Author's Note: An Olicity two parter, just because. This story is pretty much base on the Olicity bunker sex flashbacks in 5x20 of Arrow, (but of course I will be changing some things.)

Please be warned: smut ahead

Disclaimer: I don't own anything of Arrow or its characters. Nor do I own any rights to any lines that are similar or the same as in the episode.

"Curtis, next time pick up your own takeout." Oliver demanded as he walked into the foundry, holding up the white paper bag of food.

"Sure thing, Oliver," Curtis replied, standing across from Felicity. "Ohhhh, I forgot...I have to go."

"What? Where are you going?" Felicity asked, indirectly begging not to be left alone with Oliver. Ever since she'd ended things with him, she'd felt awkward being alone with him. Mostly because she still loved him, but it just wasn't going to work between the two.

"Date night with Paul." He answered. "But enjoy the Chinese food, there's so wine in the cupboard. Bye!" And with that Curtis was gone. Felicity's eyes flitted to Oliver's. In an instant, her heart started pounding. She made a mental note to get back at Curtis.

"Well... I'll grab the wine." She smiled, walking to the cellar. Oliver smiled back, partially grateful for the chance to have dinner and wine with Felicity. He felt like this was his opportunity to make things right. He wanted nothing more than to slide that ring back on her finger where it belonged. He knew she was something special since his first return to Starling.

He smiled at the memory of breaking into Queen Consolidated and seeing the beautiful, babbling blonde for the first time. She still didn't know about that. Oliver headed to the workout mats and took off his shoes before removing the food trays from the bag.

He sat down and looked up to see Felicity approaching with a bottle of Merlot, a corkscrew, and two glasses. He grabbed the items from her so that she could remove her shoes as well. Once they were off, she sat across from him with her legs folded.

It felt beyond awkward. They seemed to look everywhere but at each other.

"So," Felicity started, finally gaining the courage to make eye contact with him.

"So," Oliver repeated.

"This is actually really awkward isn't it?" She said with a nervous smile.

"Well, let's make it not awkward." Oliver replied. "We've been friends for years."

"Right," she responded, with a slow nod. "I'm starving," she smiled, reaching for one of the trays.

"Yeah it's been a long day," he smiled back. Throughout dinner, they made forced small talk with plenty of deafening silences. After dinner they sat in silence for another five minutes.

"We should have some wine. Loosen up a little." Felicity suggested, reaching for the corkscrew. She popped the bottle opener and filled both glasses halfway. She handed him one and raised her, Oliver following suit. "To... killing the awkwardness."

"To killing the awkwardness." He agreed. They both downed their glasses, then looked at each other and laughed.

"I guess we both really needed a drink." She said. A few glasses later, Oliver was buzzed and Felicity was a few steps past him. As they drank, they small talk became more comfortable. "Do you know how jealous I was when Sara first showed up?"

"Jealous?" Oliver asked. "Why?"

"Many reasons, but one being that she was able to do the ladder thingy that makes me melt whenever I see you do it " she said, staring at the salmon ladder. Oliver couldn't help but smile. He loves it when she babbles and gets nervous. But he loves it when she's had a few drinks because she was without a care in the world. "Can you teach me?

"Are you sure?" He asked cautiously.

"Hell yeah! If Sara can do it, so can I." She answered with confidence. She finished off the last of her glass. Oliver stood and held out his hand to help her up.

He held her hand and led her to the salmon ladder. She stood beneath the bar and reached her arms up, unable to reach the bar. Her arms dropped and she looked over at him with her best puppy dog face. He couldn't help the smile that his face broke into. He walked over to stand in front of her, placing his hands on her waist and giving her a lift.

Once she was holding on, he let her go and walked around her so that they Were face to face.

"Okay...okay... I can do this!" She squealed with a bright smile as she swung back and forth. Oliver found himself unable to keep from smiling at the sheer joy written on her face. "Remind me why I thought this would be a fun idea?" She asked jokingly.

