AN: So this story is for quisinart4 (everylastline) because she always leaves such wonderful reviews on my work (and fangirls with me on tumblr) and I wanted to do something for her to show how much I appreciate it. The prompt was chosen by her, and I hope that I did it justice. There's a tiny bit of angst, but it's mostly fluff and some smut. ;P Let me know if you like it?

Spoilers: None. Set sometime in the unnamed future.

Disclaimer: not mine, just having fun with the characters. No infringement intended.

Oliver was trying his best not to pout; really, he was.

The only reason he'd agreed to the dinner was because Felicity had asked him, and he had learned over the last few years that he was horrible at telling her no. He had never met the people they were going to dinner with, but Felicity had sworn they were good people: the woman – Oliver couldn't remember her name – had gone to college with Felicity, and her brother worked at Queen Consolidated in the IT department (which Felicity was now the head of). His name was Tyson; Oliver hadn't failed to notice that Felicity called him Ty. He wasn't certain, but he thought that maybe he was a little jealous. Oliver had started calling her "Lis" a few months ago, but she still called him Oliver; not that he wanted a nickname, because the idea of one just didn't fit. Thea could still get away with calling him Ollie because she was his little sister, but it wouldn't have sounded right coming from Felicity. So she was Lis when they were outside of work, and he was still just Oliver.

"Why are you scowling at the mirror?"

"What?" he asked, snapping back to the present. They were standing side by side in her bathroom and she was watching him in the mirror, one perfectly sculpted eyebrow arched. "I wasn't scowling."

"You're still a terrible liar," she accused, shaking her head. "You'd think you would have gotten the hang of it by now."

"Says the pot to the kettle," he retorted. Felicity managed to glare at him for a few seconds before breaking into a grin. "You really don't want to go to dinner, do you? I won't make you, you know."

"Hey." He left his tie hanging around his neck to turn and drop both of his hands on her bare shoulders so that he could turn her to face him. She had a tube of her favorite magenta lipstick in one hand, which he promptly returned to the counter. "You want to have dinner with your friends, and I want to go because you asked me to. Okay?"

"Okay. Besides, you totally owe me one for letting you drag me to the Queen family reunion."

"Lis, that was three months ago."

"You left me with your aunt Gertrude to play the new Halo game with your cousins." The pointed look she gave him let him know that he still wasn't forgiven for that.

"Only because you would have beat us all and called us 'noobs' for the rest of the weekend. You know how competitive you get."

His argument was ignored. "She insisted on calling me Joy and spent forty five minutes arguing the merits of Gouda over Blue Cheese. I had to hide in the rose bushes to get away."

Oliver tried not to grin at the memory of finding her ducked behind a tall hedge of rosebushes, digging a thorn out of her thumb while muttering a list of ways to get back at him.

"But …" he started.

"Rose bushes, Oliver."

Felicity didn't look happy, but he couldn't contain the chuckle that worked its way out of him. He slid his hands down her bare arms and looped them around her waist, tugging her against his chest and peppering her lips with kisses. "Okay," he acquiesced. "I owe you."

"Damn right." She grinned and reached up to tie his tie for him, kissing him again for good measure when she was done. "Now let me finish getting ready."

Oliver waited until she'd turned back to the mirror to slap her ass playfully, escaping the bathroom as she yelled an indignant "Hey!"

He knew that he was probably being ridiculous; he could handle dinner with his girlfriend's friends.

Ten minutes into the dinner, Oliver realized that he had made a serious mistake.

He could not handle dinner with Felicity's friends.

Tyson – because there was no way Oliver was going to refer to the other man as Ty – was not at all what he had expected. For one thing, the other man was handsome; Oliver knew that he wasn't a bad looking guy, but this Tyson fellow … well, he was just an overachiever. Tyson was just about Oliver's height, and though the other man did not have his bulk he did look extremely fit; he had a mop of black hair that looked like it was made to be touched and startlingly green eyes. That would have been bad enough, of course, but then he had started talking to Felicity about computers and Oliver had realized that he was smart. He didn't know if the other man was a genius like Felicity, but he could certainly keep up with her on an intellectual level.

