a/n: This one-shot was written for my twin foreverGleek20's birthday! It's been finished for a little while now but I wasn't gonna post it until she gave me the green light to do so since it's her present. I get to see her in three weeks though so I'll be able to give her a real one, albeit belated, then. The prompt was basically Rachel's first time/their first time as a couple, and I had to incorporate a song of my choosing. This is what happened! Anyway, I hope you guys enjoy it! I don't own "I Wanna Make You Close Your Eyes" or Glee, but I adore them both. Please read & review!

She didn't really know what to expect when he walked into her room with his guitar case slung on his back. They'd been dating for about three months (three months, six days, eighteen hours, but who's counting?) and Rachel was starting to learn that when he wanted to do most things, it was easier to just go with it. He'd learned the same thing from her though.

"Noah, where are your books? I'm supposed to be helping you study for your history test on Friday." He grinned at her and sat the case on her bed in front of her before moving to sit in her desk chair.

"I know that baby, but we're not studying all night and this way, I can have something to do that'll keep my hands out of trouble. Getting caught with my hand up your shirt by your dads is not something I want a repeat of. I'm pretty sure they'll be up here any second to discreetly remind you where your pepper spray is. Top drawer front corner, believe me I know. Only mace I want to be around is Mace Windu." Rachel laughed and pushed his guitar case so it was angled on the corner of the bed. As she laid down on her stomach with her history textbook open in front of her, she smiled at Noah.

"My fathers actually like you. They just figure that if they scare you a little now, there's less of a chance of it being necessary to do later on. A preemptive strike if you will." Almost on cue, a soft knock sounded from her door and Jonathan Berry walked into the room.

"Honey your father and I are leaving for the gala in just a few minutes. You have the number for the hotel and we left some money for food on the kitchen counter. Noah, you know when curfew is, correct?" Noah stared up at the lighter skinned man for just a second before he realized that he should probably answer the question he'd asked.

"Um, yes sir, out of the house by ten. No phone calls past midnight." Jonathan chuckled at the tiniest of quivers in Noah's voice and Rachel rolled her eyes.

"Daddy, Noah and I will be fine. You'll be home tomorrow morning anyway. I'm a big girl. I can take care of myself. Just go or you'll be late and you know dad doesn't believe in being fashionably late." Mr. Berry kissed Rachel's forehead.

"Alright, you kids be good. Love you sweetie." As they were saying their goodbyes, the guy's words finally sunk in a little more. Her dads were going to be out of the house for the night. The whole night. He was going to be alone with Rachel in her house for the whole night. Fuck curfew, this was a chance he'd give his left nut for and he'd be damned if he was gonna let it pass without taking advantage. Even though he was pretty sure nothing was even gonna happen, grinding with Rachel was better than a lot of hook-ups he'd had in the past. She was that amazing.

"Noah, what year did Charlemagne die?"

After two hours of studying, Rachel was ready to throw her books out her window. Noah knew the material almost better than she did so she knew he'd be more than capable of getting an A on his test. But the deal she'd made with her fathers was that Noah could stay as long as they were studying. They were finished studying and she certainly wasn't ready for him to leave.

She huffed and rolled over on the bed, hanging her head upside down so she could still see Noah. He rolled the desk chair over so he was right beside her head and reached over her body to open his guitar case. Rachel watched him, wondering what he would play.

"I've been working on something. It's country but we usually do really good with that genre, figured it'd be alright." Rachel smiled, remembering that most of the songs they'd sung together were of that genre. Noah's voice suited most styles of music, and that was just one of the things she loved about him.

She watched, upside down, as he started strumming out the beginning of the song. Rachel bit her lip as he started in with the lyrics, his lower register making something carnal stir inside her.

Girl I've been waiting on this long hard day to get over

So I can rest my head right here on your shoulder.

I just wanna lay here and feel you breathe

Listen to the rhythm of your heartbeat

And see where it leads.

Rachel sat up as he got to the chorus, listening intently as his lips and tongue wrapped effortlessly around each syllable and letter. The way he sang, with intent and passion, made her fingers curl into her duvet.

We're wide awake but girl I wanna make you close your eyes,

And say my name like only you can say and hold me tight.

All I need is only you and me alone tonight.

I wanna make you close your eyes.

She turned around as he started the second verse, unable to keep the smile from her face. Noah leaned his head back on the corner post of her bed, smirking softly at her with a sideways glance.

You can make me work for it girl if you want to.

Just leave a trail for me to follow you into the bedroom.

