It was the dead of the night when Santana began to stir as she sleepily registered movement behind her, feeling Brittany shift closer to cuddle into her back. Keeping her eyes closed she smiled at the familiar tingles that flooded her body at the sensation of Brittany's taller frame spooning her so completely, and she let her mind go blank as she tried to give in to the peaceful lull of sleep once again. She felt incredibly safe and warm and if there was anywhere she could fall asleep fast, it was wrapped in her best friend's protective arms.

Brittany's hand splayed possessively across Santana's midsection holding her close. When her fingers began to gently dance across the skin they found there; drawing lazy circular patterns over exposed skin below the hem of her tight sleeping singlet, Santana mused over thoughts of her beautiful best friend lying there in a similar half-asleep state as her fingertips casually worshipped the expanse of skin presented to them. She had to wonder if Brittany was actually lucid enough to even realise what she was doing to her…

It was that same hand wasting no more time with subtlety and purposely sliding up Santana's body to boldly cup her breast over her thin singlet that roused Santana enough for the girl to quirk an eyebrow at the pervy touch. It actually made Santana blush- not to say that her breasts were in any way strangers to Brittany's capable hands- Santana was well aware of the blonde's adoration of her boobs, but just the way that it had happened with such a possessive and intentional grope left Santana feeling a bit flustered all of a sudden despite her yearning for sleep.

She couldn't ignore the hand cupping her breast but after the initial surprise at the movement wore off as she remembered her friend was probably more asleep than awake as she should be, Santana eventually relaxed into the intimate touch and succumbed to the quiet, feeling her eyes growing heavy once more.

That was until Brittany's fingers started moving again…

Santana's eyes shot open as she felt Brittany's palm lift from her breast only to drag her fingertips gently towards her nipple, repeating the action over and over in an agonizingly slow caress.

'So much for being asleep,' Santana mused sarcastically as she bit her lip in an attempt to keep from responding to the delicate touch.

Santana couldn't believe that Brittany was so boldly feeling her up this way – and she still wasn't entirely sure if Brittany even knew she was awake… or if she even cared. Truth be told the idea of it all was turning her on more than she would have expected; loving the idea of Brittany waking up in the middle of the night and being too far gone with need to stop herself from touching her sleeping companion.

Brittany's feather-light touches continued to dance around Santana's sensitive nipple circling and teasing over rough fabric until it inevitably responded in turn, puckering up hard and proud under Brittany's ministrations.

Santana squeezed her eyes shut and tried her hardest not to respond to the amazing sensations Brittany was creating. She realised too late that her best intentions to just lie there as still as possible and curiously see where Brittany would take this was just making her focus all the more on how much she loved it when Brittany played with her tits. Her mouth had long ago fallen open in a silent moan and she focused all of her inner strength on keeping her lower half still- despite feeling how incredibly wet she was already from Brittany's attention.

But Santana's nipples were so hard from the blatantly goading touches and her heart was pounding such a frantic rhythm in her chest that she was sure that Brittany had to know that she was now awake.

Brittany hand closed over Santana's breast in a rough squeeze and she rolled her body against the smaller girl, pointedly pressing her hips against Santana's arse in a slow drawn out thrust as she whimpered hotly into Santana's neck.

'Wanky' was all that Santana's mind could register as Brittany began sluggishly rutting against her in the dark without shame.

The blonde's hand continued to desperately squeeze Santana's breasts in turn as her hips continued to press slowly but firmly against her at her own pace.

Santana couldn't deny how turned on the entire experience was making her; there had been no kissing and none of their usual foreplay… only a sexually charged Brittany waking her with her intentions blatantly clear. And there was something incredibly kinky about Brittany grinding on her from behind.

Not being able to resist the pull any longer Santana waited for Brittany to push against her again and then meeting her halfway arched firmly back against her shoving her arse firmly into the blonde.

Brittany gasped appreciatively and held her hips against Santana enjoying the sweet friction before relaxing for a moment and then rolling against her again. Santana pushed back again in time with Brittany's thrust.

"Santana," Brittany panted into Santana's ear as she continued to meet her thrust for thrust.

Enjoying the sound of her name on Brittany's lips Santana reached behind her and grabbed Brittany's arse cheek on the next thrust pulling their bodies to rub harder against each other.

It surprised Santana to realise that she could eventually get off on this motion as she began to feel the tell-tale tugs in her stomach that were hinting at a potential orgasm… She was after all squeezing her legs together tightly and every time she arched back into Brittany, the movement stimulated her clit all the more. But this wasn't about her when it came down to it- those little flutters in her core were just an added bonus to being able to listen to the guttural moans coming from Brittany behind her as their rhythm increased to something more erratic. It was clear that Brittany's positioning had her receiving the full brunt of their colliding bodies and the pressure delivered directly to her clit was giving the blonde exactly what she needed in her pursuit for release.