And he was pleasant to boot: very considerate of those around him and always smiling that wide, pearly smile. Oliver figured that no one would blame him for wanting to punch that smile right off of his face – as long as he didn't admit to it.

The strange thing was that Oliver had never considered himself a jealous man. Granted, jealousy would have been considered the height of hypocrisy coming from the old Oliver with his playboy status and flippant treatment of relationships (and maybe even women in general). Even when he'd been in a serious relationship with Laurel all those years ago he hadn't been properly jealous of anyone; when he'd first returned to the island and learned of her relationship with Tommy – and then supported it – that was the closest he'd ever come to understanding what it was to be jealous.

Felicity was quickly showing him that even that hadn't been real jealousy, because that was what he was feeling right now. Oliver wasn't jealous of Tyson's looks – not really – or even his easy friendship with Felicity; what he was really jealous of was Tyson's intelligence. Oliver always listened to his girlfriend whenever she wanted to tell him about some new piece of technology or the latest scientific breakthrough in robotics, but he knew that he couldn't provide her with the sort of discussion that she was currently having with Tyson. Objectively, Oliver knew that he was smart, but his intelligence ran along lines that were more parallel than perpendicular to Felicity's; he could spout off the medicinal properties of more than a hundred plants, recite dozens of lines of Russian poetry and wasn't a bad businessman – but he couldn't talk anything past basic techno babble with the woman he'd been dating for over a year.

"So you and Felicity were roommates in college, Maggie?" he inquired, because he really needed to stop thinking.

Tyson's sister – who was no less stunning than her brother – nodded and gave him a friendly grin. The siblings' abundance of ready smiles was starting to make him self-conscious about the lack of his own; he had several false smiles that he used in public settings like these, but he only really smiled for Felicity. Those smiles appeared more often now, but they were by no means an everyday occurrence.

He was starting to wonder if Felicity minded his stoic nature; she certainly seemed to be enjoying Tyson's enthusiasm, if the frequency of her smiles were anything to go by.

Oliver felt suddenly uncertain; he made Felicity smile, didn't he? Wide, dazzling smiles that made her eyes twinkle?

"We didn't meet until sophomore year," Maggie was saying in answer to Oliver's question. "My first roommate was driving me crazy so I asked to switch, and they put me with Fifi."

"Fifi?" Oliver repeated, eyes going wide. The word caught Felicity's attention, drawing her out of her conversation and into theirs.

Maggie was already laughing. "She hates it when I call her that."

"And yet you keep doing it," Felicity chided.

"What are friends for?"

Felicity shook her head in mock irritation, but Oliver could tell that she was trying not to smile. He had seen her in many situations over their years together, but this was a new one; she looked completely relaxed here, surrounded by friends and fellow brainiacs. Oliver idly wondered if this was what her life had been like before – if this were what her life would be like now if he'd never shown up bleeding in the back of her car. Would Tyson – or another man like him – be sitting where Oliver was now? Would fancy dinners with her friends and coworkers be a regular occurrence?

Was this what he had taken away from her?

A small hand with slender fingers and emerald green nail polish – he wondered if she had chosen that color on purpose - alighted on his knee then; when he let his eyes roam up the arm it belonged to and into Felicity's face, he found her giving him a questioning look.

"Oliver?" she questioned.

"Hmm?" he said quickly, realizing that he must have zoned out on them.

"Everything okay?"

"Of course. Sorry. What did I miss?"

He could feel Felicity's eyes on him even when he glanced across the table at Tyson and Maggie. Neither of them seemed concerned about his momentary lapse; he called out one of his plastic smiles to cover up whatever expression might have surfaced while he was thinking.

"I asked if you had any horrible nicknames in college," Maggie repeated.

