A/N: This chapper is VERY VERY VERY smutty. i would rate it 'MA+' but i cant so its 'M' you have been warned! and i dont own the fosters of any of the characters! & thank you very much for all the wonderfull reviews! means a lot specially since im a rookie at this! For those of you that are following me as an author you might hear from me sometime soon! Just to let you know i know for a fact that all the stories i might write will be SMUTTY! but i dont think they will be THIS smutty but you never know (; ill shut up now! ENJOY!

Callie took a deep breath and knocked on the closed door, she wasnt sure if Brandon was even awake. she was starting to pace and thinking about going back to bed when Brandon opened the door

"hey, can't sleep?" he said as he opened the door for her to walk in

"um. . no i shouldn't even be here" she said as she looked down at her feet "i should go back to bed" she said before looking up and noticing for the first time the Brandon was shirtless. 'OH DEAR GOD' she thought as she took in a very hot looking Brandon that was standing infront of her.

"i would like some company, since i can't sleep" he said as he slowly walked back into his room hoping that Callie would follow him in. All thoughts of being kicked out and the rules left her mind as Callie saw the barly there 'V' lines and happy trail that Brandon had. She bit her lip and walked into his room closing the door behind her. Before opening the door for Callie he had taken his shirt off hoping for something to happen 'hope she thinks i sleep like this' he thought to himself as he opened the door for her. It had paid off because he saw the way she bit her lip and he could feel her eyes on him as the sat down on the small seat in front of the keyboard 'score' he thought to himself. He couldn't believe he was thinking like this, specially about Callie. But he couldnt help it anymore he really wanted her, if he didnt get it tonight he would try till he did.

As he gently placed her fingers on the right keys Callie accedently brushed her arm against his.

"Sorry" she said as she blushed 'thank god for the dim lighting in here' she thought.

"its ok" he said as they made eye contact and he gave her one of his looks that made her weak that the knees but she loved it either way. She bit her lip and blushed looking away, "so what was. ." Callie was cut short when Brandon tilted her chin up making her look at him "Dont. .dont do that" he said as he ran his thumb over her botton lip.

"why?" she said. They could both hear the need, and lust in her voice.

"cuz it makes me want to do this" he said as he slowly placed a light kiss on her lips.

Brandon thought Callie was going to run when she suddenly got up. "Callie. . wait im sorry" he said as he gently reched out for her hand "i didnt mean to do that" he said.

"you didn't?" Callie knew she sounded hurt, she wasn't hurt. . she was needy, in need to feel him on top of her, in her, everywhere. Brandon saw it, the lust in her eyes and he wrapped his arms around her waist and kissed her gently on the lips.

Then at the same moment, they started pulling at each other's clothes with eager hands, only one thing on their minds. To see, to feel… to touch hot naked skin. But before Brandon pulled her shirt over her head, he paused and she read the look in his eyes. Are you sure? Is this what you want?

Without hesitation, Callie lifted her shirt off over her head. For the first time, she got a real good look at his perfect body. Her eyes wandered across his shoulders, over his chest with a smattering of hair that trailed in a narrow path down the center of his stomach before disappearing beneath his waistband. Callie swallowed hard and again felt as though she were dreaming.

Brandon felt his groin grow hard as he stared at her perfectly shaped breasts. His chest rose and fell with delicious tension and anticipation. Her nipples were pert and hard and he wanted to touch them, lick them… devour them. His cock was becoming painfully hard as it swelled within the confines of his sweats. He had surprised himself by making the first move and kissed her he had acted on desire, not paying attention to his brain telling him he shouldn't. Now he stood frozen, reveling in the unexpected change of events. He could see the hunger and arousal in Callie's eyes, not quite believing that she wanted him as much as he wanted her.

When he spoke, his voice sounded rugged and tortured. "Callie, you don't know what you do to me."

Her response was a breathy whisper. "Brandon, I want you. All of you."

Releasing a tormented groan from deep in his throat, Brandon hooked a hand behind her neck and pulled her into a forceful kiss. Their lips were parted, their tongues wet and probing. When she fell against him and her breasts slid against his chest, a jolt of desire caused his hips to thrust against her.

Callie couldn't stop the whimpers and squeaks that emanated from her throat. She had never felt so desperate, so uncontrolled, so fraught with need in her life! This was Brandon kissing her and groaning from his own powerful hunger.

Brandons hard body pressed against her as they walked to where his bed was. She felt his impatient hands roam over her body then settle on her breasts, tweaking the nipples and sending a cascade of shivers through her entire body. Somehow they made it onto Brandon's bed and within a few short moments, Brandon had shoved his sweats and boxers to the floor, his cock springing free and expanding in length and girth.

When Callie had her own shorts and panties down, she kicked them free of her feet, feeling a gush of wetness between her thighs as her eyes devoured the sight of his thick hard cock. The thought of having him inside of her was giving her heart a frenzied workout.

Brandon's hands and fingers grasped her hips as his hands roamed her body. With his fingers tangling in her hair, his brought her lips to his, breathing her in, tasting her, devouring her. Callie returned the kiss fully, arching her neck up to press her lips firmly against his, her tongue slipping inside his mouth to caress him. He felt the pounding of blood in his veins, in his heart… in his cock. He pulled his mouth away from hers so that he could take one of her tempting rosy nipples between his teeth and pull on it gently.

Callie hissed, a sharp intake of breath, as her nails dug into the soft flesh of his back. He jerked involuntarily, his cock brushing against her inner thigh and impatiently she blindly found the box of condoms on the night stand near the bed and with eager hands she ripped the foil open and reached down and grasped him firmly rolled on the condom, then guided him inside her.

Brandon was captivated by how hot and wet and tight she was and he strained to hold himself in check. Slowly he began to move inside of her, easing them both into it then speeding up the rhythm, he thought he might be hurting her but Instead she threw her head back and cried out as softly as she possably could "Oh God… oh Brandon harder, harder, harder…" He gripped her hips firmly and increased the tempo. Her fingers sliced into his hair and pulled his head down to hers and she kissed him hard, sucking and biting on his tongue until he almost groaned with pain. Slipping one hand up to her breast, he found her nipple and pinched it, rolling it between his fingers as he continued to pound into her.

Brandon leaned in and kissed her chest, sucked her nipples, and slid his tongue up and down her neck.

"Callie… Callie… oh god…" he gasped. "You're driving me crazy."

Her response was to look him straight in the eye. "Faster, Brandon" she whispered hoarsely.

And then he was thrusting into her, harder, faster, harder, faster, until he felt the familiar pressure building inside of him. His fingers began to stroke her clit and suddenly she let out a muffled cry and released her grip on the his shoulders. He held onto her thighs and thrust into her a few more times, spilling inside her, groaning deeply.

They both lay spent and sweaty holding eachother. He kisses her every so lightly before tracing patterns on her arm. They lay in a comforting silence not wanting the moment to end.

After helping eachother get dressed Brandon walked Callie across the hall and they kissed goodnight, Both hoping that tomorrow night would be the same.

A/N: SORRY if the ending sucks! im not good and ending stories! :(