Rachel sighed as the conversation she'd had with Megan last night continued to play in her head.  She stood staring unseeing at the clothes hanging in her closet.  If this relationship was going to go anywhere Megan was right-JC needed to know about her past but she was scared.  Besides Megan, and the psychologist she'd gone to for a few months, Rachel had never told anyone the details of what happened that night.  She was afraid.  She'd told Megan that the reason she didn't want to tell JC was because she didn't want him to look at her differently, but that wasn't the real reason.  She was scared that once she opened up to him, she'd be overcome with memories.  That was a dark period in her life-one that she had no wish whatsoever in reliving and she wasn't sure she could do it.  She'd fought the darkness once.  Could she do it again?  Could she tell JC what had happened and not sink back into her depression?  Was she strong enough?  Could she trust JC?  She had trusted Brian and he'd hurt her.

The vibrating of her phone on her dresser pulled her from her thoughts.  Rachel picked up the phone and flipped it open.

Just because it's your birthday and you're probably going to be drinking. Don't get too carried away tonight.

Rachel chuckled at Megan's text.  She quickly sent a response.

Thanks Mom.

Going back to her closet Rachel pulled out her favorite pair of black pants and the red halter top she'd recently purchased.  Once she'd changed, Rachel curled her hair and put on some light makeup.  She was applying some lip gloss when she heard a knock at her door.  Her heart skipped and she grinned excitedly as she went to let him in.

"Happy birthday." JC said with an adorable grin, his blue eyes sparkling.  He pulled a small box wrapped in blue wrapping paper from behind his back and held it out to her.

"What's this?" Rachel asked, taking the present from him.

"Open it." He said, watching her.  Rachel looked at him for a moment then smiled and began unwrapping the gift.

"You got me an Ipod?" Rachel looked up at him in disbelief when she'd uncovered the box.

JC shrugged as his grin grew.  "I figured, someone who owns every single album I've ever been a part of, can sing along perfectly with Sheryl Crow and knows every word to Ice, Ice Baby needs an Ipod.  Frankly it's a crime that you've gone this long without one." He said.  Rachel laughed. 

"Thank you." She said putting her arms around his neck and kissing him.  "This is turning out to be a pretty awesome birthday." 

JC laughed as he put his arms around her waist.  "Are you ready?" He asked.

"I just have to put my shoes on." She said, placing his gift on the counter.  "I'll be right back."

~~~~~

JC watched as Rachel disappeared down the hall, his eyes following her appreciatively, as he leaned back against the wall.  The red glittery halter she was wearing revealed her shoulders and left most of her back exposed.  He could see her tattoo and his fingers itched to run over her soft skin.  He grinned in anticipation.  He'd been frustrated in his attempt to dance with her last time at the club, but nothing was going to keep him from her tonight.  

He straightened and smiled as she came back into the room a few inches taller than when she'd left.  His eyes traveled down the length of her, taking in the black strappy heels she had put on, as she transferred a few items from her purse on the table to the small black clutch she had now.

"Ready." She said, smiling at him.

"Shall we?" He asked, offering her his arm.

~~~~~

Rachel could hear the music coming from the club as JC pulled his car to the curb and got out.  She watched as he handed his keys to a young man in a maroon uniform and hurried around the car, giving her his hand as she opened her door and stepped out.  Her thoughts were racing as he squeezed her hand as he laced his fingers with hers.  Was she really going out?  To a club?  With JC Chasez?!  Rachel grinned as JC looked at her and winked.  Oh if only Kim, Nicole and Charlotte could see me now.  Rachel thought.  The girls at work liked to tease her over the pictures she had up in her cube of JC and N SYNC, but who was the one out with Mr. N SYNC himself tonight?

Walking past the security at the door Rachel and JC made their way inside.  Rachel checked her purse at the coat check and then let JC lead her through the crowd.  When he stopped at a table up by the stage he asked what she wanted to drink.

