So I had a chunk of this typed out for the last chapter of Better With You, but I decided to cut it because I didn't know if you guys would've actually cared to read it. But since Breyanaxo so kindly requested it, I figured why not (; So, here's the rest of the flashback hotel scene from Chapter 41 of Better With You. Rated M obviously because it's straight up strap-on smut.

"Come lay down on the bed with me," Emily told Spencer as she offered her hand for the brunette to take. Spencer smiled shyly at Emily but complied, the two linking hands as the swimmer led them to the king sized bed in the middle of the hotel room. As they stood at the side of the bed, Emily spun Spencer around and her fingers traced over the clasp that connected both straps of Spencer's halter dress together. Emily placed soft kisses along Spencer's shoulder, the brunette tilting her head to give Emily better access. Her lips trailed up Spencer's shoulder towards her neck, and Emily unclasped the halter, letting the straps fall forward before she placed kisses on the girl's now bare neck.

"That feels good," Spencer whispered out, her eyes closed while she embraced the feeling of Emily's lips on her. Emily's fingers lightly slid down the sides of Spencer's body, slowly pulling the dress off of her body until it was far enough down that it fell on its own. Spencer turned in her spot, a look of lust and desire in her eyes as she reached for the clip in her hair that held it all up. Upon removing it, Spencer's brown locks fell graciously, and Emily swallowed the invisible lump in her throat at the sight of Spencer standing in front of her wearing nothing but lacy purple underwear. Spencer stroked a few strands of hair out of Emily's face and leaned forward, their lips only a few inches away from one another. "You're wearing too much."

Without hesitating for even a second, Emily nodded in agreement and reached for the zipper on the side of her dress. As her hand met the zipper however, Spencer placed her hand over top of it, silently requesting permission to undress the raven-haired girl herself. Emily bit her lip in anticipation and gave Spencer the slightest nod, moving her own hand away and letting Spencer take charge. Spencer's eyes darkened with desire as she unzipped the side of the dress, the only thing still holding it up being Emily's arms keeping it in position.

She looked down, an eyebrow quirked as she inspected the situation in front of her for a split second before leaning in and capturing Emily's lips in her own. As if she had anticipated the reaction, Emily immediately lifted her hands to Spencer's face, causing her dress to fall from her body. Spencer almost immediately moved her hands to Emily's sides, running her hands along the girl's now naked torso. Their tongues collided and Spencer moaned at their mixture of saliva, Emily's tongue massaging Spencer's while they moved in unison. Emily gently pushed Spencer forward and the back of the brunette's knees met the edge of the bed, causing her to sit on it. Quick to follow, Emily brought her legs up to either side of Spencer's, straddling the brunette's lap while still keeping their mouths together. Spencer pulled the two of them more onto the bed, shuffling them over so that she was leaned against the headboard, allowing Emily to remain straddled on top of her.

"I love the taste of your skin," Emily murmured, her tongue trailing up Spencer's jaw towards her ear where her teeth brushed against the edge of it. Spencer moaned at Emily's actions, and the sound acted as encouragement for Emily whose lips moved to Spencer's neck, sucking and biting down on her bare flesh before moving back to Spencer's lips. Their bodies were almost flush against one another; Emily practically sat against Spencer's core, their chests pressed against each other while Spencer scraped her nails down the swimmer's back. There was friction between their cores, and it was enough to drive Spencer mad, but not enough to relieve any of the tension she could feel building in the pit of her stomach.

"Em," Spencer tried to let out between kisses. Both of them were breathing heavily, but Emily found herself unable to stop as though her lips needed to be on some part of Spencer's body at all times. Spencer moved her mouth away from Emily's ever so slightly, which prompted Emily to move her lips back to the crook of Spencer's neck. Every touch sent Spencer further and further into frenzy, and her breathing became more and more erratic. "Em, I need you," she panted, her chest rising and falling at a rapid rate. "Touch me, Em. Please."

