A/N: Hey all! So this is my first Infernal Devices fanfiction. I fell in love with Jem when I read Clockwork Angel, and I honestly believe that he's going to be the one to end up with Tessa in the end. So I wrote this little ol' thing to do them justice-also to add to the amount of M rated fics in this fandom. :3

Hope you guys enjoy this!

I Care About You Like That

Jem leaned down closer to her, his hands clasped behind his back, and peered at her. "When I came in—that look on your face—it wasn't just because of what you read in the Codex, was it? It was about Will. What did he say to you?"

Tessa hesitated. "He made it very clear that he didn't want me here," she said at last. "That my remaining at the Institute is not the happy chance I thought it was. Not in his view."

"And after I just finished telling you why you should consider him family," Jem said, a bit ruefully. "No wonder you looked as if I'd just told you something awful had happened."

"I'm sorry," Tessa whispered.

"Don't be. It's will who ought to be sorry. Sometimes, I believe he doesn't know how to speak to a lady." Tessa felt her cheeks heat up a little—Jem considered her to be a lady? He sat down on the piano stool next to her and leaned back, resting his weight on his hands. Church rubbed his head against Jem's leg, making him smile.

"I don't think Will meant what he said," Tessa said softly, glancing at Jem from the corner of her eye.

"Of course didn't. But when he's troubled about something, he tends to take it out on whoever is around." He sighed. "If it were me, though, I would have said no such thing to you." He ran his fingers through his silvery hair and turned to Tessa. "You do know that I do enjoy being around you, don't you?" She smiled and cast her eyes downwards, giving a small nod.

"Yes." She answered. "I know." As they looked at each other, Tessa realized that having her first kiss with Will might've been a mistake. Sure, he's witty and sarcastic, biting and acidic, and he does have his sweet moments. But whether or not he misunderstood the kiss, he shouldn't have said something like that to her—it was downright disrespectful.

And she knew that Jem would never treat her that way.

Jem's eyes flickered over to the window behind Tessa, where the dark sky was dotted with stars and the moon shone from behind the buildings.

"Getting rather late, isn't it?" Jem questioned. He didn't wait for an answer before he stood up, dusting his slack off, and holding a hand out to Tessa. "Would you like me to walk you to your room Tessa?" She smiled and took his hand.

"I would love that." She let Jem lead her out of the music room and down the dimly lit hall, their palms pressed together. She could feel the slight roughness of his hands with the way he was holding her hand, and truth be told—she didn't think she wanted him to let go.

Before she knew it, they had stopped in front of her room and Jem turned to face her, his warmth leaving her when he released her hand. He stood only a half a foot away and he looked down at her with a gentle smile, his silvery eyes twinkling. He took a step forward and closed the distance between them. Leaning down, he tangled his fingers into her loose brown locks and moved his lips to her ear.

"Goodnight Tessa." She could feel his warm breath on her ear and he pressed a soft kiss to her cheek before pulling back. And without another word, he turned and walked down the hallway, disappearing.

What just happened?

Tessa lay in her bed in only her nightgown, her hands resting behind her head as she stared up at the ceiling—she had been trying to fall asleep for the past hour, but couldn't get thoughts of Jem out of her head.

Now that she thought about it, Jem seemed so much more gentle and loving than Will, and he seemed to show more interest in her than Will did. Sure, they were very subtle hints, but what had just befallen her in the hallway was a sure sign that he was interested.

So what was the next step? Kiss him? Maybe. But before she jumped into things, Tessa wanted to make sure that what she was feeling wasn't one sided—that Jem wasn't just being friendly.

She slid out of bed and left her room, heading towards Jem's room. As she walked, she became increasingly worried about what he would say. What if he didn't share the same feelings? What if he told her she was better off alone?

Tessa shook the thoughts out of her head. There was no way Jem would say something like that. If he didn't like her in that manner, he would say it in a much more respectful way.

She stopped in front of his door and raised her hand, hesitating for a moment. Was she really going to go through with this? Swallowing her fear, she knocked softly on the door and pushed it open before she could have any second thoughts.

Jem was seated on his bed in his nightclothes, his violin in his lap as he tightened the strings. He didn't look up until the door clicked shut behind Tessa. When he noticed her, he blinked a few times, surprised, but then smiled.

"What might you be doing up at this hour?" He asked her, setting his violin to the side and patting the space next to him on his bed. She smiled and sat next to him.

"I could ask you the same thing."

"I always have to make sure my violin is perfect before I go to bed. Not sure why—just a habit of mine." His eyes twinkled as he explained. "I've answered your question. Now you answer mine." Tessa pressed her lips together and looked down into her lap at her shaking hands.

"I…I was hoping I could talk to you about something." Jem put his hand on her knee, and she jumped a bit—through her thin nightgown, she could feel the warmth of his skin on hers.

"Anything." Tessa took a deep breath and spoke.

"Maybe I'm seeing things. Or maybe the Dark Sisters made me insane. But I care about you a lot, and I wanted to know if you care about me too." She bit her lip and glanced up at Jem, who was looking at her with an unreadable expression.