"I'll be right back." He said then turned and made his way towards the bar.

Rachel sat in one of the high chairs and waited, content to watch the crowd for a moment, the strong beat coming from the sound system pulsing through her.  She watched a couple of giggling girls approach JC at the bar.  He turned and smiled at them and talked with them as he waited for the bartender to get the drinks he'd ordered.  Rachel tilted her head and rested her chin in her hand as she watched him interact with the girls.  One of them pulled out a camera and JC smiled obligingly.  What's it like? Rachel wondered.  To have people you've never met come up to you, acting like they know you?  Rachel's eyes found JC's as he turned, a drink in both hands, and left the two girls as he began making his way towards her. 

"Thanks, hot stuff." She said as he reached the table and held out her drink.

"You're welcome." He replied, lifting the bottle he'd gotten for himself to his lips. 

"Jace!" Someone called out and JC turned, a grin brightening his features as someone materialized out of the crowd.  "I thought that was you, man!" 

Rachel watched, her drink frozen halfway to her mouth in shock, as the two men shook hands then pulled each other in for a hug. 

"What're you doing here?" JC asked pulling back and leaning back against the table.

"I was going to ask you the same question."

"I'm here with this pretty girl." JC said, turning his head and winking at Rachel.  "We're celebrating."    

Breathe.  Rachel told herself as JC's friend turned his eyes on her and smiled.  Breathe. She told herself.  Somehow she'd managed to put her drink down on the table without spilling it all over herself, which was a miracle.  I'm going to die. Rachel thought as she watched all six-feet-one-inch of the sexiest man alive come to stand in front of her.  He looked incredible!  The worn jeans he wore sat low on his hips, a wide black belt at his waist.  He had on a dark green T-shirt with a black V-neck sweater pulled over the top with the sleeves pushed up his arms.  And, much to Rachel's hormone's enjoyment, he hadn't shaved before coming which meant he had just the right amount of scruff on his chin and jaw. 

"Hey." He said standing in front of her-a sexy crooked grin appearing on his face.  Yes, he really did bring sexy back. Rachel thought.  Her knees felt suspiciously like Jell-O as he winked at her.  "I'm Justin." He said.

Yes you are! Rachel thought.  However, the only thing that left her mouth was a two syllable sound that made JC laugh from where he stood.  "Ha-a..." She wanted to slap herself for being such a complete idiot.  She took a deep breath, trying to clear her head.

"Rachel." She finally choked out holding out her hand.

"Rachel, huh?" Justin asked, taking her hand.  "That's a pretty name." He said, his voice flowing over her causing everything that was female inside of her to stand at attention.  Once again he flashed his trademark grin and Rachel felt her cheeks warm as she continued looking into his sparkling blue eyes. 

"Thanks." She replied.  "I've never really liked it." She found herself admitting. 

"I like it." JC piped up, but neither Rachel nor Justin seemed to notice-her attention was completely focused on Justin.  She didn't notice the slow disappearance of JC's smile as his laughter quieted.  She didn't notice the way his dark blue eyes bounced back and forth intently between her and Justin.  She didn't notice the way his hands slowly fisted as Justin leaned closer to her.  All she noticed was the breathtaking man in front of her.  She caught a whiff of Justin's aftershave and about died.  The man even smells sexy.  Rachel thought.

"You wanna dance?" Justin asked her.  Rachel grinned excitedly as she placed her hand in his.

"Yeah." She said. 

"We--" JC started, but Justin cut him off.

"I'll bring her back in one piece, C." He said, helping Rachel from her chair.  "I promise." Rachel giggled as she let Justin lead her out towards the dance floor.  "What are you celebrating?" Justin asked.

"What?" Rachel asked.

"Jace said you two were here celebrating." He clarified.  "What are you celebrating?"

"My birthday." Rachel answered.

"Happy birthday." He offered as they reached the dance floor and he began moving to the beat of the music playing.

