Paris Geller groaned and pushed herself back from the dining room table and looked at her oldest friend Rory Gilmore. "Well, its taken half the night but I think I finally have this whole thing figured out. Somehow this subject just got blocked in my head and as you know once that happens I am stuck."

"I remember," chuckled Rory. "Well it took a little longer than last time but I think your look says 'She's got it, by George she's got it'. Its just lucky I was home and once again my Mom is gone so she didn't breeze in and out the entire time."

"And this time we didn't have half the young male population of Star's Hollow dropping by to see you," teased Paris.

"True, true," replied Rory. Noticing how tired her friend seemed she made an offer. "Tell you what. You can spend the night again if you want. It'll save you from having to go all the way home."

"Okay," replied Paris, a bit surprised but also pleased. The pair of friendly rivals closed up books and laptops and headed for the kitchen for a snack before going to Rory's bedroom.

Paris kicked off her shoes and gave a tremendous yawn. "Good gosh what a day. Thanks for helping me out by the way. I really appreciate it Rory."

"No problem," replied Rory. "Now let's find you something to sleep in besides your underwear."

"Now there is a very good idea. My bra is killing me." Paris suddenly giggled. "But no flannel PJ's with little bears on them please."

Rory looked down at her outfit and laughed. "I wasn't expecting company after all and I'll have you know these are near and dear to my heart. However," she opened a dresser drawer and pulled out a double handful of clothes, "I'm sure there's a t-shirt or something like that you can sleep in."

Paris looked through the offered clothing. She grinned and held up a nearly sheer short nightie that fastened with only a couple of ties across the front. "T-shirt huh? Is this what you call comfortable sleepwear? Looks more like something to make the boys stay awake all night. I didn't know you had it in you Gilmore."

Rory made a futile swipe at the garment. Truth be told, she had bought it and another one on a trip to New York City but had never had the courage to wear either one. Not even alone, much less for any guy. Paris deftly avoided the swipe and held the garment up in front of herself.

"Actually this looks more like something I would wear," she announced with a twinkle in her eyes.

"Well then," Rory put her hands on her hips, "Why don't you?"

"Why don't I what?" replied Paris.

"Put it on. Then you'll have something to sleep in that isn't covered in bears."

Paris arched her eyebrow. "well I'm sure I'll look very good in it, but what are you going to wear?"

"Me?" replied Rory indignantly. "I'm already wearing something."

"Not like this you're not," teased the other girl. "Or like, Paris suddenly darted forward and grabbed something else from the bundle Rory was holding. "Or like THIS!" Paris triumphantly brandished the other nearly transparent nightie. "Woohoo, Gilmore you little sexy thing you. Who would have thought it?"

Rory was torn between indignant denials and laughter. Laughter finally won out. Paris joined in, even as she pretended to flaunt both skimpy outfits in front of her.

"Okay, I tell you what," Rory finally managed to say. "You pick the one you want to wear and I'll wear the other."

"Deal," replied the blonde.

There was an awkward silence after the acceptance of what was practically a dare. The girls both continued to shoot defiant glances at each other. Neither made a move until finally Paris turned away slightly and started to unbutton her blouse.

Rory gulped deeply and began to undo the buttons of her pajama top. It wasn't that she had never seen Paris at least partially undressed; after all they had shared a gym class together. And it was all innocent she reassured herself. She and Paris were just friends and sleeping together was no big deal. Neither was donning these sexy outfits she had bought and then buried in the drawer.

Still, she couldn't help but steal the occasional glance at Paris as they both undressed. She had always felt a bit insecure around her. The other girl was cuter and had curves in places Rory only dreamed of having. Her legs were better too, Rory thought in envy as the other girl stepped out of her slacks. Paris turned completely away to remove her bra and Rory found herself fascinated by the cheeks of the blonde's butt peeking out from her high cut skimpy panties.

