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Pretty Boy: Reprise	By : Wagamama_hime Category: 1 through F > Criminal Minds Views: 5108 -:- Recommendations : 1 -:- Currently Reading : 2
Disclaimer: I do not own Criminal Minds. It is the sole intellectual property of the CBS Corp. This is a work of fiction and I am making no profit from its publication.

Chapter List
- 3
- 4
- 5
A/N: Thanks to those who have commented/reviewed, favorited, subscribed, etc., etc. I love to hear from all of you, and it makes me that much more motivated to write, so please keep it up :3
Anywho, I decided to finally post this chapter because I'm in kind of a good mood. It's taken me this long because I've been working and re-working this chapter for ages, and I figured if I keep tweaking it anymore I'll just end up destroying it (D:), haha. So, that's why you get a new chapter today! Yay!
So, following from the events in Chapter 3, let's see how Spencer's 'plan' unfurls. What I'm enjoying while writing this story is being able to characterize Spencer as more sensitive, vulnerable, and self-conscious (in a different way than he was in the original), now that he's gotten a chance to leave the 'sex club life' behind him. However, Spencer's still 'Spencer,' and when he's backed into a corner and doesn't know what to do, he's gonna revert to old tactics. In other words, 'you can't teach an old dog new tricks.' So, let's see how that works out for him this time around ;p. Also, if you haven't noticed, I terribly enjoy a snarky/sassy Spencer, so, be prepared for him to say some ridiculous things, haha.
Head's up: Sex in this chapter. And a whole lot of it. Seriously, this chapter is hella long cuz of the sex scene D:. There are apparently many things wrong with me. I have to give special thanks to my beta, A_WarriorZ_Haven, though, for talking me off the ledge a lot with this chapter, hahaa.
Enjoy!
Xoxo

When they arrived back at the apartment about half an hour later, Spencer instructed Derek to keep himself busy while he started on dinner. Derek had gladly taken him up on the offer, explaining that he wanted to work off some pent up energy after the case they had had today. So he told Spencer he'd go for a run with Clooney and take a shower when he got back. Agreeing that that was a good idea, and would give him enough time to get everything prepared, Spencer busied himself with starting dinner, and tried to not let himself overthink his 'plan.'
As he checked the potatoes boiling in the pot on the stove, he sighed to himself. He really had no idea what Derek felt about him. And, for some reason, he felt less confident than he had when he had first expressed his interest in the older man all those months ago. He hadn't wanted to believe it when Derek had said it to him, but he did think there was some truth to Derek's concern that the only reason Spencer was acting so 'rashly' was because of the heightened adrenaline that came along with the fact that he was being stalked by a murderer. Spencer had felt so on edge—so afraid—that he had thrown caution to the wind at every turn, and had thrown himself at Derek. Nothing about that changed the way he felt about the agent, but now, with all that stress lifted, Spencer didn't feel as confident in being so… reckless.
In Vegas, he had just wanted Derek to touch him, hold him, consume him. He had craved the older man's presence. And he really couldn't think straight. Everything in his life had been turned upside down, and Derek was like some solid beacon in an otherwise stormy landscape. He felt safe with Derek. He felt warm. And he wanted the man to block out all the insanity that was going on around him at that point. He hadn't known Derek very long, but the man was sincere, courageous, and dedicated. He had a black and white conception of right and wrong. He seemed to be the embodiment of all that was good in the world, and that had stood out as especially comforting to Spencer, who had had too many opportunities to personally experience all the bad that the world could offer. Spencer felt like he knew Derek would never hurt him. And that was what he wanted—needed—right then. It was such a novel thing for him—to have someone in his life that didn't want to use him, or didn't expect something in return from him. And it made everything he felt for Derek seem even more right.
But, Spencer knew he had acted crazy back then. Even… slutty, Spencer had had to admit to himself as he cringed a bit in embarrassment. He didn't understand why he had done all of that. He couldn't tell if it was because he was so used to the 'disguise' he had been wearing for so many years that his go-to defense mechanism was to act as if he was nothing more than an object. He wondered if he had actually started to believe that. Working at the Club, he had practically had to grow a second skin—be a chameleon. Without that, he would never have been able to make it through all those terrible nights. And when he met Derek, he had wanted so badly to be treasured and wanted by that beautiful and genuine man. He hadn't understood how to act when Derek had told him no. He had been wanted by so many people he didn't want to be wanted by, and suddenly when he, for the first time, felt like he wanted to give his feelings to someone else, that person had said NO. It had really hurt.
But, in the end, he actually appreciated that Derek hadn't used him, even though Spencer was practically giving him all the green lights to do just that. Looking back on it, he had felt foolish in the cold light of day. He was embarrassed he had been so shameful and had forced Derek to have to be so firm with him. Spencer knew he had been vulnerable, and it further confirmed his belief in Derek's chivalrousness that he hadn't taken advantage of that, even though that was all Spencer had wanted him to do in that moment. It was immature, and they both knew it. But Spencer now felt differently about what he 'wanted' from Derek.
Spencer knew he hadn't figured many things out just yet, but one thing he knew with certainty was that, even with all these new revelations he had been discovering about himself, nothing about the experience changed how he felt about Derek. Nothing changed all those tender moments when Derek had been holding his hand; or that last gentle kiss Derek had given him, to help give him confidence, before he had to go to the Princes' Ball; or the way Derek had touched him, stroked him, and made him feel cherished in the darkness of his bedroom on their last night together. But, ultimately, Derek had left him. He knew why he had done it. But, Spencer still had feelings for Derek, and he didn't want to be rejected again. He didn't know if he could survive that. Instead of 'right here, right now,' which was all he had been able to think about during the case back in Vegas, Spencer wanted something more permanent. Or, at least something with more meaning. Something real…
Flicking off the burner, and proceeding to strain off the water, Spencer bit his lip thoughtfully. That night, so many months ago, Derek had given him a lot of reasons for why they couldn't be together. And, of course, all of them made pretty good sense. But, they had also seemed… convenient. Spencer might've spent the last few years of his life taking off his clothes for money, but that hadn't done anything to make him any less perceptive or intelligent. He knew Derek had left things with them 'open-ended' on purpose. Derek didn't want to say anything too committing. He seemed as if he wanted a chance to back away gracefully, if he had to. As if the thought of them together was a nice dream, but probably wouldn't work out in reality. But Spencer wanted to convince Derek that he was worth trying for.
And it wasn't that Spencer believed he was anything special, or that he could compete with anyone else in Derek's life. Derek was gorgeous. He was charismatic. He had an amazing smile, awe-inspiring body, and deep, beautiful eyes. And, the low, sultry timbre of his voice would make anyone's toes curl. And while Spencer knew nothing about the older man's love life, he didn't have to be a genius to imagine Derek had no trouble finding interested partners. Spencer didn't know what he could offer Derek that would pull his attention away from some pretty woman. Spencer could be honest with himself about himself. He knew he was young, and, to a certain extent, rather inexperienced. He was lanky and too skinny. And he knew he was weird—there was no getting around it. He could be sulky and sullen, but at other times over-excited and hyperactive. He, more often than not, spoke without thinking, and, when he did, he spoke too much. And he was all-around just unrefined. Derek probably wanted someone more mature. Spencer knew that, with all these flaws, he didn't have much of a chance at getting, and keeping, the older man's attention. But, he wanted Derek to want him, because Spencer wanted Derek. Badly.
"Mmm," Derek moaned softly as he walked into the kitchen.
The sound startled Spencer, who jumped slightly, and his face heated up. Glancing back at Derek he hoped the older man hadn't noticed. When his eyes landed on him, Spencer could see that Derek was standing there, with a wide smile on his face, dressed in loose jeans and a simple black t-shirt, that clung to the muscles of his chest. He could smell the fresh scent of whatever body wash Derek had used wafting over to him from across the kitchen, and it made his mouth begin to water. He swallowed nervously, and turned his eyes back to the potatoes.
"Everything smells really good, kid," Derek said as he hovered over the closed pots and dishes in the kitchen.
"Don't peek at anything!" Spencer warned over his shoulder.
"Ok, ok," Derek said as he took a step back and grinned, holding his hands up. "But, really, how'd you learn to cook like this?"
"Well," Spencer said as he turned off the rest of the burners and the oven, deeming that everything was done. "I taught myself. When I was around ten or so."
"Ten?" Derek asked curiously.
"Yup… Well, that was around the time my dad left. My mom wasn't doing such a great job at feeding us, so I figured I really had no choice but to learn," Spencer said flippantly as he began to mash the potatoes. "I read as many cookbooks as I could. I thought I could teach myself anything by just reading, but cooking was a bit harder than I had imagined it would be."
Derek watched at the boy grimaced jokingly, as if he was making fun of himself. It hadn't slipped by Derek that Spencer had spoken about struggling to feed himself and his mother when he was just a child, as if it was something insignificant. But, he also knew the boy had probably skirted over it because he didn't want to talk about it. So, Derek respected Spencer's privacy, even though the thought of it distressed him.
"So, you found a way to get better at it?" he asked instead.
Spencer looked up at him and smiled, almost proudly.
"Yeah, it definitely took a lot of trial and error, though. And, believe me, a lot of the first meals were mac 'n cheese, soups, and casseroles. But, by the time I was about 12 I had gotten pretty good at it," Spencer said.
"Looks like it," Derek said as he nodded towards the spread of dishes.