Clinging desperately to Santana, Brittany buried her face into the shorter girl's neck as heated pants escaped her with every roll of their pressed forms. Having grown annoyed with the fabric barrier separating her touch from Santana's flesh, Brittany haphazardly pushed her hand under Santana's shirt to continue kneading her breasts unhindered.

"Ugh," Santana's hips jerked back unexpectedly as Brittany's warm hand settled over her breast and started palming her desperately. Momentarily distracted she fell out of time to Brittany's rhythm and didn't miss the blonde's whimper and insistent grinding as she tried to get Santana to keep up.

Santana chuckled and turned her head in search of Brittany's lips finding her eager mouth easily. They worked around the awkward angle, sliding their tongues together and sharing in each other's gasped breath until Brittany had to pull away to bury her head against Santana's shoulder, still managing to get a playful nip in with her teeth.

Shifting her weight purposefully, Brittany half rolled Santana onto her stomach and pushed a strong thigh between Santana's legs pushing hard against the girl's centre with the next roll of their hips. Santana's surprised cry was muffled by the pillow below her as she pushed her face against the bed, unable to do much now but feel as she blindly continued to squeeze at Brittany's arse cheek and do her best to arch back up against her.

Brittany resettled herself in the new position, using her free hand on Santana's shoulder blade as a lever to raise her upper body and angle the force behind her movements directly into Santana's heated sex with hard deliberate thrusts.

Santana groaned into the pillow; she had thought earlier that Brittany had simply awoken so turned on that she'd initiated their less than elegant tumbling session in the middle of the night just so she could seek her own release… but now it seemed she was determined to take the Latina along for the ride with her. As Brittany focused her attentionson bringing Santana up to speed, Santana had to remind herself to turn her head from the smothering pillow in order to breathe in between her vocal approvals of what Brittany's rough prodding was doing to her.

Brittany continued to grind down just as enthusiastically on the leg she was now straddling and Santana could feel the blonde's arousal dampening her flimsy underwear as she pushed repeatedly against the back of Santana's thigh and firm curve of her arse cheek. Santana was certain Brittany could feel her soaked core too, sliding against the dancer's leg despite the underwear she was wearing. It was times like this that Santana had to question why they even bothered dressing for bed if it meant the clothing was only going to get in the way creating barriers between them later.

The warm, slippery friction continued despite the reckless pace that their bucking took until both girls were panting for breath. Santana was the first to peak, smothering her face once more into the bedding beneath her to let loose a deep groan as her orgasm ripped through her and she tensely arched back into Brittany, her thighs tightening hard around Brittany's trapped leg. Brittany's thrusts grew erratic at the feeling of Santana's release against her and it didn't take long for Brittany to tumble over the edge after her.

Unable to hold herself up any longer, Brittany collapsed heavily on top of Santana, continuing to rock against her ever so gently until her aftershocks subsided. Once she'd caught her breath Brittany pushed off Santana long enough to pull at the smaller girl's shoulder and roll her over to face her. Then she fell back on top of her to brush her nose against Santana's while humming affectionately. It was still pitch black all around them but at this close contact they could just make out the light in each other's eyes.

"Oh, so now you want to look at me huh…?" Santana purred. "And here I was starting to think that my butt was your new favourite."

Brittany's nose crinkled in embarrassment.

"Well it is nice," Brittany argued earnestly. Santana couldn't see the girl's blush but she could hear it in her voice.

"I agree," Santana said smiling as she delivered a soft teasing bite to Brittany's nose. "My arse is fine; I don't blame you for losing control."

"I couldn't help it," Brittany mumbled shyly.

Santana reached down and cupped Brittany's arse with a firm squeeze on each cheek, holding the taller girl close as she stretched up to capture the girl's lips in a chaste but reassuring kiss.

"Hey I wasn't complaining," Santana whispered between lazy nibbles on Brittany's lips. "But just in case I'll be sure to face this way the rest of the night so we can both get some sleep."

To illustrate her point Santana rolled Brittany off to her side and sidled in close cuddling up to her face to face with and arm and a leg hooked over her friend's lean body.

"Mmm," Brittany purred. "I think I like this view more."

"Oh yeah?" Santana questioned knowingly.

"Definitely," Brittany answered with a kiss to Santana's nose before sneakily sliding a hand lower to cup Santana once more admitting, "But I still like your butt…"

Santana chuckled and buried her head in Brittany's neck.

"My butt likes you too Brit."