"Hop down, hop down," he said. Felicity released the bar and fell to her feet, before dusting her hands off. Oliver walked past her and approached the bar before grabbing it. "Okay, it's just a chin up. Everyone knows a chin up." He began to explain, demonstrating. "With a flourish-" he jumped up to the next rank of the ladder. "-at the end." He let go and dropped to his feet, the bar now left at a higher rank.

"Ummm... I can't.. do a chin up." Felicity admitted, sheepishly, biting on her bottom lip. Oliver smiled at her and she couldn't help but me mesmerized by his dimpled grin. She hadn't seen a genuine smile from him for so long, and it warmed her to the core knowing that she was the cause of his smile.

"Come here," he said, still smiling and gesturing with his finger. She walked up to him, where he stood, still underneath the bar. He gestured for her to turn around. Once her back was to him, he placed his hands on her waist.

"I don't flourish well," she smiled.

"I believe in you." He said, lifting her. Felicity held on for dear life as Oliver walked to stand in front of her.

"Hey! I'm doing it!" She beamed at him, flashing her pearly whites. "I'm chinning it upping!" She squealed.

"Ready?One.. two.. three!" he counted. Felicity tried her hardest to pull herself up, mustering as much upper body strength as she could. How the hell did he make it look so damn easy?

"Nope! No, can't do it! Help!" She laughed as he approached her.

He wrapped his arms around her slender waist, catching her body weight as she released the bar, her hands falling to his shoulders. As he slowly lowered her to the floor, their bodies pressed together, their noses just barely brushed each other's. Felicity felt her heart stop. This was the closest she's been to him in a while, and before she knew it, her heart was beating a mile a minute. For a moment, she wondered if he could feel her heart spasming out if control. He backed away from her, all too soon, a small nervous smile on his face.

"I almost did it," she smiled, finally finding her voice, and hoping to wash away his nerves.

"You did a half of one," he smiled back, but she could still see the nervousness dancing behind his eyes along with something else... desire?

"Half, I'll take the half. It was still exhilarating but not my..." She shrugged, biting her bottom lip, a habit she'd picked up after their break up. She found herself biting her lips anytime he was close to her, but right now, she was trying to work up her courage.

If only she'd known how her new habit affected him. He noticed it about a month ago, and from then, anytime she bit her lip, he wished that he was the one doing the biting.

"In all fairness, you've had a little bit to drink." He said, offering her his dimpled smile once more. This was the most he's smiled since their relationship was still... a relationship. She fidgeted with her fingers a bit and smiled at him coyly.

"Actually, I've had a lot to drink," she spoke as she closed the distance he'd put between them and quickly pressed her lips against his. She backed away slightly, waiting for his reaction. His lips curved in a small smile and she bit her lip, smiling back. She could clearly see his blue eyes go dark with desire and before she knew it, his strong arms were around her waist.

Their lips locked fervently, as her small hands tangled into his hair. She deepened the kiss and dragged her tongue across his bottom lip, begging for an entrance. He parted his lips without hesitation, allowing their tongues to dance- a feeling he'd missed beyond words. He could stay there kissing her forever, and be the happiest man in the world.

He felt her tugging at the hem of his shirt and her broke his lips away from hers, just long enough to let her pull his shirt over his head. He grabbed it from her hands, tossing it to the side as he caught her lips back with his. Her fingers caressed his toned, muscular torso while his danced on her lower back, beneath her pink shirt. He grabbed her hips, and spun her around, breaking their kiss. He felt his body shaking with desire as he fumbled with the buttons on the back of her top, to no avail.

"Can you.." he trailed of nervously in a breathy voice. Knowing exactly what he meant, Felicity smiled and quickly pulled her shirt over her head and dropped it, before spinning around to face him again. She pushed her lips back against his, already missing the taste of him, but this kiss was a bit slower than the last one they shared.