Spencer's cheeks reddened slightly. He looked almost bashful, and Derek couldn't help but to find it endearing.
"Well, I'm almost done with everything here. So, can you make yourself scarce for ten minutes?" Spencer asked with a smile. "I want to set the table and surprise you."
Derek smiled back at him, eyes crinkling at the corners the way Spencer loved.
"Sure thing. Just let me know when you're done," Derek said with a wink before strolling out of the kitchen.

Ten minutes later, Spencer called out to Derek, who had been upstairs checking his emails, and when the older man strolled into the kitchen his eyebrows rose in surprise. Derek was definitely impressed.
The main lights had been shut off, and the kitchen was illuminated by the soft under-cabinet lighting and a number of candles on the counters and island. Laid out on the large island was a makeshift wine-red tablecloth, atop of which sat fresh bread in a basket and salad in a glass bowl. There were two prepared plates at either end of the table featuring what looked to be rather large steaks, topped with sautéed onions and mushrooms, a side of mashed potatoes and roasted asparagus. There was even a dark bottle of wine. Derek's eyebrow rose at that, knowing there was no way Spencer should've been able to purchase that since he was underage, but he figured one bottle of wine wasn't a major offense and decided he wouldn't comment on it.
More than anything, what Derek noticed was that the atmosphere was somewhat… romantic. But, seeing Spencer standing there, looking like a kid waiting for their parent to praise them on a perfect report card, Derek told himself he was reading too much into it.
"It all looks really great, kid," he said, watching as Spencer's face broke out into a wide grin.
"Good to hear," Spencer said excitedly as he motioned Derek further into the kitchen. "Now sit down."
Derek didn't have to be told twice.
Dinner passed pleasantly, with Derek singing Spencer's praises over his cooking. The food was simple but flavorful, and he felt strangely appreciative that Spencer had done this for him, as if Spencer was sharing a part of himself that he had otherwise kept private. Every time Spencer revealed more about himself, Derek felt like he was privy to some big secret. It made him happy to see more and more of the stand-offish, distrustful shell, that Spencer had worn when he first met him, peeling away.
Throughout dinner, Spencer told him more about his studies and recounted a strange, albeit pleasant, experience he had at the bookstore earlier that day when he met an old, retired professor. Derek, in turn, talked about his day and told Spencer a bit about the case. He couldn't really speak about the details, but instead he shared his initial frustrations with being unable to find the 'Unsub' and then the sense of calming relief when they were able to rescue the little girl, unharmed. Derek had a glass of wine, and jokingly told Spencer that he would 'let it slide' if the younger man wanted to have one too. But, after that, he had restricted everything else they drank to water.
As they finished the last bites of their meals, Derek leaned back and let out a sigh of contentment.
"That was really, really, good, Spencer. No kidding. One of the best steaks I've had," Derek said as he smiled fondly at the younger man.
"I'm really glad to hear you liked it," Spencer responded, cheeks reddening slightly, as he got to his feet and began to clear the plates. Derek began to rise to help, but Spencer motioned for him to sit back down.
As Derek sipped at his drink he watched Spencer out of the corner of his eye. His eyebrow arched in slight concern as he thought he noticed that Spencer looked tense. But, he couldn't see any reason for him to be uncomfortable, so he chalked it up to his imagination.
"Are you ready for dessert?" Spencer asked a bit shyly as he walked back and took his seat across from Derek.
Derek's eyes widened and he grinned, all thoughts of Spencer acting strangely flying from his mind.
"Wow, dessert too? What did I ever do to deserve such good treatment?" he asked with a laugh. "Hell yeah, I want dessert, kid. What've you got?"
It seemed as if Spencer hesitated for a moment, and Derek was going to ask him what was wrong, but then Spencer reached across the table, grabbing Derek's hand. Derek flinched at the touch, not prepared to feel Spencer's skin like this after having not felt the boy for so long. It didn't feel like the accidental touches they had been sharing since Spencer arrived. This felt more intimate. Confused, Derek stared down at Spencer's hand lying above his own. He then brought his eyes up to meet Spencer's and his breath hitched. Spencer was looking straight at him, but his eyes were dark, lids slightly lowered and something about the boy's expression made Derek's heart—and other parts of his body—throb.
"How about me for dessert?" Spencer asked, tongue darting out to wet his lips.
Derek's eyes widened upon hearing the offer and he immediately tugged his hand free of Spencer's.
"Uh… kid… I… Spencer, this is not a good idea," Derek managed to say.
Spencer pulled his hand back from where it had been abandoned on the table, and sat back, a hurt expression clear on his face.
"Why?" he asked softly.
Derek sighed as he sat back as well. The atmosphere in the room had gone from comfortable and relaxing, to a tense and loaded silence. Derek had been telling himself for the last few weeks before Spencer's visit that there wasn't going to be anything between them. He had been trying to convince himself that Spencer's feelings had waned and that that was, honestly, for the best. He never thought Spencer would reinitiate any of this. Derek wasn't prepared for this. But he could see Spencer's brows furrowed in consternation, as the boy looked down at his hands on the table, and it broke his heart to think that Spencer was feeling rejected by him. But, then Spencer looked up at him, and what Derek saw in the boy's eyes was determination. And he swallowed apprehensively.
"Spencer…" Derek warned tentatively, as he watched Spencer get to his feet.
Ignoring him, the boy walked around the table, lightly tracing his fingers over the top, as he approached Derek, eyes downcast and bottom lip caught snugly between his teeth.
"The last time… you know, when we were together… didn't you like it? Didn't it feel good?" Spencer asked as he stopped in front of him and looked down at Derek with need in his eyes.
Derek felt his mouth go dry. And he wanted to kick himself, because, no matter how much time had passed, Spencer would always have an immediate, and profound, effect on him
"O-of course," Derek breathed out, eyes drawn down to Spencer's plump lips.
And then, as if he had been given the go-ahead, Spencer was leaning in, placing his hands on Derek's shoulders and pressing his lips against his. It was like sparks had gone off when their lips touched, and a soft moan slipped out past Derek's lips. Spencer, seeming to have liked Derek's response, moved to stand between his legs and deepened the kiss. His soft lips parted against Derek's and his tongue peeked out to lick gently at Derek's wide mouth, and this time Derek moaned much more loudly.
But Derek prided himself on having an ironclad will, and that was the only thing that allowed him to pull back from Spencer's lips, gently push the boy away, and get to his feet. In the dimly-lit kitchen, with the flickering candle-light, Spencer stood about a foot away from him looking like he wanted the older man to just take him. But Derek couldn't do that.
"Spencer… it's been a long time. I thought you had… you know, changed your mind about me. Don't you think that's better?" Derek asked as he ran his hand over the back of his head, a clear sign of his agitation, and stepped further away from Spencer.
Spencer frowned at him, confusion apparent.
"Why would I think that?" he asked.
"Because you've actually had time to think about all of this?" Derek asked, sounding a bit annoyed. "And you've realized that maybe this is a little crazy? And maybe it doesn't make sense for you to want to be with me when you could be with anyone else? You've got your life together now, kid. You don't need… whatever it is you think you need from me."
Spencer blinked at him, eyes wide in incredulity.
"What are you saying?" he asked, carefully.
"Spencer… it's what I've been saying before. I thought you would've come to your senses. You know, seen that a lot of what you were feeling were emotions you had 'cause you were just caught up in the moment. And that you don't really want 'me;' you just like the idea of me. You haven't had a chance to really figure out what the right kind of relationship is for you. And you're so young. You… you just need to reconsider this," Derek said, trying to reason with him.
Spencer glared at him, eyes flashing in anger.
"Oh, really? If you weren't aware, I had a birthday in October so I'm already twenty now! I'm older than I was the last time I was with you, and back then you sucked me off," he spat.
Derek could only stare at the younger man, speechless, as his face heated up at the frank accusation. It didn't take him long to recover, however.
"That… I admit, may not have been the best idea," Derek grumbled out as he avoided Spencer's eyes.
But what he couldn't avoid was how Spencer's words had brought back vivid images of the last time he had been with the boy. And, yes, Derek definitely remembered how it felt and tasted having his mouth all over Spencer's skin. Everything in his body was telling him to throw caution to the wind and press his mouth back on to Spencer's pink lips, devouring the boy. But he really—honestly and truthfully—believed that Spencer would be better off if he didn't get involved with him.
"It was… unprofessional," Derek said, instead, looking at Spencer seriously. "Everything about what I did with you was unprofessional, and I shouldn't have done it."
Spencer gritted his teeth, and willed himself to push down the aching feeling he felt rising through his chest at Derek's words. He didn't understand. Was Derek saying that what they had done together was a mistake? That he hadn't wanted Spencer after all? But, Spencer didn't know how he was supposed to believe that. Every time he had touched Derek, the older man had responded. And it was Derek, during that last night in Vegas, who had finally been the one to take them further than they had gone before. And even now, Derek had moaned when Spencer had kissed him. Didn't that mean that Derek wanted him? So what was the problem?
They looked at each other silently, Spencer breathing somewhat rapidly, and Derek, calm, but looking troubled. He wouldn't meet Spencer's eyes. And then it dawned on him that Derek seemed like he felt… guilty.
"It's not 'unprofessional' now is it?" Spencer asked as he looked at Derek seriously. "Adrian Moore's dead. And that's because of you and the other members of your team. I'm no longer a 'victim,' Derek, and you're not working any cases involving me. You wouldn't be doing anything wrong."