And if you need a little bit of help from me,

Babe there's not a button that I can't reach.

Let's see where it leads.

We're wide awake but girl I wanna make you close your eyes,

And say my name like only you can say and hold me tight.

All I need is only you and me alone tonight.

I wanna make you close your eyes.

Rachel joined him on the bridge, listening to the way their voices blended. It was something she was positive she'd never tire of.

I wanna take you somewhere, out there, 'til the world fades out of sight.

We're wide awake but girl I wanna make you close your eyes,

And say my name like only you can say and hold me tight, just hold me tight.

All I need is only you and me alone tonight.

I wanna make you close your eyes.

I wanna make you close your eyes.

Girl, I wanna make you close your eyes.

When the song ended, Rachel barely gave him the chance to put his guitar down before she was on him. Her lips were feverish on his, needy and wanting. With her hands on his face, she turned his head and body for better access.

He followed her lead, crawling up the bed with her and covering her body with his. Rachel felt so cherished by the way he caressed her arm, lifting it up to his shoulder before positioning himself beside her body. She could feel his fingers sliding down her thigh, playing at the back of her knee while his lips pressed against the sensitive skin just below her ear.

"Noah," she whispered, shifting her hips just slightly in an attempt to assuage the ache that had started when the song lyrics had left his lips. He chuckled and applied more pressure on her skin as his hand moved back up her body.

"I don't know why I don't sing to you more often." His voice was a low whisper, just below what it had been when he'd been singing, and it sent the same primal jolts all of her body.

"Hmm I don't know either." Noah lifted her leg over his, parting her thighs just enough to slip his knee between them. She moaned softly, squirming against his knee only to have him pull back.

"Sorry Rach, got carried away." Rachel blinked quickly, grabbing onto his t-shirt.

"I don't care Noah. Couldn't we just, keep going?" At that, Noah rolled off of her and sat straight up in the bed beside her.

"Babe, we've never, and you've never, and, and holy shit are you sure?" She giggled softly to mask the fact that his concern for her was only serving to further her desire.

"I'm positive. And you won't hurt me because I took care of that with a vibrator months ago." Noah put his hands on hers and breathed slowly through his nose.

"Rachel, you know I love you right? I mean, I know I don't say it a whole lot but you gotta know that I do. Please tell me this isn't just you trying to keep me interested or something because I saw you and Kurt talking the other day and if he put any stupid ideas in your head, I will reintroduce his entire closet to the dumpster. Babe, you got me. I'm fine with just making out and stuff, just sorta being with you like this." Rachel sat up on her knees, trying to figure out a way to explain herself.

"I used to be fine with that too, but now I want more. And that song, you wouldn't have played it for me if you didn't want more too. I know that I don't have any experience but I want to learn, from you of course. Just, give me this Noah. Give me yourself." She let her hands squeeze his in return and stared into his eyes, waiting for him to say something, anything.

He didn't.

Rachel quickly found herself on her back again, her fingers gripping the back of his neck as he explored her mouth with his tongue. His hand slipped down the length of her arm and stopped at her wrist to guide her hand to the front of his jeans, to the sizeable bulge found there. She inhaled sharply as he pressed her hand more firmly against his clothed erection. Noah kissed along her jaw and whispered in a gravelly voice,

"All yours baby."

He took his time getting her clothes off. First her shirt, then her socks (the blue and green argyle ones that drove him insane), then her skirt. As she laid there, thighs quivering and biting her bottom lip, in nothing but her polka-dotted bra and panties, she felt her heart speed up just a little. When he pulled his own shirt over his head, Rachel marveled at the tanned toned skin on display. But then, he pushed his jeans down and her mouth went dry. Noah was much more endowed than her vibrator. Her lips fell open in a soft 'O' as Noah smiled at her.

She tried to keep her eyes on his but she felt his hand trailing down her side and stopping at the panty-clad apex of her thighs. Instinctively, Rachel rolled her hips on his palm and whimpered as she did so. She felt his finger push her panties aside and drag some of the moisture up her lips to the bud of nerves that already seemed like a livewire. He swirled his finger around it, tapping it, and flicking it with his nail. Rachel cried out softly when he flicked it, her torso arcing in spite of herself. Desire was already pooling at his fingertips and she felt almost powerless to stop it, or even slow it down. Noah grinned again at her reaction.