"Oh GOD!" Rory suddenly thought. Panties! She wasn't wearing any. She had turned away from Paris herself as she removed her top but now she didn't know what to do. She hurriedly donned the nightie, pushed down the PJ bottoms and scampered to the bed. She knelt on the covers and sat back on her heels. Maybe that would hide her until they actually went to bed and turned out the lights.

What Rory didn't realize was that Paris had been covertly peeking at her as much as she had been at her blonde friend. Paris had even sighed to herself too. Rory was so good-looking, she had thought. Taller than her with long slender legs and a trim body to die for. Paris' match in brains too. No wonder they had clashed together so much. It was better being friends though.

She was quite startled when the brunette suddenly threw the other nightie on and made a dash for the bed. For just a moment she only stared, wondering what was going on. Then a wicked smile curved her lips as she realized the reason for the other girl's panicked action. Rory wasn't wearing panties. And damn it, on top of everything else the taller girl had a better looking butt than she did. Paris wondered briefly why she was finding the other girl's butt so interesting and then dismissed the thought as she considered how to best tease her friend. She climbed onto the bed and settled down facing Rory in the same kneeling position as the other girl.

"Well what do you think?"

"About what," replied a distracted Rory, who was shifting back and forth as she tried to avoid showing herself. The attempt was not made easier when she noticed that Paris seemed to be, well, looking exactly at the part of her anatomy that Rory was attempting to conceal.

"About the outfit, you silly." Paris rose up onto her knees and lifted her arms over her head, showing off. The blonde seemed to a little wiggle and laughed.

"Oh, yes, well, very nice," sputtered Rory who couldn't help bit notice the subtle sway of the other girl's breasts. She hadn't realized just HOW thin the material was when she had bought either outfit. She could even see the darkening spots of the other girl's nipples through the lacy satin.

"Thanks. Now you show yours off Gilmore," winked Paris, secretly amused at how flustered her friend was.

"Err, no."

"Oh come ON," teased Paris, now really getting a kick out of Rory's discomfort. She leaned forward to the brunette and pretended to catch her under her arms. "Upsy-daisy!"

"She KNOWS," thought Rory. Noticing that her friend had missed one of the paired ties that held her nightie closed the taller girl attempted to change the course of the conversation.

"Hey now, unlike you I managed to get all the buttons fastened. Who are you trying to impress now, letting the front of that outfit gap open like that?" Laughing now, Rory leaned forward herself and reached out, intending to flick one of the undone ties.

Both girls leaned and the bed shifted slightly. Instead of Rory's fingers grasping the errant fastener they caught the material where it gaped. Before she could stop her hand slid inside the other girl's nightie and touched the blonde's breast.

Time seemed to stand still. Both girls held their breath, staring at each other. Rory struggled but could not seem to make herself remove her hand from Paris' breast. Indeed, her fingers crept further until she was cupping it.

It wasn't that she had never touched her own breasts. She had, often, as she lay in bed or stood in the shower with her eyes closed and dreamed of Jess or Dean or some other guy. But this was completely different. this was another girl's. She marveled at the silky feel of it, her fingertips stroking and exploring it. It was firm and alive and smooth except for the rapidly hardening tip.

Blue eyes met brown ones. Rory could see the same things that she felt herself: surprise, uncertainty and a growing spark of excitement. She could feel the blonde girl's warm breath on her face, the pace of her breathing quickening. Her eyes dropped to the full lips that breath was coming from. Like her own they were slightly parted.

Beyond the slight strokes of Rory's fingers neither girl had moved at all. So slowly an observer could have barely seen it Rory leaned forward until her lips touched Paris' mouth and clung there. For one panicked moment Rory thought that Paris was going to push her away as she felt the other girl's hands on her shoulders. Then the shorter girl's mouth opened and her arms slid around Rory, pulling her into a tight embrace.

Paris moaned deeply into Rory's mouth as the kiss turned passionate. Rory could feel the other girl's heartbeat. It was speeding up and her own heart quickened, as much in response to the other heartbeat as from the fact that the other girl's fingers had danced down her back and under her own short nightie. Rory shivered. Now she was thrilled that she didn't have panties on.