"But… everything about that… I was there to protect you. And letting anything else get in between that was a breach of trust," Derek said, hands balling up into fists in his frustration.
"But I trust you. Nothing you did hurt me. Nothing you did hurt the case in any way. It was the complete opposite. You were the best thing that happened to me in a long time," Spencer admitted, somewhat embarrassedly.
Derek shook his head as he backed further away, as if hearing Spencer say that made him even more certain that this was the wrong choice.
"Spencer… I can't be proud of the way I acted during that case. I… I monopolized you. I didn't let anyone else spend time with you. I volunteered to be the one taking shifts to watch you. It shouldn't have come as a surprise that you would become attached to me. I didn't let anyone else get close," Derek said, sounding disgusted with himself.
The admission from the older man made Spencer blush, but he also felt his heartrate quicken at the knowledge that Derek had gone out of his way to be with him all those times.
"But… I liked all of that. It… it made me really happy to have been able to spend those moments with you. I don't see what the problem is, Derek," Spencer said softly, as he stepped closer.
"I don't want to take advantage of you!" Derek barked, finally bringing his eyes up to meet Spencer's.
Spencer flinched, stopping in his tracks. He then glared at the older man.
"Take advantage of me? Really? This again? What? Is it because I'm 'too young,' or is it because you still think I'm too stupid to be trusted with making my own decisions?" Spencer retorted.
"No, because I think you still think you have to trade sex for affection," Derek stated pointedly. "It's like you don't know the difference!"
Spencer's eyes widened at Derek's flippant remark. He didn't know if he should be enraged or ashamed. Either way, Derek's statement made him feel like shit.
"If that was really the case, then I would've fucked the first guy that was nice to me at school. Or, do you think that's what I've been doing?" he asked, eyes hard as he stared Derek down.
Derek frowned as he mulled over Spencer's words. He actually hadn't let himself think too much about who Spencer might have been with during his time at school. Or, it was more like he hadn't wanted to let himself think about it. He knew there was obviously a possibility, but something in his mind wanted to think that Spencer would be more discriminating in his partners. He didn't think he'd give himself to just anybody.
"No… No, I don't think you would do that," Derek said softly, but Spencer could hear the genuineness in his voice. "But… Well, even if you did, kid, that's none of my business. I just want to make sure that you're with someone for the right reasons. That you care about them, and they care about you. Not someone who's gonna use you."
Spencer frowned, but he felt the tension leaving his body. Derek wasn't trying to call him a whore. He was just apparently still overly committed to his role as the 'protector.' And it bothered him that Derek thought that Spencer wanted to be with him only as some sort of 'replacement' for affection. Why did Derek seem to want to place himself on the lowest rung of the people he deemed worthy of Spencer's affections?
"And…do you think you're somebody who would use me?" Spencer asked him.
"No," Derek responded without a moment of hesitation.
"Then… why won't you just… just take what I'm offering?" Spencer asked, and he blushed at his words, knowing that he sounded just like he had all those months ago. He sounded desperate. But he didn't know how to convince Derek to want him… that it was okay to want him.
Derek looked away and Spencer could hear him sighing. Derek wanted to tell Spencer that he didn't know how to be in a 'relationship.' How was he supposed to show Spencer what a loving, healthy relationship was like, when all Derek had spent his time doing over the past few years was running from state to state solving cases and getting laid when he had free time in between. The idea of a relationship sounded great to him, in theory, but he had never been with someone who had made him want to be in one. Of course, Spencer had him rethinking that. But, he was still uncertain if he would ultimately break the kid's heart. It was a scary thought.
Instead of expressing these concerns to Spencer, all he could bring himself to say was, "How do you know this isn't just something fleeting?"
Spencer rolled his eyes and let out a huff of disbelief.
"It's been six months, Derek, and I'm here," Spencer said as he averted his eyes, still feeling somewhat embarrassed about admitting it. "I'm not confused about my feelings for you. I wouldn't have come to you, at the first chance I got, if I wasn't sure about that. I did what you told me to do before you left me… I purposefully didn't talk to you for six months, thinking that maybe you were right—maybe it was transference and that my feelings might change with distance and time. But, no matter what I did, I couldn't stop thinking about you and how strong my feelings are for you."
Spencer willed himself to meet Derek's eyes again.
"I… I, you know, I tried to see if maybe I could feel the same way about someone else. I even… Well, someone at school asked me out once. And I didn't want to go, but I know you told me to try dating other people, so I forced myself to accept and I went. And he was nice, and sweet, and he didn't think I was weird when I made a joke about existentialists. But… I just… I didn't feel anything like what I feel for you. A-and when he tried to kiss me, I just… I kinda freaked out and told him no. I didn't want anyone but you touching me," Spencer admitted, feeling his face burn.
Derek stared at Spencer in surprise, too stunned to say anything. And as the silence dragged on, Spencer began to feel more and more foolish. He didn't know what else he could do to get Derek to accept him. To reach out to him. Spencer knew that something was holding Derek back. He just didn't know what it was. But he also didn't think it should matter. Derek was thinking so much further ahead than Spencer even wanted to. Spencer just wanted Derek to touch him and kiss him, and be with him. Wasn't it ok for them to figure the rest out later? But, if Derek wasn't even willing to think about that, what hope did Spencer really have?
Sighing in defeat, Spencer turned determined eyes on to the older man standing across from him, who was looking as if he was contemplating his exit-strategy. And Spencer didn't want that.
"I… I don't get why you're hesitating so much, but… I have my pride too, Derek. So, this is the last time I'm going to ask you. After this, I… I won't bring it up again, ok? I won't make the option available to you anymore. Now, with the case over, and Adrian Moore…gone… Knowing you don't have to protect me anymore; knowing you don't owe me some type of moral 'duty'…" Spencer said as he held Derek's eyes, "Do you WANT me?"
A moment passed between them as Derek stared hard at Spencer. The younger man's eyes were dark, his cheeks flushed and his pink lips parted. Spencer was breathtaking, and Derek didn't know what to do. He hadn't yet been able to wade through his feelings. He hadn't yet decided if he could give Spencer what he needed. But, all he knew was that hearing Spencer tell him he would never get the chance again after today—that after this it would all be 'off the table'—made his mind up for him. He wasn't willing to let him slip out of his fingers.
"Fine!" Derek said as he threw his hands in the air. "But, you wanted this! Don't tell me later that you regret it!"
Spencer opened his mouth to retort, but before he could get a word out, Derek was on him. He gasped as he felt the older man's mouth roughly claim his own. Derek kissed him harder than he ever had before and it literally stole his breath away. It was shocking and thrilling at the same time. And as Derek pushed him up against the closest wall, Spencer felt a jolt of arousal shoot straight down to his groin.
He groaned as Derek pressed his hips against his, grinding into him and letting him feel his growing erection. Spencer enthusiastically pressed back, as Derek's hot tongue pushed into his mouth. Gripping Derek's shirt firmly, Spencer wasn't sure if he was holding on to keep himself standing, or simply to get closer as Derek began to plunder his mouth. Pulling back, just enough that he could catch Spencer's swollen bottom lip between his teeth, Derek chuckled as he heard Spencer whimper in pleasure.
"Let's go upstairs," Derek breathed against his lips, sending a shiver through Spencer's body.
Nodding dumbly, still trying to recapture Derek's lips, Spencer felt himself being turned around and led towards the stairs. He stumbled a few times on the first steps as he tried to turn and keep contact with Derek at the same time. Spencer's hands and lips were everywhere and Derek knew the two of them would get nowhere if the boy didn't focus on getting up those stairs.
Grabbing Spencer's hands and holding them above his head, Derek pressed him up against the wall in the stairwell and kissed him hard enough to make the boy moan loudly. Grinning against Spencer's lips, Derek couldn't help but think that it sounded like Spencer would swoon at any minute. Holding Spencer in place with the weight of his hips, Derek moved his mouth to Spencer's neck, sucking on the skin between his shoulder and neck. And in response, Spencer mewled and shivered against him, going almost limp in Derek's arms. Satisfied, Derek pulled Spencer away from the wall and, to the boy's surprise, lifted him and hefted him over his right shoulder. Spencer let out a yelp as Derek slapped his butt, and held on as the older man quickly jogged up the stairs.

Kicking his bedroom door open, and making sure to shut it right behind them, Derek entered the lamp-lit room and walked the squirming boy over to the bed. He then tossed Spencer down on to the mattress, causing him to let out a soft huff of surprise. Spencer looked up at him with wide eyes, but there was lust darkening those honey-colored orbs. And then he licked his lips.
Fighting back the urge to growl at the tempting sight, Derek stalked towards Spencer and climbed on top of him. Leaning down over the doe-eyed boy, Derek recaptured his lips, groaning as Spencer brought his arms up around his shoulders and thrust his hips against him. The kissing quickly turned more passionate, as Derek and Spencer's tongues warred with each other. Derek loved the way Spencer kissed. It was so needy and hungry, but showcased his inexperience at the same time.
With his tongue still preoccupied with exploring every corner of Spencer's mouth, Derek brought his hands down to Spencer's shirt. Pushing them under the fabric, Derek let his fingers skate over the warm smooth skin, feeling the muscles quivering beneath. Spencer moaned breathily against his lips and Derek could feel the boy's hands shift as they moved around to his front and began to work at the buckle on Derek's belt.