He broke the kiss once more, looking into her eyes, as if searching them to make sure that this was what she wanted. He gave her a toothy grin, and once she returned it with one of her own, he took the invitation to kiss the beautiful blonde once more. His hands gripped her thighs just under her butt and lifted her as she wrapped her legs around his waist.

Refusing to break this kiss, he slowly backed up to the mats, they had dinner on and and sat down. He lay back, with her straddling him and they continued their passionate kiss, knowing they both wanted more.

Oliver grabbed Felicity's waist and flipped over so that he was on top. He lips trailed down to her neck, and she swore she heard him whisper an "I love you" against her skin. He slowed down, deciding to take his time with her. A part of him was unsure as to whether or not this would change things between them.

He wanted to take his time because he wanted her to feel how much he loved her. That and he knew it was still a possibility that this would be the last time. So he explored her body. Caressing her body gently as he prepared to undress her.

Felicity could feel the change in Oliver's pace and she could hear a small part of her brain yelling, "Abort mission! Abort mission!". But an even larger part of her brain reminded her of how much she had missed this. Sure, as part of Team Arrow, they worked great together. But when they were intimate, their chemistry was off the charts. He knew her body like the back of his hand. Every curve and every freckle. He knew what she liked, what she didn't, and her most sensitive spots. No one ever made her feel the way he did.

Felicity's eyes closed when Oliver began to kiss down her torso, pausing to nip at the spot just below her navel. She bit down on her lip and let out a soft moan. Oliver swore to himself that second to her voice, her sweet moans were his favorite sound.

He continue to kiss lower, and used his teeth to unbutton her pants and pull down the zipper. Felicity's back arched as desired rushed through her, her body shuddering slightly as she lowered her back to the mat beneath them.

Oliver pushed her legs apart and kneeled between them, running his strong, slightly rough hands gently over Felicity's body. He grabbed at the waist if her pants and slowly pulled them down, her lifting her hips to help him. He let his fingers brush the skin of her legs ever so lightly, leaving goosebumps in their path.

Felicity's legs trembled with anticipation and he teased her by placing soft, gentle kisses on her inner thighs and across her center, feeling her wetness on his through the lace of her white boyshorts. Oliver loved knowing that he had this affect on her, especially when he was just getting started.

He began to drag his tongue up and down her center, not yet removing her panties. He watched the pleasure dance across her face as his name spilled from her lips, surrounded by her soft moans. He slowly moved his fingertips up the outside of her thighs before slowly sliding her panties down over her legs and bare feet.

He began the string of kisses at her ankles, alternating between legs and he slowly moved closer down to her center. With just a lone swipe of his tongue, her hips bucked forward against his mouth. He began to circle her clit as he slipped a finger inside- something he knew she loved.

Felicity hadn't felt this sensation for so long. It was her first time since being able to walk again so it was a matter of mere moments before her orgasm shattered over her. Oliver smiled, lips still against her wet folds, pleased that he could bring her to the brink and beyond so quickly.

He removed his finger, while slowly moving his lips to collect every drop of her. He memorized her taste, as he felt her trembling come to a gradual end. As she came down, her eyes flitted open and she down at him. Oliver lifted his head and they made eye contact for half before he began kissing his way up her flat stomach.

"Wow," she breathed, her heart still pounding out of her chest. "Oliver," she whispered, squeezing his biceps gently. He moved his lips up to hers, knowing exactly what she wanted. He held his body over hers, leaving her space to undo his pants.

Once his pants and briefs were gone- a hassle that had Felicity slightly frustrated- Oliver hovered over her, his hard member against her slick center. He looked into her eyes with an apologetic expression.

"What's wrong?" She asked, hoping he did dare have the audacity to change his mind about this.

"I don't have a condom." he whispered, sheepishly. Felicity wrapped her arms around his neck and her legs around his waist, forcing his body to hers. He placed a short kiss on her lips. Before he could back away, she pulled him back in for a much deeper kiss. "Felicity," he grumbled against her soft lips.

