingers with his to steady herself. She picked up the pace, grinding her hips franticly against his, her moans rising in pitch as Logan freed one of his hands to circle and stroke her clit.

Lilly knew that soft, pale skin, although this was the first time she'd seen it flushed with arousal. She knew the fall of that blonde hair, the music of that carefree laughter, and the flash of those blue eyes not visible from Lilly's vantage point. The girl Logan fucked was Veronica. Her Veronica. Her sweet, innocent Veronica was Logan's new playmate.

More than a playmate, a girlfriend. Veronica would settle for nothing less, and every line of Logan's body, every uninhibited groan, proclaimed his devotion to her.

Lilly had just lost Veronica to the one person who had a chance of actually challenging the bond the best friends had had for years.

She nibbled at the earpieces of her sunglasses as she grappled with the idea that Logan and Veronica had been snowing her for months. No matter what the rumormongers muttered, Lilly hadn't been admitted to a highly selective college on the strength of her blowjobs, even if they were amazing. She could think on her feet, and was certainly no slouch at assembling disparate facts into an unexpected whole. But this, Logan and Veronica as a couple? It came out of nowhere to slap her upside the head.

She didn't like being slapped upside the head. She was the one who was supposed to do the slapping.

Going back over every conversation she'd had with the culprits of this little deception in the past six months, and a few that she'd had with her little brother... well, it explained a lot. While the cat was off enjoying her first year of college, her mice had not only played, but had bonded in ways she couldn't share. If it hadn't been for her peculiar blindness with regards to those two, she'd have spotted it months ago.

A little talk with her protégés was in order.

Veronica's moans reached a crescendo, and Lilly reveled in the sheer beauty of Veronica caught up in the force of her orgasm, back bowed and muscles rigid as the cascade of sensation caught her up and thundered through her. The arrhythmic jerking of Logan's hips and his own hoarse groans indicated that he followed close behind. Veronica collapsed onto his chest, face buried in the crook of his neck; he surrounded her with his arms, large hands tracing idle circles up and down her spine, murmuring words Lilly couldn't understand into Veronica's ear.

Although barging in on the afterglow would be properly dramatic, Lilly would give them these few moments of peace. She sauntered out of the shadow of the poolhouse to one of the lounge chairs arrayed around the pool, positioned it to give her a good view of the door, then plopped down and pulled a magazine out of her purse.

She had all afternoon. She'd be here whenever they chose to poke their heads out of their little love nest.

By the time they finally emerged, the sun had nearly stretched shadows to her post. To say they were shocked to see her was putting it mildly. Light, amused banter trailed to silence, both at a quite unusual loss for words. She watched their reactions over the top of her magazine, head tilted down and sunglasses firmly in place to make sure they didn't realize she studied them. They stopped, but there was no guilty jumping apart or trying to hide their relationship for anything but what it was. Logan stared at Lilly, wary and watchful, but entirely unrepentant, and placed a deliberate arm around Veronica's shoulders; she reached back to intertwine the fingers of his free hand with hers.

Lilly doubted either of the pair realized how well she could read them, but they'd been friends for years. She'd become quite familiar with understanding the things they didn't say as easily as she understood the things they did.

Logan's body language was intimate, protective, and demonstrated that, although he was letting Veronica take the lead, he was there to back his girlfriend up no matter what happened. Veronica was his, and he would fight anyone who would try to challenge that claim. Something in his tension and the set of his shoulders also suggested that he suspected Lilly had been spying on them and was pissed at the violation of privacy.

Veronica's body language was even more interesting. Lilly had never seen Veronica like this, not even when she was with Duncan. Not only did she mirror Logan's possessive behavior, she was just as protective of him as he was of her. More surprising though, was that Logan was letting her be protective of him.

Together, they presented a united front as a couple. Clearly, neither of them gave a shit what Lilly thought of the relationship.

Lilly dropped the pretense of reading the magazine and stretched her lips in a slow, feline smile. "Well, well, well. Look what we have here." She deliberately swept her eyes up and down, taking in every bit of their rumpled appearance. "Veronica Mars and Logan Echolls, emerging together from the poolhouse. What naughty things have you kids been doing?"

