Disclaimer: I do not own anything that has to do with Charmed.

Warning: This is rated M for a reason, so don't read if explicit sex scenes upset you. There is also mild swearing.

This is a one-shot unless I am encouraged by reviewers to add more.

The Manor in 1967 (Set during the episode "Witchstock", this is something that I think should have happened)

"Hey, there's my psychedelic girl," Leo or 'Starshine' as he likes to be called in this decade, said to me when I walked back into the living room, "Are you ready for your private orbing lesson yet, Paige?"

I was about to tell him no way is that ever going to happen when I took a closer look at him. Leo was kind of hot. I had never noticed before because I'd always thought of him as 'Piper's guy' and I wasn't allowed to have him let alone think about him in that way. But here, in this time, Piper doesn't even exist yet. And Phoebe had fought with Piper over him at first. So I reconsidered. It's not like Piper would ever find out. I certainly won't tell her. And Leo probably won't tell.

"What the hell, Starshine," I told him, "Lead the way." Leo took my hand and we walked up the stairs I had led so many guys up in the last few years. At the top, to my surprise, Leo led me into what would be my room in the future. It was set up pretty much the same way I had it in the future, bed to the left by the window, dresser to the right.

As soon as I closed the door I was pushed up against it and gently kissed by Leo, him half expecting me to pull away. I wrapped my arms around his neck and kiss him harder. He was kind of surprised, but pushed his body up against mine in response anyway. I groaned at the feeling, griping his hair as I did.

Soon our tongues are in each other's mouths and we're fiercely battling for dominance. I start to explore Leo's body: his arms, his chest, his stomach, but I stop just above his jeans, for now.

His shirt is in my way so I slide it over his head quickly so his lips aren't gone from mine too long. I rub my hands down his newly exposed skin. 'Wow he has a great body.' I think to myself.

Leo's arms and chest are rock hard and I can't help but moan as the feeling of his tongue in my mouth and the feel of his body overwhelm me. He hears me moan and begins to let his hands stray as well. His hands run up and down my arms, down my sides and over my hips. I feel him getting hard as he does this. As his hands slide back up my thighs, they crawl up my shirt and over my stomach. I gasp at the sensation, pulling away from the kiss as I do.

Leo just laughs quietly and quickly recaptures my lips with his own. His hand goes back under my shirt and around to my back. His other hand soon joins the first and I feel my shirt being lifted over my head and tossed near Leo's shirt.

I smile at Leo when he looks back. No man has ever made me feel the way I feel right now. I want him so much; I want him to make me come right here right now, but I also want him to take it slow and make love to me.

Leo leads me over to the bed where he lays me down and then kneels on the floor. He slowly unzips Gram's go-go boots and discards them with our other clothes. I don't know how, but somehow Leo made even that simple act extremely sexy. I felt myself getting even more wet than I already am.

Leo got on the bet and crawled up to where I was, his body on top of mine, and kissed me deeply once before undoing my bra. I was thankful that I was wearing my lacey, black bra.

When my bra was gone, Leo began rubbing my breasts and pinching my hard nipples. 'Damn, he's good at this!' I though as he took my right breast into his mouth, while still rubbing the other. He did the same with the other and by then I was getting anxious. There were too many articles of clothing still between us.

Leo seemed to be reading my thoughts and began unzipping my skirt. "You're really beautiful you know." He said. It was the first time he'd said anything since we'd gotten up here. He looked so sincere, and his eyes were filled with so much passion that it almost looked like love. By now my skirt was off and I felt I couldn't go on if Leo though that this relationship could go anywhere. "Leo, you know this can only be a one time thing right?" I asked. "Yes." Was all he said back, but I could see the disappointment in his eyes.

I kissed him passionately hoping to cheer him up; I didn't want to have sex with someone who's sad. Running my hands down his body I reached his belt and pulled it off of him and then slid off his pants. His penis was bulging out of his underwear.

Leo went back to kissing my chest and soon it was my stomach he was kissing. Slowly his finger dipped into my lacey panties. I groaned at the contact. Leo smiled up at me and pulled off my panties. He rubbed me with a finger then quickly inserted one inside me causing me to gasp in pleasure. Leo added and second finger and began to move in and out of me quickly. Soon my hips were bucking to his rhythm and Leo added a third finger. I gripped his hair and urged him to go faster. I moaned one last time and I felt the familiar waves of pleasure erupt throughout my body.

I lay there panting for a minute before looking at Leo and then flipping him over and straddling him so that I was on top.

I giggled at his surprised expression; I guess he hadn't taken me as this kind of girl. I rubbed my hands on his chest and placed light kisses down his body to his boxers which I quickly discarded. He was so large! I could barely believe it and when I looked up I couldn't help but notice the smug look on Leo's face. I decided to wipe that look up his face. I place my entrance just above his penis and rubbed, but barely touched him. After that I grabbed him with my hands and rubbed. I saw his eyes close and his hands clench. I was getting to him. I decided to surprise him. His eyes were still closed, but they shot open when he felt my mouth surround his penis. I moved him in and out of my mouth until he finally let go and groaned in pleasure. Then I stopped causing him to groan out, "Don't stop." This time not in pleasure.

I just gave him a slight grin and let him flip me back over. He whispered, "You're going to pay for that." In my ear before kissing me once and then roughly plunging into to me. I gasped. He filled me and made me feel so right.

Leo pulled out and pushed back in rapidly. I moved by hips in rhythm and wrapped my legs around his waste. This was the best sex I've ever had. "Harder, faster, don't ever stop." I commanded and I felt my climax coming. Soon, too soon, I felt waves of pleasure coarse through me. Leo came soon after filling me with his seed, which I distantly realized was not good; he hadn't used a condom.

Leo pulled out of me and laid down next to me. We were both dripping in sweat. I curled up in Leo's arms. With the sheet covering us both. Just as I fell asleep I heard him whisper, "I love you."