"I never stuck around long enough to get one," he answers, trying to be as nonchalant as he could while secretly feeling oddly inadequate. All three of the other people at the table had gone to MIT and here he was, admitting to being a dropout. "I'm an Ivy League dropout."

The way that Felicity's hand tightened on his knee made him think that she could see past his fake smile (she could always see past them) and understood exactly what was going on behind the façade.

Amazingly, Maggie bestowed him with her widest grin yet and then turned to land a sisterly punch on Tyson's bicep. "Look at that!" she crowed happily. "The man who is responsible for single-handedly saving his family's company openly admits to being a college dropout. Suck it, higher education!"

Oliver was so taken aback by her outburst that he couldn't immediately form a response. He wasn't sure what sort of reaction he'd been expecting, but that certainly hadn't been it. From the way that Tyson and Maggie were glaring at each other, he gathered that he had somehow just factored into a long-standing argument. Next to him, Felicity was laughing.

"I didn't do it single-handedly," he replied when he finally recovered. "It took a lot of hard work from great people – like Felicity."

She scooted closer into his side and swooped in for a quick kiss and a murmured thank you when he glanced over at her. Oliver had only said it because it was true, and he knew that no one outside of himself and Diggle would ever really understand just how hard Felicity worked, both in her day job and her slightly less legal one. She was no longer his Executive Assistant, but he would never forget the late nights and long hours that she had mostly volunteered to work in those early days after the Glades fell to help him save Queen Consolidated. Felicity's hard work and dedication was what had earned her the position of Head of the IT department.

"But I get the feeling there's some sort of disagreement here," Oliver continued, waving his hand between the siblings.

"Maggie here doesn't put much stock in higher education," Tyson explained, side-eying his sister. "She only went to college because our parents paid for it, and it would have broken their hearts if she didn't."

"And set a bad example for my little brother, which they were happy to point out."

"So you don't value your education?" Oliver asked.

"Oh no, I do," Maggie countered. "I know that I am privileged to have one, and I'm grateful. But I also think that companies are skipping over bright, talented people that could do great things, just because they don't have a slip of paper that says they've successfully managed to memorize and regurgitate information in between games of beer pong."

Felicity sighed, having heard the same argument more than once, and settled comfortably against Oliver's shoulder. He looked away from Maggie long enough to give her a tiny (but real) smile and pick up his arm to drape it around her shoulders, his hand resting on her waist and holding her to him. She loved it when he did that.

"And you disagree, Tyson?"

"I think it's the privilege of those with college educations to make such an argument, because they don't know what it's like to be on the other side."

Damn; the little elf of jealousy that kept bouncing around Oliver's brain had been so hoping that the other man wouldn't have a good argument. Childish or not, Oliver wanted to find something that Tyson wasn't good at.

Apparently, that wouldn't be happening any time soon.

Hours later, when they were letting themselves back into the apartment they shared, Oliver was so engrossed in his thoughts that he hadn't noticed the furtive glances his girlfriend kept sending his way. He'd done his best to be relaxed and charming through the evening, but inside he was in turmoil. Oliver couldn't get over the fear that had taken root during dinner: that he couldn't provide the intellectual challenge that Felicity wanted – that she needed. He'd always known that she was smarter than he was; she was smarter than basically everyone they knew. But tonight, he had seen what that really meant, and what it was like when she was surrounded by people who were her intellectual equals.

For the first time, Oliver was truly worried that he was literally not smart enough for the woman he wanted to spend the rest of his life with.

"…And that's how I blew up the International Space Station."

"What?"

Oliver stopped at the foot of their bed, suddenly aware of what Felicity was saying, and turned questioning eyes on her. She had followed him into the bedroom and now stood only a few inches away, blue eyes scrutinizing him.

"You haven't heard anything I've said."

"Except that last bit about the Space Station. I'm sorry, what were you saying?"

"I was asking what's wrong. You haven't said a word since we left the restaurant, and you've been off all evening. Was it that bad?"