"Hey, Lilly," Veronica said cautiously. "We didn't expect to see you until tomorrow."

"I see that." Lilly stood and tossed the magazine to the ground, then sashayed over to them. "I got bored in New York, and came home a day early hoping to see my closest friends, catch up with everything. I just didn't realize how much I'd missed."

Neither pretended not to understand. "We wanted to tell you in person," Veronica said.

"She wanted to tell you in person," Logan countered. "I would've sent you a text. Or maybe an email, if I was feeling especially verbose."

Lilly raised an eyebrow, amused by his immediate switch to the offensive. "One that read 'Hey, Lil, I'm nailing Veronica. Just thought you might like to know'?"

He glared back. "Something like that, yeah."

Veronica squeezed Logan's hand, a nonverbal request for him to back off, calm down and let her take over. What was surprising was that he did settle, although he didn't look happy about it. "Lilly, you're my best friend—"

"So that's why you went behind my back and started dating my ex?"

Lilly's baiting worked, breaking Logan's tenuous hold on his temper. "Ex of over two years," Logan snapped. "It's not like we broke up last week. Despite what you seem to believe, I haven't been your toy to play with for a long time, and I really don't give a fuck what you think."

"Logan." Veronica turned and stared up at him; he dropped his forehead to hers and sighed. Again, that nonverbal communication, and again, the suppression of his temper. Lilly wondered if Veronica had any idea exactly how much control Logan had allowed his girlfriend, or the depths of the love and trust he had to freely give it to her.

Veronica glanced back to Lilly. "We don't want to hurt you. We didn't expect to develop feelings for each other, or ask for it, but..." she shrugged, "it happened. And if it bothers you, we're sorry, but it's not gonna change anything."

Lilly sauntered closer, close enough that Veronica had to look up slightly to meet her eyes. "You're really ready to give up your best friend over some guy you've been dating for, like, a second?"

Veronica didn't back down; if anything, she was even more sure of herself than before. "It's not some guy, it's Logan, and we've been dating for four months. And yes, in a heartbeat if you force me to choose."

Lilly nodded. She knew everything she needed to. "Well, I am pissed." She let that dangle out between them before continuing with a wide grin, "I'm pissed you didn't dish earlier. Like, major, life changing event and you left me in the dark for four months? I'm your best friend; you're supposed to tell me things like this!"

Veronica relaxed, although Logan still looked unconvinced. "You're not mad at us?" she asked.

Lilly answered her question with a question. "Are you happy?"

Veronica blinked. "Yes."

Lilly turned to her ex. "Logan? Are you happy?"

He unbent enough to glance down at Veronica with a soft smile, and nodded. "More than I've ever been."

Despite the years and bad blood, her heart clenched a little to know someone had so thoroughly replaced her in his heart. It hurt almost as much as knowing that Veronica felt the same way about him. She loved them both, but it was time to accept that they weren't entirely hers anymore. And maybe they never were. "Good. Then I'm happy."

Veronica grinned; Logan infinitesimally relaxed, looking like he was starting to believe Lilly, but was not yet inclined to fully trust her.

Lilly would earn his trust, and confirm Veronica's faith. If she wanted to keep them as friends—and she did, more than anything—there was nothing else she could do.

Glancing past them to the pool house, she realized one way she needed to prove herself. She made a mental note to warn them to find alternate trysting locations if they wanted to be assured of privacy. There had to be a way to tell them without giving away the one secret she intended to take to her grave.

Later. She'd do it later.

Now was reserved for enjoying the best friends she could ever have, and being happy that they had found each other. And, maybe, giving them some advice on technique. They were good together now, but when Lilly was done coaching them, they would be outstanding. It was only a happy bonus that, if she did her job right, she could get both of them to blush.

After all, that was what friends did.

Lilly slung arms around their shoulders, and flashed a wicked grin at each of them. "So, you should tell me everything about what you've been doing in the last four months—and don't leave anything out."