This has got to be a dream. Rachel thought as she began dancing.  Any moment I'm going to wake up...

~~~~~

JC stood rooted in place as he watched Justin and Rachel dancing.  He folded his arms across his chest and fought the desire to pout like a child that had had his favorite toy taken away.  He'd known Justin for years.  He knew how the guy operated.  Justin was a smooth talker when it came to women-and it irked JC that women were so instantly affected by the sexuality that literally dripped off of him.  He had seen women fall for Justin's charms time and again and it had never bothered him like it did as he stood there watching Rachel falling for it.  He was the one who was dating Rachel.  He was the one who had brought her here tonight to celebrate her birthday.  He should be the one dancing with her right now.  He stopped.  Why wasn't he the one dancing with her right now?  Taking another swig of his beer JC narrowed his eyes and stalked towards the dancing pair.

~~~~~

Rachel giggled as she turned and found Justin watching her.  This is the best birthday of my life!  Wait till Megan hears about this!  She watched as his eyes traveled the length of her and felt like melting into the floor as his eyes connected once more with hers.

"What's so funny?" He asked over the music.

"I'm your biggest fan." She admitted eliciting a chuckle from him, the alcohol she'd ingested kicking in and loosening her inhibitions a bit.  She blushed and looked down at the floor.  "You probably hear that all the time, don't you?" She asked, moving closer to him.

"Yeah," He grinned.  "But not often enough from someone as beautiful as you.  Are you the mystery blonde Jace has been dating?" Justin asked as they danced.

"I plead the fifth." She answered, causing him to chuckle. 

"I'll take that as a yes." He said.  "All I've got to say is: it's about damn time.  I was beginning to wonder myself about the gay rumors going around."

Rachel laughed as she turned her back to Justin, moving her hips and raising her arms above her head as she danced.  He put his hands on her hips as they dance and her heart began racing. However, her breath caught when he put his arm around her waist, his hand splayed across her stomach.  She opened her eyes and suddenly found it hard to breathe as he pulled her back against him and moved along with her.  She'd always thought Justin was a great dancer, but damn!  The way he was moving made her knees weak and her entire body tingle.  She gasped when she felt his lips on her shoulder.  Turning in his arms, Rachel's eyes widened to find it wasn't Justin, but JC who was her dance partner.

Rachel kept her eyes focused on his as the song changed to one with a slower tempo.  The arm that was around her waist tightened and she watched, fascinated, as his normally happy, sparkling eyes began sparking with a different emotion; an emotion that caused her stomach to flip.  His free hand found hers and he brought her arm up, resting it on his shoulder.  His fingers softly trailed back down the length of her arm and Rachel closed her eyes reflexively as the action raised goose bumps.  She sighed as both of his hands came to rest on the bare skin of her back and she wound her other arm around his neck.  Opening her eyes she remained focused on JC as their bodies moved together. 