"You look so beautiful Rachel." His fingers continued to work her while his lips took up possession of her mouth, tongues tangling and noses caressing. Rachel had just started meeting the thrust of his fingers with her hips when he suddenly pulled his hand away. She looked up at him, a mixture of questions and lust burning in her gaze. "Don't worry baby. But when you come tonight, I want it to be around my cock and not my fingers." Her head rolled to the side at his words, wondering what she'd gotten herself into. Or rather, what was about to get into her. She lifted her hips brazenly, making his blunt head stroke against her folds and his breath come short.

"I have condoms in the top drawer, next to the mace." She couldn't help smirking just a little at the stunned look he gave her but he found one quickly. Rachel watched his hand stroke twice before he rolled the condom on.

As Noah pushed in slowly, allowing her to adjust to the size difference (she was used to her toy, and he was no toy), she released a breath. She could feel his hands brushing her hair away from her neck, slipping her bra strap down her shoulder to release her breast and palm her. It vaguely registered that he'd never removed her panties, just pushed them to the side, but the feel of him suddenly bottoming out erased all thought from her mind. He stayed very still for longer than she wanted and Rachel rolled her hips. Noah got the message loud and clear, nipping at her bottom lip before pulling out to the tip. He circled his tongue around her exposed nipple, and bit down harshly as he thrust back inside her. Rachel felt like her brain, her body, everything was about to combust.

He sucked on her earlobe, listening for her soft whimper, and quickened his pace. Rachel started rolling her hips, keeping his rhythm as her breathing became shallow.

"Noah," she spoke almost brokenly. She was the only one who had ever said his name like that. He looked down at her, seeing the soft smile on her face and the way her lashes touched her cheeks as her eyes fell closed, and he just wanted her happy. She was letting him be her first, it meant everything.

On one harsh thrust, Rachel pushed her head back on the pillow forming her body into a perfect arc connected to him. She began moaning insistently, almost clawing at the bed sheets below her, and Noah curved his hands around to the small of her back. He leaned over her body, relishing the sensation of skin on skin, and kissed her just as her walls began to flutter around his length.

Her movements became frantic, nails scratching at his side while his lips devoured every sound she made. She pulled her mouth away from his to take a much needed breath and hissed when he bottomed out again. Noah brushed a few stray hairs out of her face and kissed her forehead.

Rachel's eyes shut tight as his name suddenly became a mantra on her lips. It felt like a bomb was ticking inside her, getting closer and closer to explosion and all she wanted was for it to detonate right then. The anticipation started to get to her and she found herself gripping Noah's backside for leverage. He snapped his hips to hers just twice more and the stars behind her eyes became a supernova. It hit in such a rush, the breath left her lungs in a sharp piercing cry. Her entire body shook as she lost control and Noah propped himself up on his arms to watch her. She clamped around him as tight as she could, wanting to feel him throughout everything. Noah came in a blinding torrent before pressing a soft kiss to her mouth and trying to catch his breath.

Rachel was silent for a second, just staring up at him with a gentle smile on her lips. "Thank you Noah." He leaned down and pressed his lips to hers again as he pulled out, and she was thankful for the continuing connection. It was comforting. His arm wrapped around her as he shifted to her side and rolled over.

When he still hadn't said anything moments later, she started to worry that perhaps she'd done something wrong. "Noah, did I do okay?"

He stared down at her, somewhat unbelieving at the uncertain tone in her voice. She curled into his body, her fingers lightly scratching at his chest, while her breaths played softly across his skin. Noah could tell that she was purposely averting his gaze, as though his answer wouldn't be something she'd enjoy hearing.

"You were perfect Rachel. You're always perfect." Rachel still didn't look up at him so he placed his hand under her chin and directed her to face him. "You're not regretting it, are you?" She shook her head.

"Of course not Noah. But when you didn't say anything afterwards, I wasn't sure if you enjoyed it." Her worry was met with a soft chuckle as he tightened his arm around her shoulders.

"Have you seen you? The only way I couldn't have enjoyed that would be if I suddenly turned into Kurt." Rachel slapped at his chest but laughed in spite of herself. "Hey, I know it's a big deal for you babe. It's a big deal for both of us, for the relationship or whatever. I get that. But I'm glad you trusted me with it. I love you, you know." Rachel smiled up at him, all concern erased from her features and nodded her head.

"I know. I love you too." He bent his head to her lips, completely unwilling to move from her side.

When he returned from the bathroom after disposing of the condom, Rachel saw that the roguish light had returned to his eyes coupled with his wicked smirk. She bit her lip and looked at him curiously as he came to stand, still very much naked, beside her bed.

"Now, why have I never heard about a vibrator before now?"