Thrusting his hips against Spencer's, Derek could feel the boy's erection pressing back against his own. He groaned at the feeling, mind already consumed with thoughts of tearing both their clothes off and sinking down in between Spencer's soft thighs. But there still remained a small sliver of control in him as he sighed and pulled his lips away from Spencer's.
Slow down, he warned himself. This is probably still his first time.
Sitting back and hearing Spencer's whimper of confusion at the loss of contact, Derek grabbed Spencer's hands, stilling them.
"We gotta slow down, kid," Derek said, panting.
Spencer made a sound of disbelief as he looked up at Derek.
"Derek, I swear to God, if you stop now-" Spencer threatened, his voice a mix of anger and desperation, bordering on hysterical.
Derek sighed in frustration as he gave Spencer a hard look. The lust and want was apparent in his eyes and Spencer paused in his tirade, mouth going dry.
"I'm not stopping unless you tell me to. Believe me, I don't have the control to do it on my own anymore," Derek almost growled out, looking meaningfully at Spencer.
The boy's face heated up at the intensity of the older man's stare, and the obvious need in his voice. Derek wanted him. And apparently, badly. It caused a tremor of desire roll through Spencer.
"Derek, you don't have to go slow. Just fuck me. Fuck me," he almost whined as he wrapped his legs around Derek's waist trying to pull the older man down on top of him. "I really, really want you."
Derek swallowed thickly and he felt his cock throb in response to Spencer's words. But he was able to ignore his desires, and hold Spencer down easily with one hand pressed against the boy's sternum.
"Spencer, we have to go slow. I don't want to hurt you," Derek said as he pulled away. "Besides… isn't it still your first time?"
Spencer flinched and frowned up at Derek. One part of him wanted to just lie and say 'No,' so that Derek would just hurry up and do it already. The older man was always so gentle with him, treating him with kid-gloves. He didn't want to be made to feel like some fragile doll. On the other hand, he hadn't been with anyone before or after Derek, and lying about it made him feel like he was being in some way 'unfaithful.' Spencer knew that was a crazy thought because he and Derek were definitely not 'involved' and neither one of them owed anything to the other in terms of having other partners. But, all Spencer had been able to think about in the last six months had been Derek. And, being completely honest, it did mean something for Derek to be his first.
So, Spencer sighed in defeat and averted his eyes.
"Yes…" he admitted reluctantly.
"Then we need to take our time, baby boy," Derek said, with a lazy smile, as he nuzzled his face against Spencer's neck. "But, believe me, you're gonna enjoy it."
Spencer trembled at the whispered words against his skin.
"Ok, ok. Then take your shirt off already. Please?" Spencer said as he pushed his hands down between their bodies and began to pull on the hem of Derek's t-shirt.
Derek chuckled as he leaned back, allowing Spencer's searching hands to grip the fabric firmly and pull it up and over Derek's head. He watched as Spencer bit his lip and let out a soft sound of appreciation as his chest came into view. Spencer hesitated only briefly before leaning forward and pressing his lips to Derek's heated chest. Derek groaned as Spencer's hot mouth kissed a searing path over his collarbone and pecs, and then finally settled on his nipple. As Spencer's mouth latched on to the hardened nub, Derek grabbed the boy's hair, tugging appreciatively as tendrils of pleasure pulsed through his body. Derek could feel himself getting even stiffer in his pants, and he tightened his arm around Spencer's back, pressing the boy closer to him.
Leaning over Spencer, as the boy's mouth resumed kissing and licking a hot, wet trail across his chest, Derek blindly reached into his bedside table drawer, feeling around until his hand closed around what he had been searching for. Pulling back, Derek tossed the bottle on to the bed and he grabbed Spencer, pulling him up to catch the boy's lips in a heated kiss. His hands flew to Spencer's chest, running over the boy's nipples through his shirt. Spencer panted, blowing warm breaths against his lips, and Derek nipped at the boy's lips, in return, as his hands ventured lower, itching to begin divesting Spencer of his clothing. As usual, Spencer was wearing layers, and they both worked together to hurriedly pull his cardigan off, followed by his t-shirt.
Once Spencer's arms were free of the tangle of clothing, Derek pushed him back down on the bed, straddling his hips. Splayed out below him, hair tousled, chest flushed, and panting, Spencer looked delectable and Derek let his eyes take in the sight. Everything about the boy screamed sex, and yet at the same time he was tantalizingly innocent. Spencer's parted, diamond-shaped mouth; his wide, glistening eyes; his pale and soft, yet at the same time sinewy, body—Derek wanted to see all of it come to life as he brought Spencer to the heights of pleasure.
As Derek's eyes raked down Spencer's heaving chest, watching the boy as he watched him back, Derek brought his large hands up to lovingly stroke over Spencer's pale chest. Spencer moaned again, but this time it was similar to a soft sigh of pleasure. Licking his lips, Derek leaned down, pressing his face in the crook of Spencer's neck and breathing in deeply.
"So, so gorgeous, do you know that?" Derek breathed against the skin, as his hand ghosted over Spencer's side and ribs.
When Spencer whimpered in response, bucking his hips slightly, Derek moved his lips upwards, licking and biting at Spencer's earlobe. Spencer immediately brought a hand up to his mouth, in an attempt to muffle any further sounds. But Derek laughed and grabbed Spencer's hand, moving it from his mouth and placing it on his own ass.
"What'd I tell you about letting me hear that sweet voice of yours?" he asked, as he continued to pull at Spencer's flesh with his teeth. "You can keep your hands busy here, instead."
Locking lust-hazed eyes with him, Spencer squeezed Derek's ass and brought his mouth up to kiss the other man hungrily. Humming his approval, Derek's hands quickly dropped down to Spencer's jeans and began to tug at the button until it sprung free. With the jeans loosened, Derek pushed his hands beneath the waistband of Spencer's briefs, cupping and stroking the hard, heated flesh in the palm of his hand. Spencer gasped and pulled his mouth away from Derek's, moaning as the man's cool hand came in contact with his hot skin. He couldn't help but buck wildly up into Derek's touch, as he threw his head back against the pillow.
"Slow down, slow down," Derek chastised with a laugh as he pulled his hand away. "Don't want you finishing too fast."
Spencer let out a whine of frustration but his scowl quickly turned into a devious smirk as he brought his thigh up, in between Derek's spread legs, earning a pleased groan from the man above him as he pressed into the obvious bulge there.
"Hmm, you trying to finish me now?" Derek asked as he pressed Spencer's hips down with both hands.
Spencer only smiled up at him sweetly, licking his lips innocently. But, Spencer wasn't all that innocent. He had caught on by now that Derek liked looking at his lips. The older man's eyes often shifted focus and would drop down to his mouth when they were talking. At first it confused Spencer, but now that he knew what Derek was looking at, he didn't often pass up an opportunity to gain the man's attention.
And, like clockwork, Derek's eyes darkened as they followed the path of Spencer's tongue, swiping over his pink mouth. Growling softly in appreciation, Derek leaned in to recapture his lips, sucking and biting at them. As Spencer kissed him back, Derek's large, warm hands skirted down Spencer's sides to his hips. And then he felt Derek's fingers hook into his underwear and begin to tug. He could tell Derek intended to pull down his underwear along with his jeans, but Spencer felt a sudden wave of self-consciousness.
"Wait, wait," Spencer said with a gasp, as he pulled away from Derek's mouth. "What about the lights?"
"The lights stay on this time, Spencer. I want to see all of you," Derek said looking up at him with darkened eyes.
Spencer's eyes widened and his cheeks flushed at Derek's intense gaze.
"Um…" Spencer hesitated as he looked away, but Derek's hand was stroking his face, drawing Spencer's eyes back to his.
"You have nothing to be ashamed of. You think I'd be here right now, like this," Derek said as he pushed against Spencer again, letting him feel his hardness, "if I didn't find you incredibly sexy?"
Spencer blushed and closed his eyes.
"I don't um… like looking at my body," he admitted softly.
Derek sighed as he kissed the boy's cheek.
"Well, I do. So let me look at it for you. I'll show you all the things that are beautiful about it. And maybe you'll learn to like it too," he whispered in Spencer's ear.
Spencer shuddered. He loved the feel of Derek's warm breath and hot mouth against his ear. Even though he was embarrassed, Spencer didn't want Derek to stop. Nodding his assent at Derek, Spencer threw his arms around his shoulders and resumed kissing him. He didn't stop Derek when his hands returned to his hips and pushed his underwear and jeans partway down his thighs. Derek's hand immediately returned to enclose around Spencer's cock, now already becoming slick with pre-come, and Spencer moaned against his mouth.
But, Spencer wanted to touch too. Without pulling his mouth away from Derek's, he let his hands run down the older man's chest and began fussing with Derek's jeans. Soon he had freed the button and his hand was palming Derek through the older man's underwear. Derek groaned, thrusting forward, as he let Spencer's hand alleviate some of the maddening pressure. But, when he felt Spencer's fingers scrambling toward the waistband of his underwear, in the hopes of getting inside, he reluctantly pulled back. He knew, if he let him, the kid would have him coming too soon.