As the song ended Rachel smiled at the disappointment she read in his eyes.  She took his hand and laced her fingers with his.  "Buy me another drink?" She asked.

 ~~~~~ 

JC smiled as he followed Rachel back towards their table.  "I'll be right back." She said, kissing his cheek and releasing his hand.  He watched as she made her way towards the back of the club. 

"She's hot."

He turned to find Justin sitting at the table he'd reserved.  "She's taken." He said sitting next to the guy he'd literally grown up with. 

"Calm down, C." Justin chuckled, holding his hands up in defense.  "I was just stating a fact.  I haven't seen you get this worked up over a girl in...well, never.  What's going on between you two?" Justin narrowed his eyes in scrutiny.

"Nothing a kid like you would understand." JC answered, reaching for his half empty beer bottle.

"Kid?" Justin repeated, sounding insulted.  "Kid?  How old is Rachel, Jace?" He asked then laughed as JC refused to answer.  "Thought so."

"Have you talked to Joey recently?" JC asked, changing the subject.

"No, why?" Justin answered, finishing off the drink in his hand and gesturing towards a passing waitress.  Ordering another round for the table Justin turned back to JC.

"Chris is having a big Halloween party next weekend like he always does.  Joey's going and he said Lance was going to be in town.  I told him I'd go...that just leaves you.  What are you doing next weekend?  You should come.  It'll send the media into a feeding frenzy."

Justin laughed.  "Sounds like fun." He said.  "I'll think about it.  But won't Johnny have a fit?  Doesn't it say somewhere that the next time we're all in the same place at the same time we're obligated to start recording another album?"

JC laughed.  "If he finds out he's probably going to try and lock us in a studio somewhere which is why we're keeping this on the down low.  Unless you've changed your mind..." JC left the question hanging but Justin remained quiet.  JC frowned and looked down at the bottle in his hand.  "I'm flying out Thursday night." He continued. 

"What about Rachel?" Justin asked.

"I haven't asked her yet."  JC said, finishing his beer.  "You and Jessie can stay at my place."

"Jess is in Greece right now shooting a movie." Justin said, thanking the waitress as she reappeared with their drinks and taking a long swallow of the beer he'd gotten. 

"Greece?" JC asked.  "And you're here in L.A.?"  Justin nodded.  "Why?" JC asked.  Justin shrugged.  JC watched his friend closely.  "Are you two..."

"We're fine." Justin interjected a bit too quickly. 

JC narrowed his eyes and was about to question Justin further when Rachel suddenly appeared.  JC quickly stood as she sat then, scooting his chair closer to her, he sat back down.  She smiled brightly at him and he watched as she raised the martini glass containing her second Cosmo to her lips.  He put his arm on the back of her chair and leaned towards her, inhaling her intoxicating fragrance.  She looked over at him, her lips lifting in a seductive little grin that had his instant attention.  Leaning forward he pressed his lips to hers, the taste of the drink on her tongue making the kiss even sweeter.  She reached over and put a hand on his thigh under the table as she responded to him and JC suddenly found himself wishing for an empty back room somewhere.  He'd love to...

"Ahem." Justin cleared his throat and Rachel jumped back, her cheeks warming at her sudden remembrance of their table mate.  "So..." Justin asked.  "How did you two meet?"

JC grinned as Rachel took another drink, trying to cover her embarrassment.  "Rachel's helping me remodel my house."

Justin looked at her curiously.  "I'm an interior designer." She supplied, the fingers of her hand moved down his leg and began to massage his knee.  JC bit back a groan and removed the arm that was around the back of her chair.  Putting his own hand on her knee he mimicked her motions, watching as her eyes went wide for a second.  She looked at him and he raised a brow.  Turn about is fair play, sweetheart. He thought.  He gave the inside of her knee a playful pinch and she let out a cute little squeak that she tried to cover up by clearing her throat.  JC chuckled as she removed her hand from his leg and grabbed his fingers under the table-giving them a squeeze as her eyes flashed a warning to him.

"I'm surprised you're able to put up with him." Justin said to Rachel, taking another drink.

"What's that supposed to mean?" JC asked, removing his hand from hers.  Reaching up, he brushed her hair back from her shoulders, then once more trailed his hand down to rest along the back of her chair.

"You know." Justin said.  "You're bossy, and opinionated.  You're a frickin' perfectionist and you're favorite activity is sleeping." He chuckled.

~~~~~

"That's not my favorite activity." JC said his eyes focused on Rachel as he raised a suggestive brow at her.  Justin snickered and Rachel felt her cheeks warm.  Was he drunk, or trying to stake his claim?  Rachel wondered.  She'd been able to sense JC's subtle hostility towards Justin since they'd come back from dancing. What exactly are you hoping to get out of this evening Mr. Chasez? She wanted to ask as she looked into his eyes.  Instead she took another sip of her drink and tried to ignore the way he was making her feel.  Ever since turning and finding it was him she was dancing with she'd been in a constant state of awareness.  She couldn't concentrate on anything but him.  The butterflies in her stomach seemed to have multiplied a hundred fold and she was surprised she could raise her glass with a steady hand. 

