A/N, I do not own these characters, or body of proof. They are the property of ABC and their talented writers of the show.

Megan kissed Kate's collar bone with hungered passion. She heard her moan quietly as the blonde moved underneath her. Feeling Kate's hands wonder over her back, Megan pushed Kate into the sofa using her hips. She began untying Kate's silk blue wrap shirt, whilst keeping eye contact with her boss.

"Wow" Megan gasped as the shirt fell open revealing a black lace bra. Kate began sit, pushing her lips hard against Megan's. Pushing her tongue into Megan's mouth as she felt the red head kneading her breasts.

"Megan … please"

Megan woke with a jolt. She had fallen asleep at her desk again. The redhead could feel herself throbbing from her dream.

"shit, shit, shit" Looking around as she gathered he belongings. It wasn't the first time she had dreamt of Kate. They had become close since her spilt from Todd. Both Megan and Kate knew their relationship had changed. It was more than friendship now.

Kate thought she was the only person left at the Lab. That was until she heard Megan's heels walking down towards her office. Kate didn't look up when she heard her stop just outside. Sensing the beautiful M.E was watching her, she couldn't help but flirt a little.

With a slight smile on her lips, Kate removed her hair from the twist it was in. Running he fingers through it gently, to loosen it up around her shoulders. Kate thought she heard Megan whimper from outside as she slowly licked her top lip from the corner to the centre. Leaning back in her chair, Kate began to rub her neck, just selecting the right amount of pressure for her to moan under her own fingers.

Megan couldn't take any more, the throbbing between her legs was building. She knew Kate knew she was there, watching her.

"Oh Megan, I didn't see you standing there" Kate said through a knowing smile.

"I thought I was the only person left"

"I was….I was just leaving" Megan managed to say, though it was difficult, in between the throbbing and her heart beating against her chest.

Kate saw something in Megan's brown eyes. She could see the wanting in them. She knew her blue eyes where saying the same. There was also something else in those brown eyes, only there for a split second, but Kate saw it, it looked like fear.

"Megan are you okay?…..Megan?"

All the air seemed to have left the room as Megan started to walk over, slowly to her bosses desk.

"Megan" whispered Kate

She could feel her heart pounding in her chest. She was sure Kate could see it.

Megan gently circled around the desk, as Kate stood. She could see Kate's perfect lips moving, but all she wanted to do was touch them. Suddenly Megan could feel her hand raising to the blondes mouth, moving her fingers little by little towards her red lips. She looked up into Kate's eyes.

"I'm sorry" Megan muttered stepping back, realising what she had done.

"Goodnight Dr Murphy"

With tears in her eyes Megan left the office. Kate let out a breath she hadn't realised she was holding.

Back at her apartment, Megan's heart rate was finally beginning to slow. She couldn't believe how close she has came to kissing Kate, her beautiful blonde boss.

"what the hell was I thinking?" she mumbled to herself as she settled in front of the TV with a glass of wine. Thankful that Lacey was staying with her father, as her mind was too busy to rest.

Just as she was beginning to calm down for the evening. Megan heard a small tap on the door. Cursing under her breath, she went to open it, to find Kate stood there with a bottle of wine in her hand.

"Kate, what are you doing here?"

"I needed to see if you were okay, you left the office in a hurry"

Kate followed Megan into the kitchen. Watching her colleges hips sway as she walked.

"I'm okay, honest Kate, I just…" Megan left the words hanging in the air.

"Well I'm here now, so get me a glass"

Kate could feel the tension in the room. She smiled as she lefty Megan and walked to the sofa.

Megan couldn't help but smile at Kate's bossiness. She loved that she cared enough to come around to check on her. But she didn't know where she wanted this to lead.

As Megan sat besides Kate on the sofa, handing her, her glass of wine. Their fingers brushed against each others. The both felt it, Megan's heart beat started to sped up again.

"Look Kate, I'm sorry about earlier"

"Don't apologise, I'm just sorry you left"

Megan felt the heat raising to he chest, she knew she was blushing but couldn't help it. What was Kate doing to her?