Leaning back, and scooting down Spencer's thighs, Derek tugged off Spencer's pants and underwear. Then he quickly kicked off his own jeans. Now, with nothing but Derek's black boxer-briefs separating them, Derek leaned over Spencer, pressing his body down over his. Beginning with soft kisses on Spencer's neck, Derek peppered a slow trail of kisses over Spencer's collarbone and chest, as Spencer wrapped his arms around his waist, nails scratching lightly over his back. He stopped to pull one of Spencer's dusky nipples into his mouth, and Spencer threw his head back moaning loudly, digging his fingers into Derek's back just a little bit harder. Languidly rolling his tongue over the hardened peak, Derek glanced up at Spencer's face and felt his cock throb at the sight of Spencer, long neck exposed, cheeks flushed and mouth slightly parted.
Feeling his cock aching at the thought of all the things he wanted to do to the boy, Derek licked his way down Spencer's stomach, tracing over the slight muscles of his abdomen dipping into the boy's bellybutton, and nipping at the skin lightly with his teeth. When he came upon Spencer's cock, already flushed red and dripping, as it stood proudly from a small thatch of downy hair, he purposefully ignored it and by Spencer's frustrated sigh, he could tell the boy had been anticipating his mouth touching him there as well. But, Derek had other ideas.
Reaching up over Spencer's shoulder, Derek grabbed the bottle he had tossed on the bed earlier. He then scooted further down the bed, positioned himself between Spencer's legs, and, grabbing the boy's hips, he pulled Spencer further down the bed until his face was right between his soft, milky-white thighs.
Spencer gasped when he felt Derek jerk him further down the bed and finally opened his eyes, looking down. And the sight made his heart thump and his stomach clench in anticipation. Derek Morgan was between his thighs, looking up at him with dark, lusty eyes. Spencer's cock was bobbing against his stomach, and he had to fight himself not to reach his hand down and touch himself—the image was that intense. But, Spencer did lick his lips—this time, not with any intent of arousing Derek, but merely because his mouth had actually gone dry at the sight in front of him—and he felt his cock throb as Derek's eyes darkened even more. Spencer could not wait. He really wanted Derek to take him.
From his position between Spencer's thighs, Derek's eyes were locked on to Spencer's, and Spencer wasn't going to look away. He couldn't see what Derek was doing, he could only feel. And so Spencer trembled when he felt Derek's hands on his hips, lifting them and sliding under him until his palms were cupping his cheeks. Spencer moaned as Derek's fingers massaged and squeezed at his bottom, but then Derek's eyes dropped down and Spencer's lips parted as he realized Derek could see all of him. Using his thumbs, Derek spread the soft mounds until he was staring directly at Spencer's small, pink hole. Feeling himself flush with embarrassment at the fact that Derek was looking at him there, Spencer whined as he squeezed his eyes shut tight and fisted his hands in the sheets on either side of him.
Then, without warning, Derek leaned down, shoved his face between his cheeks, and ran his tongue over the tight hole.
Spencer practically shrieked as his hips bucked and his thighs clamped down around Derek's head. He had not been expecting that. But the hot, wet sensation was enough for Spencer to quickly get over his embarrassment and he tossed his head back, thighs relaxing, and a long, low moan escaped his parted lips.
Derek, happy to oblige, pressed his tongue against the spasming hole, alternating between long slow licks and short, fast flicks of his tongue. Spencer whined above him, the muscles in his thighs flexing as he tried to control himself, and Derek had to hold back a grin. Derek was no stranger to this, and he knew he was good at it. He had been with quite a number of adventurous ladies. The only thing different this time is that he was doing it with a man. But, that didn't seem to bother Derek at all.
Taking one last long drag of his tongue against Spencer's heated entrance, Derek made an exaggerated slurping sound, reveling in how Spencer trembled, and then he sat back on his heels. Spencer lay before him, panting and shaking, legs spread wantonly and Derek could see that the boy's cock was harder than ever. He almost felt like he should put the kid out of his misery and jerk him off. But, he needed Spencer to last a little longer.
Flipping the top of the lube bottle open, Derek quickly squeezed a generous amount on to his fingers and tossed the bottle back on to the bed. Spencer was looking up at him through half-lidded eyes as he tried to settle his breathing. Derek smiled at him as he placed his other hand on Spencer's thigh, squeezing softly. Spencer swallowed thickly, knowing exactly what Derek was going to do, and he spread his thighs a bit wider.
"Good boy," Derek breathed. "I just need you to relax for me."
Nodding silently, Spencer breathed out and closed his eyes. And even though he was expecting it, he still jumped when he felt Derek's slick fingers stroke gently against his opening. But Derek just stroked him, applying a little pressure as his fingers ran over the hole, but never entering. And the tension drained from Spencer, as his thighs relaxed again. The soft ministrations of Derek's fingers were sending shivers up Spencer's spine, and he bit his lip as he moaned, bucking his hips a bit.
"Derek… come on. Please, hurry. I want you in me," Spencer whined.
Derek tensed at hearing the words. He wanted to go slow. He knew he needed to go slow. But Spencer was impatient, and needy, and it was making it very hard for Derek to ignore the throbbing of his own cock. So, slowly, very slowly, Derek pressed his index finger against the tight ring of muscle. Spencer's breath hitched, his body tensing, and his hands fisting in the sheets. But then Derek increased the pressure and the resistance finally gave way, Derek's slick finger slipping inside the tight channel.
"Ungh," Spencer groaned softly as the finger breached him.
As Spencer bucked slightly, Derek could feel his soft, hot walls clamping down around his finger. He could imagine how good it would feel to have that tight heat wrapped around his cock, and bit his lip, trying to calm himself down. Watching Spencer's face, Derek began to pump his finger slowly. Spencer's brows were furrowed, but he didn't seem like he was in pain, and Derek was relieved.
Knowing that the second finger would be a bit harder to take, Derek grabbed Spencer's neglected cock, and began to stroke the boy languidly, hoping to distract him. Spencer keened, grateful for the attention, and thrust up into Derek's hand. And when Derek pressed a second finger into his tight hole, Spencer gasped at the burning stretch. It hurt. He was torn between the pleasure being paid to his cock and the uncomfortably full feeling between his legs. Derek kept the thrusting of his fingers very slow and shallow, while the hand around Spencer's cock stroked, squeezed and massaged Spencer into a stupor. Apparently pleasure had won out, as the tension eased from Spencer's body and steady moans began to fall from his swollen lips.
Watching Spencer hungrily, Derek couldn't stop himself from leaning up and capturing his lips with his own. Spencer moaned louder, overwhelmed by the onslaught of sensation from all directions. Derek continued to stroke his cock, while his fingers pressed in deeper, spreading and scissoring. Spencer gasped against his lips, but spread his legs wider, wanting Derek to get closer to him. Smiling, Derek pulled away from Spencer's lips and released the boy's cock, gaining a groan of frustration from Spencer followed by a soft string of muttered curses. But Derek just began kissing down Spencer's neck, and chest, and as Derek got to Spencer's stomach, where the boy's stiff cock was resting, Spencer's protests died down.
Looking up and catching Spencer's eyes, Derek could see Spencer's hopeful look. And with a smirk, Derek leaned down and dragged his tongue along the flushed tip of Spencer's cock.
"Yes!" Spencer gasped out, arching his back and clamping down around Derek's fingers.
Derek moaned in approval as he sucked the head of Spencer's cock into his mouth. Spencer couldn't help it, as he threw one leg over Derek's shoulder and pressed on Derek's back with his heel, hoping to bring him closer. But Derek was in control of the situation, and Spencer was helpless to do anything but buck and moan as Derek maintained his pace and position and pushed his fingers deeper inside of him.
Derek could tell by the trembling of the pale thighs around his neck, and the copious amount of precome filling his mouth, that Spencer was already close to the edge. As he lowered his mouth, taking in more of Spencer's cock, Derek crooked his fingers, pushing hard against something inside Spencer, and the boy saw stars.
"Oh my God!" Spencer cried, throwing his head back.
And as Derek pressed at that spot inside of him again and again, he was rendered speechless. But, Derek knew what his ministrations were doing to him, and after one last hard suck he pulled his mouth off of Spencer, while twisting his fingers inside of him, and Spencer almost shrieked as he came all over his stomach.
Watching as the boy's chest rose and fell rapidly as he panted, Derek slowly eased his fingers out of Spencer, knowing that he would probably be over-sensitized after having come so hard. But Spencer was so beautiful like this, and Derek couldn't help leaning in, kissing Spencer's face and neck, as the boy returned back to earth. After a few minutes, Spencer turned towards Derek's mouth, sucking on his lips hungrily.
"Fuck me, Derek," Spencer panted as he looked at the older man with hazy eyes.
"Oh, I want to, Pretty Boy, so badly," Derek said as he pressed his rock-hard cock up against Spencer's thigh, almost hissing at the wonderful friction. "But, I still think we should stretch you out some more."
"Nooo," Spencer whined as he shifted so that he could rub himself against Derek.
"Yes, Spencer," Derek murmured against his ear, trying to ignore the feeling of Spencer's hot, sweaty, cum-slick chest pressing up against his own. "It'd be good if we could get you used to three or four fingers, just to be safe."
Spencer let out a frustrated sound and then nipped at Derek's shoulder, causing the older man to hiss.
"No, I don't need anymore. I know you're big Derek, but you don't have elephantiasis of the cock. I feel more than stretched enough," Spencer said as he looked up at him with a matter-of-fact expression.
Derek found himself lightly chuckling as he shook his head. Spencer really hadn't lost that mouth of his. And it was more than just a little bit strange to hear someone string together lewd and scientific words in the same sentence. But, Derek wouldn't let Spencer's impatience force him to move any faster than he knew he should. So, Derek disentangled himself from Spencer's arms and rolled him so he was on his back again, with Derek on his knees between his thighs.