Once again JC removed his arm from around her chair and took her hand, lacing his fingers with hers as he leaned on the table and continued talking and laughing with Justin.  Rachel looked around the club and caught several envious looks from some of the women around them.  She couldn't blame them.  Two months ago she would have been in their shoes-enviously looking on at the girl (or girls) who happened to be lucky enough to be sitting by these two guys.  She looked back at JC, smiling when he turned and winked at her.  Rachel sighed as she laid her head on his shoulder-the alcohol she'd consumed slowly taking affect.  This was definitely the best birthday she'd ever had.      

~~~~~

"Can I ask you a question?" Rachel asked stumbling slightly, as JC walked with her up the stairs and into her apartment.

"Only if I can kiss you." He answered, waiting as she opened the door.

They had left the club twenty minutes ago.  It was almost two in the morning but Rachel was in no hurry to see the evening end.  She smiled as they stepped inside.  Looking at him she tilted her head up slightly, meeting his lips as she closed the door.  When he began to get into the exchange a little too much she pulled back.  JC groaned and narrowed his eyes at her.

"Stop it." She said.  "You're just trying to distract me."

"Is it working?"

"Yes." She replied sitting down on the couch.  "But I really want to ask you this.  I've been thinking about it for a while."

"Uh-oh.  Should I be worried?" He chuckled as he came and sat down beside her.

"No." Rachel giggled.  "It's nothing damaging."

"Oh good." He replied, leaning forward and placing a soft kiss to her lips.

"Knock it off." She scolded playfully, putting a hand on his chest as she leaned back.

"What do you want to know?" He asked.

"I've got a question about your name."

"My name?" JC asked.  "What about my name?  Do you not like it?"

"No, I love it." Rachel smiled.  "But, do you realize that your name-JC Chasez" she made quotation marks in the air as she said his name, "Is technically: Joshua Chasez Chasez?" She giggled.  He pulled back and looked at her like she was absolutely crazy.

"That's what you wanted to know?" He asked bewildered.

She nodded.  "I think it's funny."  She explained, her giggling turning into laughter.  "I've always thought it was funny."

"You're crazy." He shook his head.  "Or drunk.  Are you drunk?"

"If I am, it's your fault."  Rachel smiled then turned serious again.  "Isn't it weird?" She asked.  "You're not really Joshua anymore.  Everyone in the entire world knows you by a nickname you were given so long ago."

He shrugged as he put his head back on the couch.  "I've been JC since I was thirteen." He said, turning to look at her.  "I don't even think about it anymore unless someone brings it up."

"What does your family call you?" Rachel asked, cocking her head to the side as she watched him.  She shifted and, putting her back against the arm of the couch, stretched her legs out across his lap. 

"Josh." He said, resting one arm across her legs.  "Or Jace." He shrugged with a smile.  "No one's called me Joshua in a long time."

"Isn't that weird?" Rachel asked again.  "No one using your real name anymore?"

"No." He replied leaning towards her.  "It just makes it mean more when someone does use it."

Rachel couldn't help smiling as she scooted lower on the couch.  JC raised one brow as he watched her, then with a smirk followed her down, one arm wrapping around her waist while he wound the fingers of his other hand through her hair.  Rachel pressed her hands to his back as his lips touched hers.  When he pulled her bottom lip into his mouth Rachel ran one hand up to run through his hair.  He released her mouth after a few moments, allowing her to breathe and kissed his way along her jaw 

"I like it when you say my name." He said, his lips brushing her ear. 

"Joshua?" Rachel asked, not sure which of his many names and nicknames he was referring to.  She closed her eyes, sighing as his lips moved down her neck. 

"Mmmm." He murmured, repositioning himself so he was stretched out beside her, his legs tangled with hers, his lips never leaving her skin.  "Say it again." He said, his lips moving against her skin.

"Joshua..." Rachel breathed out, her chest rising and falling rapidly as her heart pounded in her chest.  JC pulled his lips away from her and Rachel opened her eyes to find him looking down at her, a curious expression on his face. 

She found herself becoming lost in his eyes, wondering-yet again-how she'd gotten so lucky as to find herself here, with this man whom she was quickly and irrevocably falling in love with.  And there was so much about him to love.  He was such a genuinely good person.  He was sweet and romantic.  He was funny and smart and so incredibly talented it was ridiculous.  He was gentle and loving yet he also knew how to play dirty.  He didn't take her sass and, more often than not, dished out his own attitude.   

As he lowered his head and once more captured her lips with his, Rachel groaned.  She quickly became lost once more in the passion he was so easily able to convey through the movement of his mouth over hers.  She removed one of her hands from his hair, her fingers gliding over his jaw.  The arm that JC had around her slowly moved-his hand coming down to slip beneath the hem of her shirt-and Rachel gasped at the contact of his hand on her stomach--automatically tensing up.  No.  She thought, suddenly feeling panicked.  No, I can't do this.

