Pretty Little Liars Undisclosed Desires

_Lately I've been losing sleep_  
><em>Dreaming about the things that we could be<em>  
><em>But baby I've been praying hard<em>  
><em>Said no more counting dollars, <em>  
><em>We'll be counting stars<em>

The call came late at night, way later than is usually socially acceptable. I was only awake because I was stressed and had to study for a test the next morning. With all the A stuff going on I'd lost countless study hours. When my phone rang at one in the morning I was intrigued and a slight bit worried. I stretched across my bed and pull my phone off my nightstand and towards myself. Without checking who was calling I hit answer.

"Hello?"

" Spencer…. I uh… I didn't think you'd pick up." I was temporarily confused, as I didn't instantly recognize the voice on the other end of the line.

"Emily?"

"Yeah" came the quiet reply along with a chocked sob and a sniffle.

"Emily are you okay? What's wrong? It's 1;27 in the morning…"

"Can….. Can you come over?" I could hear another repressed sob and that got me moving.

"Sure, just hang on Em I'll be there in just a few minutes okay? Just hang in there." I grabbed my keys off the counter and jogged out to my car. I started it and pulled out of the driveway.

"Spence?"

"Yeah?"

"Hurry okay?" I bit my lip and pressed down on the accelerator harder.

"I am just hang in there okay?" I drove a little more recklessly than normal. I couldn't help it. When the girl you're secretly in love with calls you crying at one in the morning, you do anything for them. I was at Emily's house in less than ten minutes. She was sitting on her porch shaking. From her tears or the cold I couldn't tell. I parked and when I closed the door she looked up and saw me. She stood and as I reached her walkway she full on sprinted to me. She crashed into me and knocked me back a step. Her arms wrapped around my shoulders and she buried her face in my neck. I wrap my arms around her waist and pull her closer.

As soon as she's in my arms I can almost feel her break. She sobs and her whole body shakes. I cradle her head to me and hold her close. She fists her hands in the back of my shirt and clings desperately to me. Like if she lets go I'll disappear. Her whole body shakes as she cries and I get the feeling I'm the only thing holding her together. She eventually cries herself out and instead of the strong sobs that racked her body, now there is only soft whimpers and sniffles accompanied by silent tears.

I run my fingers through her hair and coax her to meet my eyes. Her watery brown eyes meet mine shyly and the sight of her so heartbroken nearly breaks my heart. "Hey, let's get you back inside and warmed up okay?" She bites her lip but nods. Her arms slip from my shoulders reluctantly and she hesitates before letting her arms fall away completely. I wrap my arm around her waist and pull her to me. She looks at me gratefully a brief moment before she wraps her arm around mine.

I lead her back to her house and up to her bedroom. I turn to close her bedroom door and when I turn back around I notice her standing in the middle of the room looking a little lost. I walk up to her and take both her hands in mine and press a light kiss to her forehead. A small smile graces her lips and I smile back. " I need something to wear…" I trail off sheepishly and gesture at myself, still in my outfit from the day. This makes Emily smile.

"Wear whatever you want." I go to her dresser and pick out a pair of shorts and a soft grey T-shirt. I change quickly then climb in bed where Emily is already snuggled into the blankets. I lay on my side next to her and she immediately scoots closer and snuggles up to my chest. I wrap an arm around her and she smiles at me and then tucks her head under my chin. Her hand comes to rest over my heart. We lay silently for close to fifteen minutes before I feel Emily's breathing slow down and all the tension leave her body.

I smile and kiss her forehead before gently sliding carefully from her bed. A sigh escapes my lips and I run a hand through my hair. I collect my clothes from her floor and take my keys off her dresser. I look back at her and can't help the small smile that crosses my lips.

My smile slides from my face when I remember my plan to leave. "I'm sorry" I whisper into the silent night. I'm about to leave, my hand on her bedroom door handle when she stirs. I instinctually freeze and she blinks and half sits up, her hands searching the blankets for me and my heart catches in my throat at her actions.

"Spencer?" She calls softly. I know I should leave know and pretend I never heard her but my heart stops me and before I realize it I'm moving back to her bed and sitting on the edge, taking her hand. Her face relaxes at my touch and I feel guilty for even thinking of leaving.

"I'm right here." I assure her.

She frowns. "You weren't leaving were you?" Her eyes widen at the idea and an already trembling hand shoots out to grab at my shirt. Her eyes glass over with unshed tears. A single tear rolls down her cheek and I reach out to cup her cheek and swipe it away.

"I was, but only to use the bathroom." I both assure and lie quickly. I feel guilty for lying to her, but I can hardly tell her why I needed to leave. She relaxes at bit but tugs at my shirt.