At the sound of the brunette's words, Emily found herself pulling away to catch her breath while processing Spencer's words. She flashed a seductive smile at the brunette before lifting her body off Spencer's and sliding off the bed. A look of shock came across Spencer's face, the brunette in disbelief that Emily had the nerve to stop her actions so suddenly. Before she could get a word out though, Emily turned to her gesturing for her to wait.

"Before we go any further, I kind of have a surprise," Emily told Spencer, walking towards the overnight bag she had brought to the room earlier that day. Spencer tilted her head in curiosity, trying to get a peek at what Emily was looking for. It was no use though; Emily's body blocked any view. After a few moments, Emily turned around, a beaming smile on her face while her hands remained behind her back. "So uhm, I thought maybe we could do something special tonight. This is totally just an idea though, and if you don't want to you can say no but I just thought with it being prom and all—"

"Em," Spencer interrupted softly, causing Emily to stop talking. The brunette gaze her a soft grin and a reassuring look. "Just tell me what it is."

"Okay," Emily agreed, letting out a deep breath before moving her hands in front of her, a black plastic bag in one of them. "So I was moving some things around in my room the other day and I may have stumbled upon Hanna's birthday gift to me. I knew prom was coming up, so I figured maybe I'd put it to use," she explained, and Spencer felt her heart beat increase as she had now a good feeling of what was in the bag. Emily fiddled with the bag for a few seconds before taking out its contents, confirming what Spencer was thinking.

"You got us a strap on?" Spencer questioned, a hint of amusement in her voice. She could immediately see Emily's cheeks heating up as the swimmer averted her eyes from Spencer, and she found it absolutely adorable. "Em, don't be embarrassed!" she coaxed, but Emily still refused to look up from the ground. Spencer smiled at how cute her girlfriend was being and then moved from her spot on the bed over to the girl. "Baby, it's nothing to be embarrassed about. You just caught me by surprise."

"It's stupid, I never should have bought it. Lets just forget it," Emily spoke, feeling silly and discouraged. Spencer stepped forward and wrapped her arms around Emily, pulling the girl into her body.

"Hey, it's not stupid. It's just… New, and something we've never done before. But I think… I think I want to try it," Spencer told her, and for the first time since she'd brought out the black bag, Emily looked up and the two girls locked eyes.

"Really? Are you sure? Because Spence, don't feel like you're obligated to do this for me," Emily told the girl, and Spencer could hear the nerves in her voice. Spencer smiled at her girlfriend and tugged on her forearm, walking the two of them over to the bed where they sat side by side on its edge. Emily fiddled with the strap on that sat on her lap, still in its packaging while Spencer tried to find her words. It was silent for a few moments before Spencer let out a sigh and turned toward the girl beside her.

"Alright, look. When we got together… I was still a virgin, and you weren't. And that was okay because we both had our first times with someone we cared about and loved - you with Maya, and me with you. Don't get me wrong, I loved every single thing about our first time together, but I really want us to... To DO something for first time together. Experimenting in the bedroom might not be for everyone, but we won't know if it's for us unless we try, right? And I want to try. With you," Spencer explained. She smiled and brought her hand up to Emily's cheek, lightly stroking the skin with her thumb before kissing her softly on the lips. "Okay?"

"Okay," Emily agreed with a nod, leaning forward and connecting their lips again eagerly. She sighed into the kiss, enjoying the feeling of Spencer's lips on hers as she brought a hand up to the brunette's hair, allowing it to get lost in her brown locks.

"Wait," Spencer stopped suddenly, pulling away from Emily who looked at her in confusion. "I have one condition," she stated, a smirk coming across her face. "I get to wear it first."

Emily sat on the hotel bed leaned against the headboard, her hands fidgeting apprehensively as she stared at the closed bathroom door. Light barely seeped through but her legs twitched in anticipation, the knowledge of what was going on behind the door making her toes curl partly with eagerness, and partly with nervousness. Thinking about it, she didn't know why she was so nervous. It was her idea in the first place, wasn't it? But Emily knew that whatever was to come would be new for her, and she wanted nothing but for it to be perfect. It was prom, after all.