"I….I didn't know"

"Megan, I've been trying to tell you how I feel, but I didn't want to push you away"

Megan stood quickly and walked back over to the kitchen. Resting her hands on the counter, bracing herself for the words she's wanted to hear since Kate's spilt.

"I want you Megan, I've always wanted you, not Todd, you"

She hadn't heard Kate walk up behind her.

"I want you too"

Kate ran hers hands down Megan's arms after hearing the words. She felt Megan shudder under her touch. Moving Megan's red hair away for her neck, Kate gently started to place kisses upon her skin. Megan leant into Kate's body, feeling her large breasts against her back.

Holding her closer, Kate's kisses became harder. Suddenly Megan turned herself around pushing her mouth onto Kate's. kissing and exploring her mouth with all the tension that had built up between them.

Kate hungrily grabbed Megan's breasts, feeling them through her red sill shirt. She wanted more and pulled it off without thinking of the buttons.

Exposing Megan's full breasts in a red bra, all Kate could do was stare, she wanted to see more. Slowly finding the zipper on her skirt, she pulled it down.

"You're amazing" She panted.

Her mouth found the top of Megan's breasts. Kissing and sucking hard, she groaned as she felt Megan trying to pull away.

"Please, I want you so bad"

"And I want you"

Megan moved around Kate pushing her into the counter, she wanted to be behind her. Kate placed her hands on the counter, just as Megan had before. She felt Megan stripping away her clothes, letting the fall to the floor.

Megan brought her mouth to Kate's ear.

"I've never done this before, but" Her hand wrapped around the blondes stomach, moving up to her chest. Kate could feel Megan's hotness.

"But I cant wait any more" Megan removed Kate's black lace bra. She pulled and pinched her nipples until she felt Kate's knees buckle.

Kate didn't know how much more teasing she could take.

"Touch me, I need you to touch me Megan"

She grabbed the front of Kate, feeling how wet she was through her panties.

"mmmm…"

Pulling Kate further into her, Megan started licking the back of her neck, whilst rubbing her hand against her harder, making her groan louder.

"Take them off" megan whimpered in to Kate's neck.

She did what she was ordered, pushing her soaking wet panties to the floor.

Megan's fingers found Kate's lips. She played wit them before slipping her middle finger into the centre. Kate began moving her legs further apart. Megan moved her other hand up to her breast, manipulating and teasing them, keeping Kate's back pushed up against her front.

She could feel Kate's heart beating faster. So she moved her hand faster, playing with her clit then moving down pushing more fingers inside her. She pushed harder and faster, feeling the pressure building up in Kate.

"Yes, Yes"

Kate could feel herself getting closer. The red heads fingers were pounding into her making her scream. Megan bite down on her shoulder, plunging her fingers into kate, making her scream her name.

"Wow, where did you learn that?" kate was struggling to speak as she watched megan slowly licking her fingers.

"My turn"

Kate made her way to the bedroom. She climbed on to the bed, keeping eye contact with Megan.

"Stay there" she ordered as she placed pillows under her head so she wasn't lying flat.

"Now as I'm the only one naked, take off that underwear and come to me"

Megan liked that Kate was playing boss. She did what she was told and climbed on to the bed, stopping to straddle kate.

Kate pushed her fingers into megan.

"Oh so wet, now bring those lips to me"

Megan started to bend to kiss the blonde lying under her but kate stopped her.

"Not those lips"

Megan climbed higher, bringing her legs around Kate's head. Grabbing hold of her waist, kate drove her tongue between Megan's legs. Megan held on to the head broad so she couldn't sit on Kate's face.

Knowing Megan wouldn't be able to hold back, Kate moved fast, sucking and nibbling at her clit. Trying to hold her still as she plunged her tongue into her, every time trying to get further, not holding back. Megan moved her hips back and forth against Kate's tongue.

Kate buried her face further into megan, hearing her gasping. Megan threw her head back as she orgasmed around Kate.

Megan finally let go of the head board, when she knew her legs could lift her weight from Kate's face. Moving her mouth to the blondes, she licked up her juices from around he chin. Planting one last kiss upon her bosses lips.

"How long have you wanted to do that for, its was amazing" Megan panted.

"Ever since you first disobeyed me in the lab, Dr Hunt".