"Come back to bed then?" she asks, her voice the most vulnerable I've ever heard it. My heart stutters and I don't trust my voice so I nod and slide back under her covers. She waits for me to resettle myself before she quietly makes her request. "Spencer?" I hum and she bites her lip, which is by far the cutest thing she's ever done. "Can I…" She trails off awkwardly and I roll onto my side to face her and smile to reassure her.

"It's okay Em, it's just me" I tease hoping to get her to relax. Its has the desired effect and she tentatively continues.

"I uhm… I want to…" She struggles with whatever she's trying to ask me and I take pity on her. Not like I'd have said no to anything she asks of me.

"Whatever it is, it's fine, go ahead. Like I said, it's just me." She searches my eyes and upon finding what she was looking for, she slowly drapes her body over mine. Her leg twines with mine and she shifts so she's resting on my chest, her ear over my heart. She sighs contentedly and I nearly choke on my heart in my throat. The feeling of her bare skin on mine is driving me wild. I've wanted this for so long and know that it was happening I was overwhelmed. Emily shifts slightly and my breath catches.

I calm myself enough to start running my fingers through her hair. She hums her approval and the vibrations rumble through my chest nearly making me stop again. It's quiet again for a few minutes before she speaks again.

"Spencer?"

"Yeah?"

"Are you feeling okay?"

"Of course, why do you ask?"

She pushes herself up on my chest a bit to meet my eyes. "Because your heart is racing and running erratically." Shit. I was so busted.

Before my brain can catch up properly words are spilling from my mouth. "Because it's hard to be this close to you."

"Why?"

"Because I've spent the last few months trying not to think of kissing you and being this close to you and you're kinda short circuiting my brain right now." I realize what I've said and the consequences rush to fill my blank mind. I stop breathing as Emily says nothing and I'm half a second away from slipping from under her and running out as fast as I could, before Emily leans down and without hesitation presses her lips softly to mine. My brain takes a full three seconds to catch up before my arms are around her back and tugging her down to me and kissing her back reverently. The press of her warm body against mine Is a million times better than I could have ever imagined it. She breaks the kiss and pulls back just barely, I can feel her warm breath flutter over my cheeks and lips. The sensation alone makes my hands unconsciously flex over her back.

"Spencer Hastings, I have waited far too long for you." A small smile crosses her lips before she gives me another sweet kiss.

I fumble but I whisper against her lips "Is that what made you cry tonight?" She pauses and she bites her lip again. I reach up and using my thumb gently pull her lip from her attacking teeth. This actions causes her pause.

She kisses the tip of my thumb before barely whispering, In fact I feel it more than hear her mutter "yes." My heart is crushed but soars at the same time. My arms go circle her waist and pull, her body pulled down flush against mine. I kiss her and tangle one hand in her hair.

"Let me make it up to you then." She smiles briefly before our lip meet again. Her hand slides up and presses flat against my neck while her other grips at my hip, anchoring us together. My tongue peeks out and runs along her lower lip. She shudders against me but her lips part and my tongue darts out to explore her mouth. Ger hand slides up my shirt and skirts the bottom of my bra. I close my eyes and gently pull away from her. I gently take her wrist and pull it from under my shirt. I kiss her palm before resting it against my own cheek. She looks at me confusedly before I take a deep breath.

" Em, you were so upset…." Her face falls and I rush to make her eyes light back up "look at me." I wait till she does and lean up to give her a quick kiss. "Tonight, let this be about you. Let this be about me making this up to you." She hesitates but nods. I smile and gently and slowly I roll over her laying her out below me. She looks up at me and I can see the stars reflected in her eyes. My breath catches and I lose control of my voice. " I love you Emily." Her face is blank half a second before a huge grin spreads across her face.

"I love you too Spencer." I grin back at her and lean down to kiss her firmly. She tugs me down to her and I oblige. I kiss a soft trail of kisses from her mouth down her sharp and beautiful jaw line down the column of her throat. A gasp escapes her lips. I blindly reach for her hand and when I find it tangle our fingers together. I kiss her neck again and a sigh escapes her lips.

"I. Love. You." I punctuate word with a soft kiss. Eventually Emily drags my face back up to her and crushes our mouth together. I kiss her back and I feel weightless and happier than I have in months.

" And I love you Spencer Hastings." She mutters against my lips.

**~X~**

**A/N:** This one felt like a behemoth writing it. I feel I wrote Spencer a bit weird in this one. But it's AU in any case, the point of fanfiction is to write things that would never happen in cannon and as a result most characters end up being a bit ooc. But I hope you guys like it and it wasn't too ooc for your tastes. oh and see that little box down there saying review? He's hungry, please feed him. If you are so inclined. Till the next time I write Spemily! (read a few days because these guys won't leave my head.)

**Edit: Lyrics are One rebulic's Counting stars.**


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