The creaking of the bathroom door pulled Emily from her thoughts, and as her eyes laid sight on the figure standing in the doorway, Emily felt her mouth go dry. Spencer leaned against the doorframe, her hair down and tousled just enough to go perfectly with the look of lust that filled her eyes. She bit her lip and glanced down at herself, which forced Emily to follow en suite, trailing her eyes down the brunette's body and almost instantly feeling a familiar throbbing sensation in between her legs. Emily swallowed the lump of desire in her throat and squeezed her legs tightly together as she slowly took in the sight of Spencer's naked frame.

She took note of the perkiness of Spencer's breasts, her light pink nipples hardened, before letting her eyes trail down the girl's abdomen. Emily could make out the subtle lines of Spencer's abs, both the light outer ones that shaped her stomach along with the particularly deep indent that ran down its center; the same indent that she often fantasized running her tongue down. Next, her eyes landed on the v-cut of Spencer's pelvic muscle, and it was there that she noticed a black strap almost hanging off of her hips. Emily's breath hitched when her eyes finally met the bright purple coloured strap-on that hung from Spencer's waist. And suddenly it was as though her eyes focused out and she was finally able to take in the sight of Spencer as a whole, her stand firm with a seductive look on her face as she bit her lip ever so slightly.

"W-wow," Emily breathed out, and Spencer quirked an eyebrow as she smirked at the reaction she seemed to have elicited. "You uh… You look, just… Wow," she spoke, fumbling with her words due to the sight in front of her jumbling her thoughts. Spencer didn't respond though. Instead, she began to step forward, slowly making her way towards the bed while Emily's entire body seemed to tingle in anticipation. Her breath started to pick up the closer Spencer got, and once she felt pressure on the edge of the bed from the brunette placing a bit of weight on it, Emily's heart began to race with excitement.

"You like?" Spencer questioned in a low, raspy voice that made the hairs on the back of Emily's neck rise almost instantly. The raven-haired girl found herself unable to verbally reply, and instead she nodded rapidly as Spencer put the rest of her weight on the bed, slowly crawling over to Emily. She was on all fours, and when she'd reached Emily she positioned her legs on either side of the swimmer's, hovering above Emily just enough so that her body wasn't actually touching the other girl's. But the 7-inch fake appendage that was attached to Spencer had barely grazed her thigh, and the subtle contact was sending Emily's brain into a frenzy. Once Spencer was directly in front of Emily, their chests just inches from one another and the only contact coming from the strap-on occasionally poking against Emily's stomach, the brunette leaned forward and ghosted her lips over Emily's.

"Spence," Emily breathed out, both of their lips so close that Spencer could feel the girl breathing against her lips. Emily tried to lean in and connect their mouths, but as soon as her lips grazed Spencer's, the brunette pulled away torturously. "Baby, don't tease me," she pleaded, trying to connect their lips once again only to have Spencer do the exact same thing, only this time when she moved away, her face moved towards Emily's ear, and Spencer nipped at its edge, eliciting a moan from the girl beneath her.

"But this just seems like so. Much. More. Fun," Spencer whispered seductively, taking Emily's earlobe into her mouth and lightly sucking on it. "Mmm, you smell good enough to eat," she spoke before attaching her lips to Emily's neck and sucking on the flesh. Almost instantly Emily let out a satisfied moan as her hand came up to the back of Spencer's head, holding her in position while she let her fingers get tangled in the girl's long brown locks.

"God that feels so g—uh," Emily panted, her words cut off by Spencer's swift movements to capture Emily's lips in her own. Spencer plunged into Emily's mouth, deepening the kiss as her tongue collided with Emily's. The raven-haired girl's hands came up to Spencer's back, pulling her down so that all of Spencer's weight was in Emily's lap, and almost immediately Spencer's hands were tangled in Emily's hair, gently massaging the girl's scalp while they indulged in one another.

"Lay down," Spencer instructed the girl, and Emily wiggled underneath her, both of them repositioning themselves so that Emily was fully lying down, Spencer straddling her waist. As soon as they were settled back into a comfortable position, Spencer found her lips attached to Emily's neck once again, kissing any and every exposed part of her skin. She could hear the staggered breaths coming from Emily's mouth, the swimmer's chest rising and falling rapidly in reaction to Spencer's movements.