"I know it might feel like it, but you're not as stretched as you think you are," Derek said as he looked down at the open but still tiny hole. "I want to make sure it hurts as little as possible for you Spencer."
"It's ok, it's ok. I don't care. Just put it in me, Derek," Spencer whined, looking up at Derek seductively, as he wrapped his legs around his waist.
Derek frowned at that. He never could tell if Spencer was just telling him what he wanted to hear, or if it was what Spencer actually wanted. He didn't want Spencer doing anything that would put Derek's pleasure over his own.
"No, feel for yourself," Derek said as he unwrapped Spencer's legs from around him.
Spencer looked up at him in confusion, but then gasped as the older man grabbed his hand, bringing it down between his parted thighs. Spencer tensed, looking at Derek like he was crazy, but Derek was stronger than him, and soon Spencer felt two of his own fingers pressing against his slick and sensitive hole. He whimpered at the strange sensation, but didn't resist as Derek helped him slide his fingers inside of himself. Spencer's fingers were more slender than Derek's, and it felt different, but he could still feel the slight stretch.
Looking up at Derek with wide eyes, Spencer couldn't believe he was doing this.
"How's that feel?" Derek asked with a smirk as he affectionately squeezed Spencer's inner thigh.
Spencer blushed as he closed his eyes. Biting down on his lip, he slowly pumped his fingers inside of himself, the friction causing a breathy moan to escape his lips. Derek let out a soft sound of approval as he stroked Spencer's thigh encouragingly.
"Here," Derek murmured as he grabbed Spencer's wrist and maneuvered his fingers. "Go deeper, and bend your fingers like this."
As soon as Spencer crooked his fingers, those sparks went off in him again and he arched his back, letting out a loud, keening moan.
Seeing that Spencer had gotten the hang of it, Derek released his hold on the boy's thighs. Spencer whimpered as he closed his thighs around his hand and turned on to his side. Rocking his hips he began to slowly plunge his fingers inside of himself. Derek watched, almost slack-jawed, as Spencer touched himself. It seemed almost as if the boy had forgotten he was there. With his cheeks flushed and small whimpers escaping his parted lips, Spencer was the most wanton Derek had ever seen him.
Spencer always seemed guarded, as if he wanted to do/say/be what others wanted him to. But, right now, Spencer was focused on himself and Derek found it unbelievably erotic. And, based on the stuttering gasps he could hear every time Spencer thrust particularly deep with his fingers, Derek could tell that Spencer had become well-acquainted with his prostate and it seemed he couldn't get enough of it. So Derek watched silently as the boy's fingers continued to thrust inside of himself and his cock came back to life, springing up, hard and ready, between his pale thighs.
But, Derek couldn't take very much of that sight. Watching Spencer do this would have him coming in minutes. So he grabbed Spencer's wrist, stopping him from thrusting and the boy's pretty brown eyes fluttered open, looking up at Derek through a haze of arousal.
"Pretty Boy," Derek said, voice strained and foreign to his own ears, "don't forget about me."
Spencer licked his lips and nodded, as he eased his slick fingers out of his throbbing hole.
"You gonna let me fuck you now?" Derek asked, voice laced with lust.
Spencer moaned and bit his lip as he nodded enthusiastically.
Derek leaned down and gave him a searing kiss, covering Spencer's entire body with his own. Spencer wrapped his arms around Derek's neck and closed his eyes as he lost himself in Derek's mouth. He could feel Derek tugging off his underwear with one hand, and Spencer sighed as he finally felt Derek's naked cock pressing against his thigh, hot, heavy, and slick. Spencer wanted to feel him, and when he heard the sound of the bottle of lube opening up again, Spencer grabbed it out of Derek's hands. Looking up into Derek's eyes, Spencer squeezed some on to his fingers and, without taking his eyes from Derek's, trailed his hand down in between them until he came into contact with the hard length. Both Spencer and Derek let out a moan as Spencer slowly stroked him, coating him in the process.
Derek's eyes fluttered closed and Spencer was in awe of how quickly he was able to make this strong man tremble. He licked his lips, feeling his own cock get even harder at the thought. But, then Derek was pulling his hand away from him, breathing heavy. Looking at Spencer with darkened eyes, Derek gave Spencer one final hard kiss, before he moved his hands down to Spencer's hips, repositioning him.
Grabbing Spencer's thigh with one hand to keep his legs parted, Derek lined his cock up and nudged the head against the slick entrance. The feeling was almost electrifying on his painfully hard cock, and Derek groaned out as Spencer echoed a soft gasp. Trying to calm himself down, Derek rubbed himself against Spencer's opening, eliciting soft, encouraging whimpers from the boy below him.
"Please, Derek," Spencer finally moaned out, seeming as if he was at his limit.
And that was it for Derek. He couldn't take waiting anymore. With one firm thrust, the head of Derek's cock pushed into Spencer's welcoming hole.
While Derek groaned, Spencer whimpered.
Shit, Spencer thought to himself as he gritted his teeth and fisted his hands in the sheet. It really hurt. The burning stretch was way more intense than when Derek had used his fingers. He felt impossibly big inside of him. And as Derek thrust his hips again, more of the thick length sliding in, Spencer couldn't help the pained gasp that flew from his lips as he brought his hands up to grasp at Derek's biceps. Then Derek stopped immediately, looking up at his face worriedly. Spencer blinked rapidly, feeling his eyes stinging. He didn't want Derek to see him crying.
"Spencer," Derek breathed, "is it too much? I can stop-"
"N-no!" Spencer gasped out as he locked his legs around Derek's waist, trying to hold the man to him. The action caused Derek to slip in even more, and Spencer whimpered again, feeling himself stretch more to accommodate Derek's large girth. Sure, it hurt like hell, but Spencer expected it to hurt. But he also knew it would pass. And he didn't believe that if Derek stopped now the over-conscientious man would ever start again. They had already gotten this far and Spencer wanted to see it through to the end. This is what he had wanted.
"Spencer… if it hurts you have to tell me," Derek said seriously, as he stroked at Spencer's cheek, wondering if the wetness he saw pooling in the corner of Spencer's eye would spill over.
He didn't want to make Spencer cry. Derek knew he should probably pull out. He could barely think with his cock sunk half-deep inside Spencer's tight heat. And he needed clear thoughts right now, because all he wanted to do at the moment was keep thrusting.
"Doesn't hurt," Spencer murmured as he closed his eyes and leaned into Derek's hand as it caressed his cheek.
"You're lying," Derek whispered to him, seeing the obvious tension in Spencer's face and the furrowing of his brows.
Spencer looked up at him, blinking quickly again, clearing away most of the tears that were threating to fall.
"Ok, yeah, it hurts," he admitted as he stared at Derek with his clear honey-colored eyes. "But, it's okay. I can take it. I want you, Derek. And I want you to keep going. It's already starting to feel better."
"You sure?" Derek asked as he looked into Spencer's eyes, searching for any signs of hesitance.
But Spencer just nodded and squeezed Derek's arms encouragingly.
"You have to tell me immediately if you want me to stop," Derek said, his voice sounding almost desperate, like he was trying to hold on to his last vestiges of restraint.
"I will. Now, fuck me, Derek," Spencer said as he tightened his legs around Derek's waist again and bucked his hips slightly.
There was nothing else Derek could do to stop himself, as he thrust forward, allowing himself to slide further into Spencer's warm body. He could hear Spencer gasping softly, but his arms didn't tighten around him and his body didn't tense. Spencer was taking him all in, body pliant and open.
"Shit," Derek groaned as he finally seated himself fully.
He immediately found Spencer's mouth with his own, cradling Spencer's face with one hand as the other ran through the boy's soft hair. And as he kissed Spencer, he felt the boy's arms move to wrap around his shoulders, holding Derek closer to him. Derek started to move, pulling out and thrusting back in with slow, shallow strokes. Kissing, sucking and licking at the boy's swollen lips, he swallowed down all of Spencer's whimpers, until Spencer started to moan softly.
Hearing the encouraging sounds, Derek pulled back, burying his face in Spencer's neck as he started to thrust deeper and harder. Spencer's hands moved down Derek's back to scratch over his shoulder blades, and down further until Spencer was grabbing Derek's ass as he thrust into him. Derek could hear Spencer panting and gasping in his ear, but it wasn't enough. He wanted Spencer to be as delirious with pleasure as he was. Snaking his hand down between them, he ran his hand over Spencer's cock, feeling that he was still only half hard.
Derek wasn't having any of that. Holding Spencer's hips, he pulled away from the boy, until he was slowly easing his cock out of the tight hole and Spencer let out a whine.
"D-Derek what're you doing?" Spencer asked, breathlessly.
But all Derek did was cradle Spencer's hips and turn the boy over on to his stomach. Spencer was confused, but he wasn't lost as to what Derek wanted when the man pulled him up on to his hands and knees. Spencer glanced at Derek over his shoulder, but he could only see Derek's face and chest as the man was already almost flush against his body. Derek moaned at the sight before him and kissed Spencer's shoulder, causing Spencer's insides to flutter.
"I think you'll like this better, Pretty Boy," Derek breathed as he pulled back and lined himself up. Grasping on to Spencer's narrow hips, Derek slowly pushed in, sighing appreciatively as his cock sank into the tight sheath, going even deeper this time.