"No," he answered quickly, because dinner had been rather enjoyable once he accepted the fact that he probably wouldn't get to punch Tyson. "It was nice."

"But?" Felicity prodded.

Oliver sighed and shoved his hands in the pockets of his slacks. "But it made me wonder if you would be happier with a life like that, all fancy dinners and brilliant friends."

Felicity was surprised by his answer – he could tell from the way her bottom lip fell away from the top one, her eyes widening at his unexpected candor. Oliver still had a hard time admitting how he felt; that would probably never change.

"Brilliant friends." It wasn't a question.

Oliver nodded slightly. "People like Tyson and Maggie. I can recite entire Russian poems, but I have a hard time keeping up with the technobabble that you love. And I just …" he let the sentence trail away and shrugged.

"You think you're not smart enough," she said understandingly. "Oh, Oliver."

Felicity stepped into his chest, smiling gently as she reached up and pushed his suit jacket off of his shoulders. He shrugged out of it easily, tossing it over the armchair in the corner of the bedroom without looking. When he was facing her again her hands went up to his tie, loosening the knot and sliding it off.

"You don't give yourself enough credit; you're very intelligent, and great at a lot of things. You may not understand my 'technobabble', but I can't run an entire company, or take down crime lords. And I'd probably kill myself if I tried to do a set on the salmon ladder." The last was said with a cheeky grin and a glint in her eye that Oliver knew only too well.

"Back to that again, huh? What is it with you and that salmon ladder?" he teased as he draped both arms around her waist.

"I told you, I like watching you do that." Felicity was unbuttoning his shirt, emerald green nails flashing in the semi-darkness of the room as she worked her way downward. "But that's not the point."

"It's not?" he asked, and then gasped when she leaned in to press a soft bite to his pectoral.

"Mm mm," she hummed, sucking a hickey into the spot she'd just bitten.

Oliver was quickly losing the thread of their conversation; her mouth was warm and wet against his skin as she moved down to flick her tongue over his nipple. His arms automatically loosened from her waist so his hands could move down and grasp her hips, his thumbs stroking her hipbones through the fabric of her dress.

Which he had just decided she no longer needed to be wearing.

"So what is the point?" he managed to ask as he tugged the zipper of her dress down.

She didn't answer at first. One of her hands snaked down between them to grasp his fledgling erection in her hand and stroke him until he was straining against the material. Oliver captured her mouth with his own, unable to resist the tantalizing curve of her full lips, and trailed his fingers down her arms as he freed her from the dress.

Felicity, needing no encouragement, made quick work of his pants; he barely managed to kick off his shoes and his unbuttoned shirt before she was turning his back to the bed and pushing him down onto the mattress. Oliver went willingly, never taking his eyes from Felicity; she took a step forward, leaving the dress in a pool on the floor. She paused at the foot of the bed, letting him take in the sight of her in nothing but green lace and high heels.

No one had ever looked sexier. Her expression was playful, secretive – confident – but his eyes were drawn to the matching bra and panties she was wearing: they were almost a perfect match to his leather Arrow outfit.

Those were new. A hot surge of possessiveness shot through him then, seeing the body he loved proudly wearing the color that he had long since deemed his. The green lingerie, the green nail polish … she had done that on purpose, and now he knew it.

"The point," she said finally, eyes trained on him as she crawled up his legs and settled right over his suddenly throbbing erection, "is that I love you. All of you. I love us."

Felicity rolled her hips just as Oliver reached for her, reveling in the low growl that accompanied the action and the bite of his fingers as they dug into her hips.

Oliver pulled himself up and took her bottom lip into his mouth, dragging his teeth across it as he reached around to undo her bra. As soon as he'd pulled the undergarment away he took one soft breast in his hand, flicking his thumb over the nipple and then pinching. He kissed her passionately, swallowing her gasps of pleasure as he repeated the action on the other nipple. Her hips were still grinding against his erection, teasing him with the heat he could feel through his boxers; he let go of her breast and slipped a hand past her underwear to slide a finger into her folds. She was wetter than he'd expected, and he couldn't resist groaning in appreciation. Felicity arched into him, pulling away from the kiss and giving him the perfect opportunity to close his lips around one pale pink nipple.