Taking this as a sign of eagerness, Spencer found herself kissing down Emily's neck towards her chest, her mouth immediately finding its way to the girl's right breast. Her mouth latched onto Emily's nipple, swirling her tongue over the dark flesh as she could feel it harden in her mouth. Spencer's lips wrapped around the nipple and she sucked lightly on it while bringing her hand up to the girl's left breast, fiddling that nipple between her fingertips and tweaking it enough for it to ache with pleasure. Once she decided that she'd given Emily's right breast enough attention, she let it go from her mouth's grasp with a light 'pop' before travelling to the left side of Emily's chest and taking it in between her lips.

"More, Spence. I-I need more," Emily whispered, causing Spencer to let go of her hold on Emily's breast. She looked up from her position and saw the yearning in Emily's eyes, making her want more than anything to cater to any and every one of the girl's needs. So she peeled her mouth away from the skin of Emily's chest, and sat up, running her fingertips slowly down Emily's trembling stomach. As her hands trailed down, she could feel Emily's body flex beneath her, and it made Spencer bite her lip with want. So she leaned forward, placing kisses from just beneath Emily's chest all the way down to the edge of the underwear that covered Emily's otherwise naked body. She kissed along its hem, feeling Emily's muscles tighten against her lips. Spencer could feel a pool of desire building in her center, and unable to control herself anymore, she hooked her fingers underneath the hem of Emily's underwear and pulled them down, ridding the girl's body of the offending material.

Spencer crumpled the underwear up into a ball and threw it behind her, a smirk coming across her face as her mind took a quick note of the moisture that seemed to coat the thin fabric. Once she had gotten rid of the only piece of clothing that had covered Emily's body, Spencer refocused her attention on the body in front of her – specifically the noticeable moisture that seemed to be seeping around Emily's thighs. It caused the heat between Spencer's own legs to increase, and prompted Spencer to place her hands on the girl's thighs, pulling them apart in order to expose Emily's glistening center to her. As if on cue, Spencer felt her mouth water at the sight in front of her of Emily lying down, legs spread open, panting heavily as her own moisture was dripping from her body. Without a second of hesitation, Spencer slid her hand toward the girl's centre and parted Emily's lips, with her index and ring finger, using her middle finger to gently rub circles into the glistening flesh. Emily moaned at the contact, lightly thrusting up in response, and Spencer grinned at the reaction she was getting.

"Does it feel good?" Spencer questioned, and Emily gripped the sheet with her hand while nodding in agreement. Hoping to hear more of a verbal response from her girlfriend, Spencer leaned forward and captured Emily's lips into her own while maneuvering her hand and dipping one finger into Emily, the sudden penetration causing her to moan in response.

"Oh my god, Spence," she groaned out, wrapping her arm hand around the brunette's neck and pulling her back into a kiss as she thrust against Spencer's hand. The girls moved slowly but steadily against one another, Spencer pulling her finger out of Emily almost completely before pushing it back inside of her. With every thrust, Emily could feel the desire build within her, and soon enough she found herself wanting more. Before she could even express it verbally though, Spencer pulled her finger out of the girl completely and then pressed two fingers back inside, Emily tightening around the girl's fingers in an instant.

"You're so tight, babe," Spencer whispered against the girl's lips before leaning in and pressed her lips to Emily's. Emily just groaned in response, slipping her tongue into Spencer's mouth as she slowly began to move against her girlfriend's hand, having finally felt herself adjust to the added finger. Her hands ran down Spencer's back, fingernails digging into the girl's skin. Their pace quickened as they moved in unison with one another, and Emily felt herself getting so turned on she couldn't even focus on kissing Spencer anymore. Instead, she rested her face in the crook of the girl's neck, trying to pace her breathing.

