It's all warm and soft when Spencer Reid wakes up and for a minute he has no clue where he is, but he smells her before he even opens his eyes and subsequently remembers. Lila. Lila's apartment. He's still in the sweatpants and sweatshirt she lent him but the warmth is mostly her body, pressed up tight against his. She smells so sweet and asleep she looks so innocent and oh god, he has morning wood and it's pressed right against her stomach, snug and warm between them. Great. Wonderful. He knows that it's natural, that all men without erectile dysfunction get multiple erections during the middle of the night, that it'll go away really soon if she'll just pleasegodstayasleep. But what if she - ?

"Well. Good morning to you, too."

Lila grins a sleepy but decidedly Cheshire grin at Spencer and he drops his head, already flushing.

"I, uh. Sorry," he says primly, moving to roll away. She catches him, a firm hand on his back to keep him in place.

"Don't be sorry, Spence. It's just nature." Lila sounds impish and that doesn't help the blush, although Reid does nod, darting off into a nervous ramble.

"Most men get between three to five erections a night, mostly in REM sleep. Research has shown that it might have something to do with – "

Lila cuts him off with a quick kiss, grinning against his mouth, and Spencer is gratefully distracted. He doesn't want to focus on his erection because without any attention, it'll go away pretty quickly on its own.

Actually, let him rephrase. It'll go away pretty quickly on its own as long as Lila doesn't keep wiggling against him. Is she doing this deliberately?

"It'll go away soon," he assures, trying to roll away again. He moves onto his back and Lila follows, draping herself across him.

"What if I don't want it to?"

The question hangs in the air a second before her hand is sliding down his body, across the folds of his sweatshirt, toward the hem. The smile turns from wicked to contemplative in a matter of seconds, and then she's taking the sweatshirt off, revealing bare skin. Her breath ghosts across his shoulder as her fingers trail up and down his chest, circling slowly around his nipples, dusting lower through the trail of hair on his belly. His stomach is tense and his hard-on's getting, well, harder.

"Then…" He just shrugs, pressing his hips up a little shyly.

Feeling wanted is so strange, in more ways than one. He touches himself when the need arises, but his arousal never feels like this – so strong, so desperate, so wild for her. It's just so muted compared to the fire pulsing in his groin right now. He's about to ask her what he should do when Lila leans in, pressing a kiss to his chest, moving her mouth down around one of his nipples. More new things. He's never played with his nipples before and now he doesn't see why he hasn't, because her tongue is setting off sparks with every quick, wet lick.

"I like your nipples," she laughs breathily, and hey, shouldn't that be his line? Spencer doesn't have enough hands-on experience with human sexuality to know if female attention to male nipples is as normal as the turnabout, but he's quickly losing interest in that. Except what does he say?

"Thank you?" comes the slightly confused, mostly aroused reply as his hips buck again, cock throbbing against the soft material. Soft is the operative word here – her mouth is soft, her bed is soft, his clothes are soft, her hands are soft. He feels so calm and warm and maybe those are important parts of the human sexual experience, too.

Lila moves across the plane of his chest to his other nipple, her fingers moving to warm the abandoned one. So sensitive. She knows just what she's doing and it's not overwhelming the way he thought it would be… the way he thought this would be.

"This is so nice," Spencer breathes as Lila moves back up to his neck, her mouth warming the skin there. His hands settle on her hips and then she's grinding against him slowly as she sucks at his throat, little twitches of her hips before she presses down more insistently, his clothed cock pressed right up against…

Spencer groans and his grip tightens on Lila's hips, fingers curling against her skin as he bites his lip and arches against her. He knows that frottage (he can barely bring himself to use the colloquial term) is usually reserved for teenagers but he never got that and he's not embarrassed that he's enjoying it now. She doesn't seem to mind, anyway. Right here with Lila, it doesn't matter that he's 24 and a virgin. Right here, it doesn't matter that he's a socially awkward mess, or that he's a federal agent. He's not SSA Reid and he's not Doctor Reid. Right now, he's just Spencer, and he's getting seduced by the prettiest girl he's ever fucking met.

Lila rolls off him, settling at his side, her eyes meeting his momentarily. She smiles and then lays a hand on his crotch, fingers curling around the tent in his pants. Warm and firm and he wants to look away but her eyes won't let him so he just slides a hand over hers, biting his lip again.

"You're cute when you're nervous," she assures him, leaning in for a quick kiss of his sweet mouth, before she shakes his hand off and presses his sweatpants down out of the way. Again, she rubs a hand over the swell there, the cloth heated with his desire, and he hisses as she rubs firmer. Lila's tempted to ask Spencer to tell her what he wants, but she has the feeling he'll far more flustered than it's worth right now. Everything in time. She's not going to use her mouth right now, for instance, even though she wants to.

With both hands, she moves his boxers down out of the way, finally freeing his cock. It springs up to lay against his stomach and Lila just leans back on her haunches, enjoying the sight of this very aroused, very exposed Doctor Reid. He's looking back at her, eyes calm and trusting, and Lila smiles as she reaches for his cock, finally curling her hand around him.

"Be vocal," she encourages, fingers already wet with his pre-come. "Let me know you like it."

She starts jerking him slowly and Spencer does a very good job of letting her know he likes it, and he also does a good job of letting her know he wants it faster. Cute. She controls the pace for a couple minutes, then lets go of him and spits into her hand, replacing it and glancing at him. He gets the message and starts lifting his hips, rolling his cock into her hand languidly. She keeps her grip tight as he fucks it, stomach tensing and un-tensing as he groans, the pleasure sweeping inside him.

It's strange, to be so consumed by pleasure that you're not embarrassed by a situation that should, by rights, be horribly awkward and embarrassing. But here he is, moaning Lila's name and leaking pre-come all over and bucking away into her hand without any anxiety whatsoever. She cups a hand over his balls and Spencer just keens, and then she's breathing "Come, Spence, come for me," and he's so close, almost there, right there….

His world falls away momentarily as his cock twitches, shooting a rich load into Lila's hand. Oh, his own hand never felt like this, not in a million years…

Spencer comes back to himself and flushes, but Lila's there, kissing him, stroking him as he softens, and oh, the little aftershocks make him quiver and twitch and her skin is so hot and oh, oh.



Clearly, his first orgasm at the hands of another person was worth the wait. She sits back and smiles and Spencer smiles back, an ear to ear grin that complements the flush across his face.

"That was… wow," he murmurs, reaching out to cup Lila's face.

"That was wow," she agrees, moving to slide off the side of the bed, reaching a hand out to him.

"Now come," she says, wiggling her fingers. "Let's get you cleaned up, and I'll teach you something you can't learn in school."