Spencer groaned loudly as Derek's cock filled him again, the new angle unexpected, and fisted his hands in the sheet. But, then Derek grabbed his hips, placed his hand on the small of Spencer's back, and pushed him down until his chest was flush against the bed. And when Derek thrust in again, Spencer let out a yelp of surprise as Derek's cock nudged that place inside of him that made his vision blur.
"Yes, Derek! Do that again," Spencer almost begged.
"Anything you want, Pretty Boy, anything," Derek groaned as he began to thrust hard, holding Spencer's hips tight, and pounding against that spot inside of him.
Spencer started to gasp, mewl, and cry out, and the sounds were enough that Derek felt he could come just from hearing those alone. He had held off his own pleasure throughout the entire time he had been prepping Spencer and Derek felt like he could lose himself at any minute as the boy's insides squeezed and pulsed around him. He quickly snaked his hand around to Spencer's front, pleased to feel that the boy's cock was now rock hard, and already dripping wet.
Derek fisted his hand around Spencer, causing the boy to arch his back and clench around him even more, and began stroking him at a furious pace. Spencer's words were coming out in a mixture of gasps, murmurs, and cries, and Derek wasn't even sure it was all in English. As the pace of his thrusts became more erratic, and Derek felt himself getting dangerously close to his orgasm, he ran his thumb over the wet, sensitive head of Spencer's cock. Spencer shouted as his body tensed, and then he was coming all over Derek's hand. As the final tremors of his release ran through him, Spencer collapsed forward on to the bed, only supported by the tight grip of Derek's hands on his hips.
The force of Spencer's orgasm had sent delicious spasms ricocheting throughout Spencer's body, and Derek knew he was done for as Spencer fell to the bed, and Derek went with him, covering Spencer's trembling body. Derek thrust three more times inside the boy's quivering hole before he felt his control snap. And, as his climax hit him, he quickly pulled out, coming all over Spencer's back.
Leaning over Spencer as the last spurt of his come landed on the boy's pale, and still shivering back, Derek let out a great sigh of contentment and exhaustion before toppling down to the bed next to Spencer. Derek grinned up at the ceiling, arm thrown over his eyes, as he basked in what was one of the most intense orgasms he had ever had.

A few minutes passed, with nothing but the sound of the two men's ragged breathing filling the room. Spencer laid on his stomach, breathing heavily as he tried to get a grip on himself. Eyes wide, he blinked slowly, body still trembling with the aftershocks of pleasure. He felt as if his brain was mush, and he wondered, briefly, if Derek had, quite literally, fucked the sense out of him. He knew that couldn't be true, but he also couldn't understand why he couldn't formulate any coherent thoughts. Whatever Derek had done to his brain, Spencer did have one thought he could be sure of: that had been… amazing.
He let out a soft sigh as he felt Derek's hand run lightly through his hair.
"You ok?" he heard him whisper next to his ear.
Spencer blushed slightly as the words sent a shiver of desire down his spine. He couldn't believe himself. He went from what he was sure people would call 'frigid' (and he had been called frigid by many of his 'clients,' but he wasn't going to think about that right now), to someone who was basically downright lusty. If just Derek's whisper made him tremble, Spencer knew he was in trouble. Thinking on this, and trying to hold down his embarrassment, Spencer could only nod in response to Derek's question.
"Good. I'll be right back," Derek murmured, and Spencer could feel his lips moving against his ear. It felt like Derek had kissed him. But he didn't really know. His mind felt so fuzzy he couldn't even invest the energy to think about it.
Sighing as he closed his eyes, he was vaguely aware of the feeling of the bed dipping as Derek got to his feet, and the sound of him padding into the bathroom. He listened distractedly as he heard water running and then shutting off. Then, he heard Derek walking back toward him and felt the bed dip again.
He let out a small sound of surprise and turned his head to look over his shoulder as he felt something warm and wet press against his back. Catching Derek's eye, he raised an eyebrow and thought for a second that the darker man's cheeks had reddened.
"Uh… gotta clean you off. I… kinda made a bit of a mess on your back," Derek admitted, somewhat sheepishly.
Both Spencer's eyebrows rose and his own cheeks darkened as he remembered vaguely feeling the hot spray of liquid on his back as he was riding out the end of his own climax. Derek had come on his back. Turning back around, and letting the older man wipe him down, Spencer figured it wasn't too bad. Felt kind of like he was getting a personal massage. He let out a small squeak of surprise, though, and blushed as he felt Derek swipe the warm cloth between his thighs. But he was done in mere seconds and then he was chuckling as he flopped down next to Spencer. Derek absently began running his hands through Spencer's hair, over his scalp and then down to the scruff of his neck. He repeated this for a few moments, the actions lulling Spencer into a content daze.
Soon, Spencer felt himself starting to fall asleep, but he knew he couldn't let that happen. Still struggling to gather his wits about him, Spencer pushed himself up into a sitting position reluctantly moving away from the comforting feeling of Derek's warm hand sliding through his hair. His body felt sluggish and was still practically humming with the after-effects of what they had just done. He was giddy with the thought that he had finally slept with Derek. But Spencer wasn't sure what he was supposed to do now.
Feeling heat rising in his cheeks, Spencer realized he didn't know much at all about any of this. Generally, Spencer knew a lot about almost all things under the sun—he was used to knowing. But, relationships, intimacy, and the range of what was 'normal' or expected after two people had just had sex for the first time, well… this was one area where he had a major dearth of knowledge and he felt like an average idiot. All he knew was what he had learned from those at the club, and it seemed like 'lovers' never stuck around after the 'fun' had been had. And Spencer wasn't even sure if they would be considered 'lovers.' He wasn't sure why Derek had given in and done it with him. He didn't really want to think too much about it. It would cloud the good feelings he had from the wonderful moments they had just shared.
Biting his lip in consternation, and trying not to think too hard about the warmth of Derek lying next to him, or the obvious weight of the man's eyes on his back, Spencer slowly got to his feet, struggling a bit as he could already feel his body aching in protest. But, before he could move away from the bed, he felt Derek's hand close around his wrist in a firm grip. Turning around with a confused expression on his face, Spencer looked down at the older man. Derek raised an eyebrow as he stared back at him with an unreadable expression.
"Where are you going?" he asked in a low voice, eyes boring into Spencer's.
Spencer's face flushed in embarrassment as he made a weak attempt to pull his wrist free.
"Um… I… I was gonna go back to my room?" he said, unsurely, as he looked down at the ground.
He suddenly felt extremely aware of his nakedness and couldn't stop his brain from flooding with a number of insecurities.
"Is there some reason why you don't want to stay here?" Derek asked, breaking into Spencer's thoughts.
Spencer looked back up at him, brows furrowing with confusion.
"You… uh… want me to stay?" he asked.
Derek couldn't hide the disappointment he felt at hearing Spencer's words. Why would the boy think he didn't want him with him? He could see the clear uncertainty in Spencer's eyes. It just reminded him of one of the many things he had worried about. Spencer still didn't believe in his own self-worth. Derek had hoped to show the boy how much he was attracted to him, and how much he valued him, during their lovemaking. But it seemed Spencer still had his doubts. Sighing, he knew he'd just have to work harder to make Spencer believe him. He was willing to do that. But, he knew it would take some time.
"Get in the bed, Spencer. You don't get to dip out on me after what we just did," he said, hoping the boy could hear the teasing note in his voice. "I like to cuddle."
Spencer blushed and smiled shyly, and Derek could feel his wrist relax in his grip.
"Ok… Um. If that's what you really want," he murmured as he made to climb back into the bed.
Derek released his hold on Spencer as he shifted to allow him into the bed. Spencer immediately laid on his left side, with his back facing Derek, and Derek could tell, by the tenseness in his pale shoulders, that he was still not sure how close he could get. So Derek scooted up behind him until his chest was pressed flush against Spencer's back. He was sure he could hear a sigh of relief or contentment—he couldn't be certain which—and he felt Spencer relax against him as he pulled the sheet over their bodies.
Bringing his arm up and around Spencer's narrow waist, Derek inhaled the scent of the hair at the boy's nape. Spencer shivered in response and Derek couldn't help but smile.
"How're you feeling?" he asked softly.
He could see Spencer's ears redden, but he couldn't see the boy's face.
"I'm… ok," Spencer whispered.
"You sure?" Derek asked, sounding concerned. "Did I hurt you?"
"I'm sure. And n-no… You didn't hurt me. Honest. I just…. It's embarrassing to talk about it," Spencer said, bringing his hands up to cover his face.
Derek relaxed behind him.
"Don't be embarrassed. You need to always feel comfortable expressing what you want Spencer. You know, what you like…" Derek purred as he stroked up Spencer's arm. "But, also, what you don't."
"I… liked everything you did to me," Spencer said, still soft, but voice a bit more confident.
Derek chuckled, and Spencer could feel the laugh rumbling against his back.
"Well, that's good to hear," Derek chuckled as he pressed closer, kissing softly on Spencer's neck.
Spencer let out an unconscious moan and Derek growled his approval. He loved it when Spencer let him know that he liked what he was doing.
"Well how about you?" Spencer said after a while.
Derek, barely paying attention, as he was more interested in sucking small hickeys into the boy's pale neck, let out a curious 'hmm?' in response.
"How do you feel about it?" Spencer asked. "You talked a lot about it being wrong and everything, but how do you feel now that you've 'taken advantage of me?'"