"You feel so good, Spence. God, you feel so good," Emily moaned into her ear. Their bodies were pressed against each other, sweat building from the friction that their constant movements had caused. Neither girl noticed though, and even if they did, they wouldn't have cared. All Spencer cared about was the sounds of pleasure coming from her girlfriend's mouth. And all Emily could focus on was the movements of the girl on top of her. Spencer could feel more and more moisture dripping from between Emily's wet lips, and the physical reaction of the girl's body let her know that she was ready.

Spencer leaned back and gently slid her fingers out of Emily, the sudden lack of movement causing Emily to open her eyes in search of her girlfriend's. At first she was going to question the sudden halt to their actions, but Emily saw the look that came across Spencer's face, and she knew what was to come.

"You're sure you want to try this?" Spencer asked, not wanting to do anything that would make Emily feel hurt or uncomfortable. It was a simple gesture, but it meant the world to Emily how loving and caring the girl was. She smiled at Spencer, and gave her the slightest of nods before reaching up and pulling Spencer down, softly kissing her. Spencer happily reciprocated it, and their lips moved against each other while Spencer readjusted her position between the girl's legs. She pulled away and swallowed the nerves that were developing as she locked eyes with Emily. "If I'm hurting you, you tell me right away, alright?" Emily nodded at the words, and Spencer let out a deep sigh as she lifted her hand to Emily's cheek, cupping it gently into her palm. "I mean it, sweetheart. Any discomfort whatsoever, you tell me right away."

"Okay baby, I will," Emily reassured, offering her a shy smile. Spencer reciprocated it and leaned forward, resting her head against Emily's as she took a quick glance down to make sure she was lining up the strap on properly with Emily's centre. She slowly rubbed the head of it through Emily's sex, using her natural juices to lubricate the phallic toy. Emily's breath shuddered at the contact, and the two of them locked eyes with one another, Spencer looking at her with every ounce of affection she could muster.

"I love you, Em," Spencer whispered out before pecking her lightly on the lips.

"I love you too, S," Emily replied. Spencer gave her a lopsided grin, and then focused on their lower bodies as she continued to lap up Emily's juices with the strap on, ensuring that for the most part it was covered. When she thought that they were ready, Spencer lined the strap on up to Emily's entrance and slowly applied pressure, watching as it began to disappear inside of her girlfriend. She looked up at Emily whose eyes were now closed, her mouth open ever so slightly but no words coming out. One of Emily's hands gripped the sheets beside her while the other rested on top of the girl's stomach.

"Is this okay, Em? I'm not hurting you, am I?" Spencer questioned, a fear coming over her body at the lack of verbal response she was getting from her girlfriend. Emily nodded rapidly however, letting the girl know that she was more than okay.

"K-keep going Spence. Please, keep going," Emily let out, her breaths ragged and short. It was then that Spencer realized that Emily's lack of response wasn't one of discomfort; it was one of overwhelming pleasure. So instead of stopping, she complied with the raven-haired girl's request and continued to move further inside of Emily until both of their bodies were flush against one another. "Shit," Emily muttered with heavy breaths. "It f-f-f… It feels so good."

"Really? Well then, how does this feel?" Spencer questioned as she pulled out almost completely before thrusting back in. The question didn't even need to be answered though, as the loud moan that Emily let out in reaction to it was enough. Her positive response encouraged Spencer, and the brunette immediately found herself slowly thrusting her hips into Emily again, the raven-haired girl groaning with pleasure.

"Fuck, it feels so good. So, so good," Emily confirmed, finding herself pushing her pelvis into Spencer's thrusts. As the girls found themselves settling into a rhythm, Spencer picked up the pace with confidence that Emily's body had adjusted to the foreign object inside of her. "Mm, so good Spence," she muttered, her eyes still closed. Spencer reached up to the hand that Emily had clenched into the sheets of the bed, and she loosened the girl's grip, turning her palm over so that she could intertwine their fingers together.

"You're so beautiful, Em. So beautiful," Spencer whispered out as she looked down to stare at Emily whose eyes were closed, her face contorted with pleasure while Spencer thrust into her. "Open your eyes and look at me, baby," she requested, and Emily struggled to do it, just barely getting her eyes open so that they could maintain eye contact with each other. Spencer leaned forward, pressing her lips against Emily's while still maintaining a steady pace of moving in and out of her girlfriend. "I love you, baby," she mumbled against Emily's mouth. "I love you so much."