~~~~~

JC was so focused and intent on kissing Rachel-his response to hearing her say his real name taking him by surprise-that the sudden change in her body language didn't register right away.  As his fingers worked their way up and over her ribcage Rachel placed her hands on his shoulders and pushed at him.

"Stop!" She cried out.

He immediately pulled back, holding his hands up in surrender, confused at the panic he heard in her voice.  "What's the matter?" He asked, noting the fear in her beautiful eyes.

"Nothing."  She said, but the rapid rise and fall of her chest and the dilation of her pupils gave her away.  "I...I'm just...really tired." She said, placing a hand to her head.  "I think the alcohol is catching up to me." She tried to smile, but it was a weak attempt.  JC narrowed his eyes slightly as he sat looking down at her.  She was lying.  Something he'd done had scared her.  But why?

"I'm sorry." He said softly, feeling the need to apologize, though he didn't know why. He cupped her cheek and continued looking in her eyes as if he could find the answer he was searching for.   "Did I--" 

"No." Rachel shook her head. "No it's not your fault.  I..." She took a deep breath.  He moved back further as she sat up and swung her legs over the edge of the couch.  "This has been the best birthday I've ever had, but...maybe it's time to call it a night?" She asked standing and looking down at him, smiling hesitantly.  He could still see the fear in her eyes and wanted nothing more than to take her in his arms.  You don't have to be afraid of me.  He thought.  Please don't be afraid of me.

"Okay." He replied, standing next to her.  He took her face in both of his hands and pressed his lips to hers softly-hoping to reassure and calm her fears.  When she didn't respond to his kiss-at all-he pulled back and looked at her, curious about the abrupt change in her demeanor.  The warm, happy, sparkling eyed girl he'd just spent the evening with was gone.  Once again her eyes were dull and her beautiful smile noticeably absent.  This was becoming somewhat of a habit-every couple weeks it seemed she shut down for some reason-and it was moments like this that made him question whether he really knew her. 

He stood, watching her for a moment, the desire to know the meaning behind the sadness he saw in her eyes coursing through him, before he finally lowered his hands.  "I'll call you later?" He asked.  She smiled up at him gratefully and nodded.  "Good night, Rachel." He said, placing one more soft kiss on her lips, then letting himself out of the apartment. 

Once the door was closed JC stood on her doorstep for a moment, still confused as to what had just happened   He hadn't wanted to leave her, but knew she needed some space right now for some reason.  As he slowly made his way toward his car he went through a mental recap of the last couple hours with Rachel.  She'd seemed fine up until a couple minutes ago.  What had changed?  JC slid behind the wheel of his car and turned the ignition.  Glancing up at Rachel's apartment he saw the light in the living room turn off a few seconds before the light in her bedroom turned on and frowned slightly. 

Girls were a mystery to him; always had been, and apparently always would be.  Just when he thought he was getting the hang of a relationship, something happened that threw him for a loop and made him feel like he was back at square one.  Rachel was hiding something from him but he couldn't figure out what it was.  She'd been giving him clue after clue tonight that she had wanted what they had started a few minutes ago on her couch but maybe he'd been reading her wrong.  It wouldn't be the first time. He chuckled bitterly and rolled his eyes.  Maybe he was pushing her too fast.  Finally putting the car in reverse and leaving her complex JC decided once they'd both had time to step back and think he would try and get Rachel to open up him.  Whatever it was she was afraid of couldn't be that bad.

~~~~~

Rachel covered her face with her hands as JC left her apartment.  She felt like an idiot.  Why did I push him away?  Why?  Why?  She sighed.  She didn't want to push him away, but it had been like an out of body experience.  Megan had been right.  He didn't understand why she'd freaked out and had automatically assumed he'd done something wrong.  Rachel had wanted to reassure him-to wrap her arms around him and tell him it had nothing to do with him-but what had she done?  She'd frozen up.  She couldn't tell him.  Her fear had been too strong.  What if he decided he didn't want to have anything to do with her once she told him?  She didn't want to see the pity she knew would be in his eyes when he found out.  Was it so wrong to just want to forget what had happened four years ago?  She'd give anything to go back to that night and prevent herself from going to that party with Brian.

But she couldn't.

Rachel sighed as she stood and moved to lock her front door.  Her fingers reached to turn off the lights when her eyes caught the present JC had given her earlier.  She smiled as she opened the box and pulled out the pink Ipod.  Making her way to her bedroom Rachel took off her shoes and flopped back on her bed.  Turning on the small musical devise she was surprised to see there had already been a play list uploaded.  Rachel smiled.  He'd made her today's version of a mix tape for her birthday.  She knew there was probably some way to find out what songs he'd put on the list, but she didn't feel like messing around with all the buttons right now.  Instead, she put in the small ear buds that had come with the Ipod, pushed the play button and closed her eyes not wanting to ruin the surprise.

~~~~~~

"How'd it go with Rachel last night?"  JC looked up from the soundboard in his studio and looked over at Justin.  The two of them had been playing around with a few songs they'd written together last year, but JC's head and heart weren't in the music today.  He was still distracted about what had happened last night with Rachel.

"It didn't." He confessed.  Justin raised a curious brow.

"Was it you?" Justin asked with a smirk.  "Or her?"

"She freaked out for some reason while I was kissing her." JC answered.  "I don't know what happened.  One minute we're...you know, and the next she's pushing me back insisting I stop."

"Oh, man." Justin shook his head.

"Normally I would just accuse her of being a tease, but..." JC shook his head as he remembered the real fear he'd seen in Rachel's eyes.  He looked over at Justin who sat looking at him curiously.  "She was really scared last night for some reason."

"What did you do to her?" Justin chuckled.

"Nothing!" JC insisted. "Maybe that's the problem." Justin answered with a suggestive smirk.  JC rolled his eyes in disgust and turned back to the soundboard.  "Maybe she's a virgin." Justin said.

"At twenty-seven?!" JC turned back to Justin in disbelief. 

Justin shrugged.  "It's possible.  And it would explain why she would have been scared last night."

"Damn it." JC swore under his breath.  Justin had a point.  It was one explanation but if it were true it put a whole new spin on things.  If Rachel has never... He stopped.  It had been a long time-a long time-since he'd been someone's first and he wasn't sure...

"Maybe she's not." Justin interrupted his thoughts.  "But it sounds like you two need to talk because from what I saw last night you two are good for each other.  So she's got a hang up when it comes to sex?  If it's taken you two this long to finally get around to doing it, it's obvious this relationship is different and special."  He grinned.  "Don't mess this one up, C.  You're gonna regret it."