Felicity wasn't quite sure how this happened. She was about to get into bed with Oliver Queen.

She surveyed herself in the mirror as she brushed her hair. Her face was a little flushed. She heard Oliver walk past the door and then heard the mattress creak as his weight fell into it. She flushed harder. Why did she make him book a hotel room? Oh yeah, she remembered… she had flatly refused to sleep in the car one more night. They were undercover; Felicity was on the road with Oliver while Dig was on his honeymoon with Lyla. Roy was keeping the city safe in Oliver's absence.

They'd slept in Oliver's car for three nights now and Felicity's neck couldn't take it anymore. She needed at least 2 pillows dammit!

She couldn't put it off any longer, she had to go out of this bathroom and face him. Technically they'd slept next to each other for 3 days, this was no different. So she took a deep breath, unlocked the door and strode right to the bed.

Oliver appeared to be asleep; she quickly and smoothly slid into the bed and fixed her nightdress. She then pulled the covers over herself and took a sly glance at Oliver. He was wearing a shirt and boxers- thank god.

Felicity removed her glasses and set them down on the nightstand, she pushed herself further into the bed and then clicked the bedside light off.

She awkwardly moved to get into a comfortable position just as Oliver moved too and their legs collided.

"Sorry!" she squeaked, not knowing if he was awake or not

"Jesus, Felicity you're feet are freezing." Oliver laughed sleepily

"sorry." She said again wondering why he wasn't moving his legs away from hers.

"It's okay, come here…" he said grasping for her shoulders in the dark.

Felicity's eyes were wide open in the dark, Oliver was spooning her. She was his little spoon!

"You'll warm up soon." He mumbled into her shoulder.

His feet covered hers and slowly she began to heat up.

Oliver's whole body was so relaxed, hers was so tense. They lay together for an hour and she couldn't fall asleep even though she was more comfortable now than she had been in her life.

"Relax." Oliver whispered into the darkness. His minty breath fanning her hair and tickling her ear. She though he had been asleep.

"I can't…" she pleaded…wondering why she was pleading.

"It's okay." He whispered and she got tingles as she felt his lips move just behind her ear.

She tried to relax but she was a coiled spring.

Oliver shifted slightly and she felt his lips graze her neck. Up and down. She gasped and grabbed for his hand that was around her middle.

He pressed a slow kiss to her neck. And then a few more. She pressed her body back into his automatically.

"Felicity." He whispered before he kissed up her neck to the lope of her ear.

"Okay?" he asked her shakily

"Yes." She replied even though she wasn't quite sure what he was saying.

OH.

Oliver was on top of her before she could react. He brought his head down and sought her lips out. She kissed him back and hard as he kissed her. She loved the weight of him bearing down on her.

His hands slid down her sides and onto her thighs, he pushed her night dress up before he hooked a finger into her panties. That's when she got it…

They were going to have sex.

Oliver pulled her panties down and off in a blur and she suddenly sprang into action…

"Shirt." She mumbled just before he reclaimed her lips.

She tried to help him take it off in the darkness but he mostly got it off himself. He broke their kissing and let go of her to remove his own boxers.

Felicity pulled him back to her. For the first time she got to caress that naked chest she watched on that blasted Salmon bar every day. She raked her nails over his muscles and scars with fever.

Felicity had only had sex with one man in her life, her collage boyfriend. They'd had a lot of sex but she felt a bit rusty…it'd been years and she wasn't sure how to make things progress because now they'd started she wanted nothing more than for Oliver to make her scream.

As it transpired she didn't need to do anything because no sooner had she though it she felt him move his body between her legs.

It was only when she felt her knee graze the side of his naked ass did she think about a condom. They didn't have one. She pushed the thought aside; they could deal with the side effects tomorrow. This was all she wanted- he was all she ever wanted.

Oliver took her then, he groaned into her ear as his hard dick pushed into her. The noise alone almost made her lose it… plus, it had been a reeeeally long time.

He took his time and began worshiping her, slowly building their pace. They kissed continuously, only pausing for felicity to stop to gasp or moan into his mouth.

Oliver increased their pace a little and she pushed back, sinking between their two sets of pillows. They both laughed and then he swiped the away on both sides until they fell onto the floor.

Felicity was left flat against the mattress with Oliver pressing himself and his erection into her. She grabbed his bare ass with her hands and he bucked harder for a second.

"I can't believe we're doing this." She said aloud, remembering she could actually talk. This was the longest she'd ever shut up in front of him before. She squeezed his ass cheeks again.

Oliver bucked harder once more and she began seeing stars in the darkness.

"Oliver…" she said loudly as her walls contracted sharply for a second, he kissed her hard and thrust faster. Just like every day of her life her mouth began running away with itself…

"Oliver…Uh…I can't believe this… we're…having sex…"

"God, Felicity…" Oliver moaned… clearly he was enjoying how she talked

"Oliver I think I'm cumming. Yes…" she gasped, holding him tighter

"Yes." Oliver moaned

"I'm cumming…don't stop… this is it…"

Oliver kissed her quickly and then dropped his face into the crook of her neck

"I'm going to cum…UGH! YES! YES! I'M GOING-!"

Felicity Smoak came harder than she had in her whole life. Her toes we're curled so tight she wasn't certain they'd even come undone again.

"OH FELICITY." Oliver shouted as he jarred and shot his heavy load in to her.

They both we're panting, Felicity's legs we're shaking uncontrollably as she jerked though her orgasm.

"That was…" Oliver panted into her neck

"I know…" she said into his collarbone.

She was still holding onto him for dear life.

"Kiss me." Oliver said

Felicity giggled but happily obliged.

A/N-

This is my very first Olicity fic! Sorry if there are any mistakes. I'm really tired! Please please review and say if I should contine.? Thank you!x