"I love you too Spence. I—oh!" Emily tried to speak but halted her words when she felt Spencer hit a particular spot inside of her. "Oh my god, keep going. Faster Spencer," she told the brunette who instantly quickened her pace. "Yes, right there," Emily whispered out, feeling Spencer hit her g-spot over and over again. Her eyes closed again and with her free hand Emily brought it up to Spencer's back, harshly digging her nails into Spencer's back.

The brunette knew that her girlfriend was close to going over the edge, so she pumped even harder and faster, her rhythm never wavering even for a second. Emily's grip on their intertwined fingers tightened and she dragged her nails down Spencer's back, her eyes snapped shut as though she was barely holding herself together. Spencer leaned into Emily's ear and nuzzled her nose into the girl before placing a kiss on the girl's jaw.

"Let go, Em. Just let go," she whispered, feeling the girl nod against her. Spencer maintained her pace, only pulling away ever so slightly so that she could watch her girlfriend come undone.

"Fuck, Spence. Fuck, fuck, fuck, oh my god," Emily muttered under her breath. The pressure that built in her stomach became more and more overwhelming until finally she couldn't take it anymore. Emily's breath caught as she allowed herself to be consumed by it, feeling weightless while she rode the high of her orgasm. She felt the sense of release that came over her body, Spencer still thrusting into her when she finally let go, her breath shaky and unstable while tremors of pleasure radiated through her entire body. She felt Spencer's thrusts slow down, which allowed her body to start to come off of its high, but the slowing in the brunette's pace only lasted a few seconds before she began to pump in and out of the raven-haired girl once more. All too soon the familiar tingling feeling built within her again, only this time Emily wasn't sure if she could handle it. "Oh god, Spence I—wait just let me, I don't know if I—ugh!"

"It's okay baby just go with it. Trust me, and go with it," Spencer coaxed the girl, as she continued to thrust into her girlfriend. At this point Emily was all but a pile of goo, allowing the pleasure to overwhelm her body in ways she'd never before experienced. She'd felt multiple orgasms before, but this was different. She could feel Spencer hitting her g-spot over and over again, and the feeling that was building formed deep inside of her. Spencer didn't let up in the least bit, keeping the penetration deep as she thrust rapidly into Emily who found herself moaning uncontrollably. Emily found the build up in pleasure to be rapid, and she wrapped her legs around Spencer's waist, not wanting it to stop.

"I'm g-gonna, oh my god I'm gonna c—" Emily breathed out right as she was pushed over the edge once more, this time feeling an overwhelming amount of liquid flow out of her not only onto herself, but also onto Spencer and all over the bed. Both girls froze up at the sudden liquid invasion, locking eyes with one another in slight confusion and disbelief. "Woah," she let out, panting rapidly as she tried to catch her breath. "D-Did I just…?"

"Y-yeah. I think you did," Spencer responded with a bit of a proud smile on her face. She leaned down and captured Emily's lips in her own before pulling away and loosening the strap on so that she could slide it off. After letting it drop to the floor, Spencer climbed back on top of Emily, collapsing on top of her girl, not wanting to be anywhere else but wrapped up in Emily's arms. "You're incredible, Em. Thank you for letting me do that for you."

"Believe me, if you ever want to make me feel like that, by all means go ahead. That was amazing, Spencer," Emily responded, her voice quiet and low as the girl was still in a euphoric state, her eyes closed with a smile on her face. "I love you, babe."

"I love you too, pretty girl," Spencer replied, placing a kiss on Emily's cheek before nuzzling into the girl's chest, the two of them lying together in silence, the only sounds in the room coming from them breathing in unison.

"Hey Spence?"

"Yeah?"

"I hope you know that in 10 minutes when I regain some energy, it is so your turn."

"Oh, I count on it."

So there it is! If there are any other one-shot scenes from the Better With You fic that you guys maybe wanted to read, let me know and I'll see what I can do. Hope you enjoyed (: