Santana sighed in disgust and frustration, throwing her hands up in the air. "What the fuck?" She was on top of Puck, alternating between kissing his neck and gently nipping at his earlobes. Two things that always got him raring to go were currently having no effect whatsoever. The tone of her voice clearly told him that although she was trying to come across as pissed, that she was actually kind of hurt and insulted.

Puck winced. Shit. He had been hoping that his (for lack of a better term) fuck buddy wouldn't notice that his head wasn't exactly in the game. It wasn't his lucky day, though. Santana had noticed, and she was on the verge of going on a rampage- he could tell. And she would only become more enraged when she found out what (or, rather, who) was on his mind, diverting his attention from her.

"Well? What's your problem?" she nearly shrieked, removing herself from his lap and smoothing the wrinkles out of her Cheerios uniform.

He quietly moaned. He was royally screwed if he spilled what was on his mind. It would more than likely result in Santana ending their agreement (friends with benefits, minus the friendship), which would in turn result in him once again having to take care of his own sexual needs. Lame. Keeping quiet wasn't really an option though. He knew the girl glaring at him well enough to know that she wouldn't let this go. The fact that she hadn't even been able to get him to even half mast had probably wounded her ego, not to mention her pride. And when she got hurt, her claws began to show, and she got pissed. "Santana, it's nothing, okay?"

"Bullshit, asshole! You have never had probelms getting it up for me. Never! What's wrong with me? Am I gaining weight? Am I getting ugly? Am I not hot enough for you? Am I-"

"Would you shut up? It has nothing to do with you." he muttered, cutting her off. He knew that if he didn't stop her, she would go on and on and on. For being so smokin', she sure was insecure.

Her eyes widened momentarily before narrowing. "Nothing to do with me?" She smacked him upside his head. "Who is it?"

"If I tell you, you're going to think I'm fucking crazy."

"Just tell me, asshole."

Oookay, then. "I don't even know how I noticed, or whatever, but don't you think that Berry has been...acting, well, different lately?"

Santata gaped at him, her perfectly glossed mouth dropping open. "I'm sorry. What the fuck did you just say?"

"I said-"

"Let me get this straight. I'm on top of you, trying to get you in the mood, and you're thinking about that hobbit? What the hell? She doesn't have anything on me. Why the hell would you be thinking about her? Hell, since when do you even think?"

"Fuck you. I think all the time." Puck cleared his throat. "Can you just sit down? This is something I want to talk about."

"I don't come here to talk, in case you haven't noticed. And if we're going to talk, I don't want to talk about Rachel, of all people."

"Oh, right. Sorry all my thoughts and conversations don't revolve around Brittany." This statement earned another smack to his head, but not nearly as hard. Whenever Santana started getting this way, the mention of the dimwitted cheerleader had a calming effect on her. He knew that she liked Brittany way more than she let on, but he had never pressed the issue. Not for lack of curiosity, but just because he knew she wouldn't tell him anything. She was willing to have unprotected sex with him, but she wouldn't trust him with any details of her life. Women were crazy.

"Don't bring Britt into this."

"Then sit down. Listen to me. Just once. Then you can leave."

"Whatever. But know that I'm not coming back after this. Obviously I have lost my effect on you, if you're thinking about Rachel Berry. Either that or you have premature erectile dysfunction disorder, and you're trying to blame it on Rachel. Either way, I think we're done." Santana was teasing him, trying to let him down easy, although it wasn't necessary. He knew that they had been 'done' for a while. Even he could only take so much meaningless sex.

"That's fine. We've been feeling...off for a while. We were both just too horny to do anything about it." He smiled at her, also letting her down easy. If there was one thing he had learned about Santana during their time together, it was that underneath that cold, bitchy exterior, there was a very sensitive, insecure girl.

"Okay. Tell me. Make it quick, though. Britt just texted me, she wants to hang. What about Rachel is so different?"

"You really haven't noticed anything? Like, nothing at all?"

"Well, I never really pay that much attention to her, Puck. I've never had a reason to outside of Glee, and during Glee, she drives me so crazy that I focus all my attention on not paying attention to her." She rolled her eyes, wondering why he gave a damn, when a (slightly disturbing) idea popped into her head. "Oh God, Puck! Do you... like, like her?"

He gave her a blank stare, restraining himself from telling her she was a stupid bitch. Him, Noah Puckerman like Rachel Berry. Please. "No. Of course I don't. It's just... she's had a complete change in personality..."

Santana shrugged. "Maybe she's growing up. Maturing a little bit?" She was making herself participate in the conversation, because she had never seen Puck look this worried. After years of seeing him cocky and confident without a care in the world, this was a little unnerving. And she figured she owed him. She hadn't exactly been nice to him, and now was her chance.

"It's not that. It's..." he stopped, shaking his head.

"What? What do you think it is?"

"I think it's Finn."

She raised her eyebrows, not understanding why he looked like he felt guilty. "Well, isn't that a good thing? She's had this creepy stalkerish crush on him for forever... And now they're together...It's what she wanted."

He fiddled with the drawstring on his grey sweatpants while he tried to find the right words to say what he was thinking. "Promise me you're not going to mention this to anyone. Not to anyone, not even the Glee club...but especially not Brittany." He patted Santana's knee as he said this, successfully keeping her temper at bay. "I know you adore her, but she has a way of accidentally spilling the beans, you know?"

Santana swallowed, feeling uneasy. "Puck, you're scaring me. I've never seen you like this. Please, just tell me. I won't say anything. You have my word."

"I think he's hurting her."

Silence. Complete silence. "Hurting her, like, hitting her?"

"I don't know. Maybe. But I do know he's hitting her with his words." He paused as he realized how stupid that sounded. "Well, hurting her with his words is what I meant."

"Are you sure?"

"Yeah. I thought he was just joking around with her at first. I decided to keep an eye on Rachel, though...I just had a feeling. He's being really...awful. I feel like shit, because I know, but I don't know what to do."

"How do you know?"

"I've seen him do it a couple of times, but lately he's been...bragging about it. It's just odd, and- Santana, you okay?" Her hands were covering her face, and she looked like she was shaking. When she finally looked up at him, he was shocked to see that she was pale. "What's wrong?"

She jumped to her feet, grabbing her jacket and thrusting her arms into it. "I've got to go."

He would have let her go, but when he saw tears in her eyes that were threatening to spill over, he gently steered her back to the bed, sitting her down. "Talk to me. Now."

Unable to meet his eyes once again, she muttered something that he couldn't understand.

"I didn't hear you, 'tana. Speak up please."

She grabbed his hand, gripping it tight. "He's done it to me, too."