"Tessa," he said softly, taking her hand. "I care about you so much, but—"

"But not like that. Okay, I understand." Tessa could feel her heart splitting in two, and she decided to get out of there before she embarrassed herself by bursting into tears. She tried to pull away, but Jem grabbed her arm, preventing her from doing so. She kept her head turned away from him as tears brimmed at her eyes.

"But you are not insane. You are beautiful, and smart and you are the only person I know who knows how to handle Will and his antics. And for the record, yes. I do care about you like that." Her mouth fell open a bit and she slowly turned toward Jem to see the most genuine smile she had ever seen in her life.

Jem scooted towards her, his knee touching her thigh now, and leaned in closer to her. His hand rested on her hip, his thumb running along the smooth fabric of her nightgown. Her heart was slamming against her ribcage, and she hoped that he couldn't hear it over the silence in the room. "May I kiss you Tessa?" He whispered into her ear. She nodded and his lips inched closer to hers, his eyes fluttering shut and his lashes resting on his cheeks. She closed her eyes as well, her hands gripping Jem's forearms, and a shock went through her body when his lips brushed against hers.

Without hesitation, she pressed her lips harder to his, and he reacted almost instantly. She lay back onto his bed, their lips still melded together, and he straddled her waist, his knees against her thighs. His hands slid up from her clothed hips, across her stomach, and just under the curves of her breasts. She gasped—no one had ever touched her like this before, and she was surprised at how good it felt. Her body automatically arched into his touch, and he took that as a sign to go further.

He pulled his lips away from hers and trailed kisses down her neck, his silvery hair tickling her cheek. Goosebumps began to rise on her bare arms as Jem slowly slid the straps of her sleeveless nightgown off of her shoulders.

"You're beautiful Tessa," he murmured, pulling her nightgown down further to reveal her breasts to him. She closed her eyes and felt her cheeks heat up—never had she been so exposed in front of a boy before, but this was giving her so much of a rush and bringing her so much pleasure that she didn't want to stop.

Jem's lips pressed a kiss to her shoulder as his hands felt the swell of her breasts. A sigh of happiness escaped her lips when his thumbs brushed over her nipples, which almost immediately hardened under his touch. He kissed his way to her chest and placed a light kiss on her nipple before sucking it into his mouth.

Tessa's fingers found their way into Jem's silvery hair and tugged at the roots, arching hard into his body. "Oh Jem." She allowed a very unlady-like moan to tumble from her swollen lips, but at this point, she wasn't thinking about acting like a lady.

All she could think about was Jem's hands all over her body.

He continued to suck and nibble at her nipple as his thumb flicked over the other. Tessa's heart was beating hard inside her chest and her head was clouded with thoughts of desire. If his lips felt this good on her chest, she wondered how good they would feel in other places.

She was pulled out of her thoughts when Jem's lips left her chest, causing her to let out a small whine. He looked down at her with a smile, his eyes now a dark grey-silver color. Her dark tresses were fanned out around her and she was rosy cheeked as her chest heaved and she looked back at him.

Her arms wrapped around his neck and she pulled him in for another searing kiss. This time, he gently licked at her bottom lip, begging for entrance. She had never kissed with tongue before—she had only kissed someone twice, and both times were with Will—so she wasn't quite sure what to do, but she knew that Jem would be kind enough to show her the ropes.

She parted her lips and his tongue slowly slid into her mouth. It was a strange feeling—having his tongue rubbing against hers—but she grew to enjoy the sensation. Both Jem and Tessa were too wrapped up in the kiss and each other to notice Will enter the room.

"Hey Jem, what do you think…hm. Well, well. What do we have here?" His smug voice broke Tessa out of her thoughts of Jem and she pulled back from the kiss, throwing her arms over her naked upper body.

"Will!" She shrieked, immediately regretting it because she knew that Charlotte and the others were most likely asleep. The Institute was a large place, but she didn't want to take any chances of anyone else walking in.

Will grinned and gave a few slow claps. "Congrats Jem. Didn't know you had it in you." Jem let out a sigh and ran his fingers through his already mussed hair, the color in his cheeks standing out against his pale skin.

"Will, could you please leave?" He nodded, still smiling, his hand poised on the doorknob.

"Sure. I'll leave you guys to it." He left the room and closed the door behind himself. Embarrassed, but not as much as Tessa, Jem slid the straps of her nightgown back on her shoulders.

"I'm sorry about…him." Jem looked at her with apologetic eyes that were slowly returning back to their normal color.

"It's okay," she whispered as he climbed off of her. "I…I enjoyed that." He smiled softly.

"Me too." Silence graced Jem's room and they avoided each other's eyes before Tessa had the courage to speak up again.

"Well, I should probably go to bed." She moved to slide out of bed, but Jem's voice stopped her.

"Why don't you stay here?" His voice was quiet, and it was the first time she ever remembered him sounding unsure about himself. She smiled.

"Okay." They slid under the covers and Jem blew out the lamp beside his bed, throwing them into darkness. She scooted closer to him, and hesitantly rested her head on his chest, hearing his steady heartbeat in her ears. She smiled when his arm wrapped around her body.

"Goodnight Tessa," he murmured.

"Goodnight Jem."

Reviews would be lovely! Also, feel free to suggest ideas of anything JemxTessa related you'd like to see from me!