Derek froze in his ministrations until he heard Spencer let out a small laugh. Frowning, Derek leaned back as Spencer shifted in his arms and turned to face him.
"I'm kidding," Spencer said with a pout, but Derek could see the amusement in his eyes.
"You always had really tasteful humor," Derek said flatly, but there was no real anger in his voice.
Spencer feigned an apologetic look, but Derek rolled his eyes in response, trying to hold back a smile. Biting his lip, Spencer shifted closer and Derek watched him carefully as the boy's eyes trailed down to his chest. Spencer's brows furrowed in consternation, and Derek could tell that he was, again, doubting himself before acting. But, instead of voicing his concern, Derek quietly watched Spencer as he brought his hands up and laid them on his broad chest. Spencer's eyes quickly darted up to Derek's, as if asking for permission, but he was only met with Derek's lazy eyes and wide smile. So Spencer smiled back.
Licking his lips, Spencer dropped his eyes back to Derek's chest, and watched with fascination as he traced over the muscles there. Derek sucked in a breath, but closed his eyes as Spencer's hands traveled lightly over his heated skin. He could feel Spencer slip even closer, and sighed as he felt the smooth skin of the boy's thighs rubbing against his own. As Spencer gently stroked Derek's skin from his collarbones, across his pectorals, to his shoulders and back again, he was almost lulled to sleep. Apparently, Spencer's version of 'cuddling' meant exploring Derek's body, but Derek wasn't going to complain about any of that. He was all for it.
But then Derek felt Spencer's lips press against his collarbone, and his eyelids fluttered in surprise, as he was pulled from his lazy state of contentment. And, as Spencer's soft lips began to mouth across his neck, he felt one of the boy's hands begin to trail down his abdomen. Eyes opening, Derek frowned down at the top of Spencer's head, and he opened his mouth to ask him exactly what he was doing. But that was the same moment Spencer's hand closed around his cock and Derek jumped from shock.
"Spencer?" Derek asked, voice breaking somewhat.
Spencer looked up at him with half-lidded eyes and Derek felt his heart start pounding against his ribcage. He felt Spencer's hand squeeze tentatively around his already engorging length, and he forced himself to stifle his groan.
"What're you doing?" he asked.
Spencer bit his lip as his fingers encircled Derek's cock. Derek really was big. Spencer really hadn't had a chance to even look at him while they were making love. And now, the thought of it had him all heated again.
"I can't believe you put that big thing inside of me," Spencer murmured as he looked into Derek's eyes, hand still lazily caressing his length.
His words sent a jolt of arousal straight to Derek's cock, and Spencer's eyes widened as he felt the organ pulse in his hand.
"Spencer," Derek breathed in warning, as he closed his eyes and grabbed Spencer's shoulder, trying to still his stroking hand. "You better stop before you get me all worked up again."
Spencer licked his lips, before pressing a kiss to Derek's chin. Derek opened his eyes and gritted his teeth as he looked into Spencer's lust-darkened honey orbs. He couldn't understand what game this kid was playing at. He could tell Spencer had been thoroughly worn out by their first round and there was no way they would be having sex again right now. And even if Spencer didn't know that, Derek knew it was his job to take care of the younger man's body. So, he would have to try to resist him.
"Don't worry, I'll take care of it," Spencer said, and Derek watched in shock as he began to shimmy down his body and under the covers.
"Wait, wait! Wait a second," Derek said as he yanked back the sheet, revealing Spencer looking at him with wide eyes, poised above his lap. And Derek had to fight not to let a groan out at the delectable sight that was laid before him.
"Spencer, you don't have to do that," Derek said, but his voice sounded weak even to his own ears. And the tell-tale throbbing of his hardening cock gripped in Spencer's warm hand undermined any protest he could hope to give.
Spencer chuckled softly as he rested his elbows on Derek's thighs.
"But I want to do it. Don't you remember? It's the first thing I told you I wanted to do to you when I was trying to get you to notice me back in Vegas," he breathed, as his mouth hovered over Derek's cock. Derek trembled as the warm air rolled over his sensitive skin, and he threw his head back against the pillows, already knowing that he would give in. How could he resist that?
And then, without further ado, Spencer leaned down, wrapping his pink lips around the head of Derek's swollen cock, and sucked. He used the hand still wrapped around the thick shaft to begin languidly pumping, and he was pleased by the unintelligible sounds of pleasure that spilled from Derek's mouth. Pulling back, Spencer licked teasingly at the shining head. He could feel the tension in Derek's thighs as he rested atop them, and, on a whim, he looked up at Derek. His breath caught in his throat as his eyes met Derek's smoldering dark-chocolate stare. The man looked fierce—like he couldn't wait to toss Spencer on the bed and fuck him again—but he also looked vulnerable–like Spencer had all the control and could completely unravel him. And, oh, did Spencer like that.
Derek placed a gentle hand on the back of Spencer's head, and moaning, Spencer returned his mouth to Derek's cock, sucking with gusto. He couldn't fit all of him into his mouth, but Spencer skillfully worked Derek's shaft and balls with his hands, as his mouth worshiped the head. It was turning him on to hear how pleased Derek was, and this, in itself, shocked Spencer. This was so different for him. Spencer hadn't done this that many times, but he definitely had more practice doing this than he really wanted to think about. But all those other times, he had either been very obviously forced, or he had begrudgingly agreed to do it, feeling as if it was the lesser of two evils. But, now, he really wanted Derek to feel good. He actually craved the connection and intimacy of the act. He wasn't being used. He wasn't something to throw away after a man was done with him. He was being cherished.
As Spencer sucked him into an almost dizzy state, Derek groaned as he tried to concentrate on not thrusting all the way down Spencer's throat. The kid was amazing. Just insanely amazing. Derek didn't want to think about how Spencer had gotten so amazing at this. But, oh, God, did he love Spencer's mouth. He was almost embarrassed about how quickly Spencer was getting him off. And as Spencer made a loud slurping sound, as he sucked Derek down until he was bumping against the back of his throat, Derek couldn't help how his cock twitched and his hips jerked. Spencer immediately coughed and pulled away. And although Derek quickly started to apologize, Spencer just waved it off.
"Just stay still," Spencer chastised, giving him a flirtatious smirk.
He then leaned back down and kissed the tip of Derek's glistening cock with those lush, pink lips Derek was so obsessed with. And all Derek could do was throw his head back against his pillow, groaning, and wondering to himself what he had done to deserve this type of heaven.
As Spencer flicked his tongue against Derek's head, he lapped up the copious amount of precome that was running down the rigid length. He could tell that Derek was close. Hollowing his cheeks out, Spencer sucked hard, while jerking and twisting his hand along Derek's length, sending a jolt of pleasure straight to Derek's gut, and Derek felt his climax coming up on him fast.
"Cumming, Spencer, I'm cumming," Derek warned, as he fisted his hand in Spencer's hair and tried to pull the boy off him.
But Spencer ignored him, as he forced himself to take more of the thick length down his throat, ignoring the discomfort and listening to Derek's husky moan of pleasure. And when he felt Derek's whole body tense, and his cock begin to pulse, Spencer pulled back enough to feel the warm spurts of cum coat his tongue and the back of his throat. Spencer fought the urge to pull off. He never usually swallowed. He would never give someone that satisfaction. But he swallowed for Derek. Or, he at least tried to swallow as much as he could. As his mouth filled, he felt some running down his chin, and when Derek finally stopped coming, Spencer pulled off, sitting up and wiping at the stray strings of come.
"Shit, kid," Derek breathed as he threw an arm over his eyes and his chest rapidly rose and fell as he tried to calm his breathing. "You just… Oh, God. I don't even… I can't even… Damn, Spencer…"
Spencer couldn't help but beam at the fact that he had left Derek Morgan practically speechless. But he didn't have long to bask in his feeling of accomplishment, as he felt Derek's arm wrap around his waist, and pull him down to the bed, pressing them together, chest to chest.
Spencer blushed at the closeness, not used to it but also thrilled by it. Derek lazily opened his eyes and gave Spencer a deep, long kiss. And when he finally pulled away, he was chuckling. Kissing Spencer's forehead, and stroking his back, Derek shook his head ruefully.
"You're gonna be the death of me, Spencer Reid," Derek said, voice still sounding strained and breathy.
"But, wouldn't that be the perfect way to go out?" Spencer asked as he looked up at him with a small grin.
Derek just shook his head and laughed.
"I gotta say I kinda have to agree with you," he admitted, as he kissed Spencer's temple.
Spencer sighed against him, fighting the urge to actually purr in contentment as Derek began lazily running his hand through his hair.
"Now, promise me you're gonna go to sleep?" Derek asked.
"Promise," Spencer hummed as he burrowed into Derek's chest, wrapping his arms around the man's waist and sighing contentedly.

A/N: Ah… well that escalated quickly, didn't it? :3. Literally, 18 pages of unadulterated smut! O_O Hahah! My beta has dubbed it the 'sex hour,' and I think that's very fitting! :p
As always, please leave me your comments/reviews/thoughts, and let me know if you liked it. I couldn't help but to throw lots of insecure!Spencer angst in there. And, to be honest, Derek's not gonna make it any easier going forward (D:). But, did you at least find the smut to your liking? I really enjoyed writing this chapter, and so I hope you guys enjoyed reading it, as well!
Until next time, my dears!
Xoxo
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Pretty Boy: Reprise