Her desire overpowered her and she refused to miss this opportunity because of a condom. I could take a plan b pill, and pray for the best, sher convinced herself.

"I don't care," she whispered.

"Are you sure?" He pushed. Why did he have to be so perfect? Burning with desire or not, he still wanted to ensure that he had put her and her feelings hurt. That was something that she always loved about Oliver. That he was so attentive to her body, ensuring that he wasn't being a selfish lover.

"I'm sure," she replied. He leaned back on his heels, pulling Felicity up with him. Kneeling between her legs, his hands found her back so he could unhook her bra. She began to bite her lip at the tingly feeling in her spine from his fingers barely brushing her skin. He pulled her bra straps down her arms, before catching her bottom lip between his teeth. Her eyes fluttered shut and she moaned gently, and before they began a slow sensual kiss.

Oliver kept one hand on her back, the other on the floor, so he could slowly lay her back. His lips journeyed slowly past her neck to land at her breasts. He looked her in the eye as he took her left nipple into his mouth. His fingers slid down the side of her body before stopping at her hot, wet center. He rubbed two fingers in a slow circle, wanting to get her close to an orgasm, to ensure that she came before him once he was inside.

When he heard her moans getting louder, he stifled them with a kiss and guided his member inside of her. He moved dramatically slow, enjoyed every bit of her tightness. Once fully inside, he rested his head beside here on the mat.

"You are so tight, Felicity." He said in a breathy whispered causing her to shudder. Then he began thrusting onto her slowly, relishing in the moment.

"Mmm, Ol'ver... faster.. please," she moaned into his ear.

"Your wish is my command," he mumbled into her hair. As he sped up, she moved her hips against his, matching his movements.

"Felicity, I won't be able to hold out long," he admitted sheepishly, not breaking the rhythm of his stroke

"So let go," she whispered. It only took seconds before they had fallen overview edge, each other's names on their lips.

ABOUT 10 MINUTES LATER

Felicity's head lay in the crook of Oliver's arm and he leaned over to kiss her tantalizing lips.

"Please don't tell anyone that we had bunker sex," Felicity started, warming a smirk from Oliver. "specifically, Curtis. He'll never look at me the same."

""Are you sure? Because he had me pick-up Chinese food and then he suggested wine. I'm pretty sure he was rooting for exactly this. So... maybe he saw something that we didn't see?"" Oliver said glancing down at Felicity.
He could see her smile fade away.

""I think Curtis watches too many rom-coms with Paul," she sighed, sitting up slightly away from him and ensuring that one of the two blankets was covering her chest. She started fiddling with her ear. He knew he wasn't going to like what she had to say next. Oliver sat up on his elbows, a concerned look on his face. A part of him knew what was coming but he wished he was wrong.

"Felicity, talk to me," he said, his voice hardly above a whisper. She let out a breath that she didn't know she was holding.

"" This was nice. You know, it was really nice.. But it doesn't change things between us... We still have our problems..." she trailed off, refusing to make eye contact. She knew that if she saw the hurt in his eyes, it would've broken her heart. She felt like she was wrong to sleep with him. Like she had led him on and got his hopes up, causing guilt to was over her.

"Felicity, our problems aren't going to go anywhere if we don't talk about them," Oliver started. "We never talked about Will-"

"" Even if there was no William, there wouldn't be an us... because you don't trust me."" She said, cutting him off. She was beginning to feel like she had told him this a million times before. ""I was hoping that you'd change... vut you don't trust anyone... and I don't know why. You know, maybe if I knew why, things would be different. I don't even think you know why. I love you. But that is why I can't settle for anything less than your full trust."" She stood before he could say anything, covering her body with the blanket, and walking away.

Hey readers. What do you think, did I do their flashbacks justice? This will only be a two parter, so next chapter coming soon.