Disclaimer: I don't own ne thing!!! All South of Nowhere characters belong to Tom Lynch and the-N.

A/N: Once again, I 3 my readers!!! …and reviews (hint, hint)

Ashley's fingers traced the outline of Spencer's hand before softly coming to rest between her fingers. Spencer flashed her a brilliant smile as Ashley turned and led her girlfriend up the stairs to her bedroom. They reached the top of the stairs and Ashley soundlessly pulled open the door to her room and led her girlfriend onto her bed. The girls sat side by side, fingers intertwined until Spencer broke the silence.

"So Miss Davies, you got me all the way up here to your room… Now what are you going to do with me?"

A thin smile found its way across Ashley's features as she laid Spencer on the bed and straddled her hips. Then she leaned down and pressed her lips to Spencer's. Her fingers found their way to the hem of Spencer's shirt. They played with the fabric briefly before Ashley pulled away from the kiss. She only stayed like this long enough for Spencer to put her hands above her head and Ashley to help her take her shirt off.

Immediately following this event, Ashley's lips met Spencer's once more, but this time with more passion… and tongue.

Ashley's hands gently found their way to Spencer's back where they undid her bra clasp. Ashley removed Spencer's bra while concentrating on not breaking their passionate kiss.

As soon as Spencer saw the look of semi-distraction on Ashley's face, she swiftly flipped her over putting herself on top. Shocked, Ashley pulled back from the kiss long enough to flash an evil grin before passionately entering the lip-lock once more. The girls kissed their tongues and bodies battling for dominance.

Ashley ended up on top when they finally pulled apart, both gasping for air. When Spencer finally caught her breath she chuckled and said, "Do you always have to be the dominant one?"

Ashley smiled before leaning back down and lightly kissing Spencer. "I don't know, why do you ask?"

"I don't know, I was just wondering why you always end up on top."

Ashley grinned and quoted one of her favorite movies (Knocked Up). "Well Spencer, it's gravity. If I'm on top, I can't get pregnant."

Spencer giggled and responded, "but Ash, we already have the ultimate form of birth control."

"Oh really, and what's that?"

"Duh, we're lesbians!"

"And hott ones at that," Ashley said before leaning in to kiss Spencer once again. Ashley's lips met Spencer's and she began to slowly nibble on Spencer's bottom lip. Spencer's hands found their way to the small of Ashley's back where they were under her shirt lightly running up and down the smooth arch of her back.

Ashley pulled back and whispered, "Here, let me help you with that."

Then she sat upright and pulled her shirt off, leaving the bra for her girlfriend. Ashley smiled as she lay back down on top of Spencer, "Is that better?"

"Very much so," Spencer replied, moving her lips the two inches towards Ashley's that had previously been separating them. Spencer's tongue traced along Ashley's lips begging for access while at the same time her hands made their way to that pesky bra clasp. Her fingers played with the clasp until they had freed its hold on Ashley's body. Spencer removed the bra and tossed across the room without ever breaking the kiss.

"Woah! That is SO hott!"

Ashley turns abruptly to see who has so rudely interrupted them and reveals a topless Spencer to the guy standing at the door.

This caused him to immediately make a gagging noise, "Oh God, I so did not mean that! I didn't know it was you, I only saw Ashley and-"

At the same time, he was being screamed at by Spencer, "GLEN!?! What the hell are you doing here?" Spencer's face was bright red from a mix of fury and embarrassment as she sat up, desperately grabbing for her shirt.

"Glen, you better have a damn good reason for being here," Spencer warned.

"Uh, huh. Yea, of course…" Glen mumbled. Spencer followed his gaze right to her girlfriend's exposed torso and quickly handed Ashley her shirt.

Then she cleared her throat, "Eh, hem, you were saying Glen?"

"Um, that dad, Clay, and I need you and Dani home right now. We've called you like 300 times, but I see now that you guys were busy."

"Really, what was your first clue," Ashley stated, rolling her eyes at him.

"Alright, so what do you guys need us for?" Spencer inquired.

"Spence, just get your stuff, get Dani, and meet me in the car."

Spencer turned to Ashley, "sorry, I guess I have to go. I'll talk to you later?"

Ashley smiled, kissed Spencer sweetly on the lips, and said, "of course."

The girls walked down the stairs where they woke up the couple on the couch. Dani asked what was wrong, but Spencer said to just get in the car.

Aiden walked over to Spencer, "I hope nothing bad happened. Text me and let me know, I worry about you guys." Then he left out the front door to his car.

Ashley moved closer to Spencer, "I love you, let me know what's going on." Then she kissed her once more on the lips before opening the door for her.

Spencer walked over to the car and hopped in the passenger seat next to Glen. She closed the door and put on her seatbelt as the car backed out of the mansion's driveway.

It took a few minutes, but Spencer slowly observed Dani sobbing from the backseat. She turned, "Dani, what's wrong?"

Dani looked at her and then suddenly burst into more tears.

Spencer turned to her brother, "Glen, what is going on?"

Glen took his eyes off the road for two seconds to answer Spencer, "it's mom…"

The next thing any of them remembers is gaining consciousness upside down in the car with a shattered windshield.