With the hand of his that wasn't otherwise occupied, he exerted enough pressure on her hip to set a rhythm, driving her down onto his finger as she breathed out little moans above him. The toe of her high heels dug into his thighs as she quickly started to lose the pace; he pressed his thumb against her clit and began to rub small circles, the way she liked. Her hand dug into the hair at the nape of his neck, pulling, and then the lines of her body tensed in anticipation of her orgasm.

Felicity stuttered his name when she came, and Oliver couldn't find the will to wait any longer. He flipped them over, careful of her heels, trailing biting kisses across her breasts and up her neck even as he was wriggling out of his boxers. He reached for her underwear and was stopped by a stern command. "Don't you dare rip those."

He did anyway. "I'll buy you new ones."

Oliver positioned himself between her legs, teasing them both by rubbing his tip against her entrance before sheathing himself in her.

"I love you," she murmured against his ear.

"I love you too."

Felicity lifted her hips enough to wrap her legs around his waist, locking them at the ankles and sighing as he filled every inch of her.

Oliver's hands were everywhere, tracing every line of her body as he thrust into her with growing urgency. The tiny aftershocks of her first orgasm felt like waves against him, driving him toward his own; Felicity's nails were scraping trails down his back and leaving a sweet sting in their wake.

She was gasping and arching beneath him, her hardened nipples brushing against his chest with every thrust; every doubt, every fear he'd had earlier was erased as they chased ecstasy together. He may not have been a genius, but he was the only one who got to watch Felicity unravel beneath him, to drive her breath from her in pleasured moans. He was the only name on her lips.

Felicity tensed, her walls clenching around the length of his dick, and then her orgasm was sweeping down around them both and sending Oliver into his; he held her tightly against him as they rode it out, breathing in the scent of her shampoo and their sweat.

He didn't move for several long moments, even after her legs unlocked and fell to the bed on either side of him.

"I'd say you made a pretty good point," he finally grumbled into her neck. Felicity's body shook as she laughed.

"I try."

He raised his head to look at her, brushing several damp strands of blonde hair away from her forehead and then brushing a kiss across the tip of her nose. She was watching him, languid and content, a smile tugging at the corners of her mouth.

Felicity was the most beautiful thing he'd ever seen.

"Marry me."

Her eyes widened in shock, all at once wildly alert. "What?"

"Marry me," he repeated, grinning at her surprise. He punctuated the request with a kiss, and then another.

"Seriously?"

"How often do I joke?" If it was anyone but Felicity, her incredulity would have worried him; but this was Felicity, and he was familiar with the way she processed things.

Sure enough, a smile stole across her lips and grew to dazzling proportions as she narrowed her eyes at him. Oliver knew what that look meant: she was about to level a challenge at him. Instead of being irritated, he felt himself smiling in anticipation.

"Okay," she agreed. "I'll marry you, on one condition."

"Name it."

"You have to recite every Russian poem you know to me. And then translate it."

Oliver laughed, the sound deep and full as it sought out the corners of the room and then bounced back to them. There was no restraint in it, no trace of bitterness or lingering guilt - only true, unfettered joy. Of course she would make that a condition; he would have expected no less from his new fiancée. She wanted Russian poetry, so he would give her Russian poetry; he would give her anything and everything he could, and now he would get to spend the rest of his life doing exactly that.

"Do you know how many poems that is?" he queried.

"Nope." Felicity looked happy at the thought that it might be a lot. "But how about this: our engagement will last as long as it takes you to get through them. When you're done, we'll get married."

Oliver groaned in mock desperation and dropped his lips to her bare shoulder so that he could nip playfully at it before making eye contact again.

"Fine. But does it have to be every poem?"

Felicity beamed at him, the living embodiment of his happiness. "Oh, yes. Every last line."