Winn sat at the bar downing his second drink. Valentine's Day always made him moody. He wondered if he'd ever find someone. A few minutes later someone sat next to him, probably another lonely person on this holiday. He didn't expect them to speak to him.

"Hey, i recognize you." It was Lena Luther. "Yea, you were at the gala. You helped me with my reactor under the table."

"Yea, that was me. I'm a friend of Kara's" said Winn.

"I figured as much. We never got to have a little chat about tech. By the way thanks for helping that night" she said with a smile.

"It's no big deal. I was happy to help. So what brings you here tonight?" he asked nonchalantly.

"Oh you know, who doesn't love drinking their sorrows away on Valentine's Day. Sorry that uncalled for, you don't even know me" Lena said with a sigh.

"No worries, I feel you. Well if you want we can drown out our sorrows together" he then called over the bartender for another round of drinks for them both.

The two of them sat their talking, laughing and drinking. After awhile it was very clear they were drunk.

"What do you say we get out of here?"

Winn looked at her slightly with concern "You sure?"

Lena grabbed his hand aggressively "I'm positive."

Somehow they managed to make it to her apartment. They stumbled all the way to her bedroom. Winn kissed her. She tasted of Scotch. Lena pulled his body flush against hers and deepened the kiss as they fell on top of her bed.

Winn moved his hands into her hair as his lips left hers and moved towards her neck. A gasp escaped her lips as he continued sucking on her neck. They peel off each others clothing until the last barrier between them falls to the floor, leaving them bare. Winn started leaving kisses down her body as he settled between her thighs. Lena gave him a small moan as he placed light kisses on her clit making her buck her hips begging for more. Her moans became louder as he worked magic with his tongue. Lena tangled her fingers in his short hair and pushed him harder against her body demanding for more. It doesn't take much for him to bring her over the edge.

Lena is left breathing heavily as he crawls up her body, his lips connecting with hers in a passionate kiss. She pushed him softly on his back wanting to return the favor. She kissed her way down his chest and then wrapped her blood red lips around his shaft. Winn can't help the moan that escapes him at the feeling of her warm mouth wrapped around his cock. She works him slow and steady until eventually he pulls her up off her, crushing his lips onto hers.

"As much as I was enjoying that, I need you now" he says hungrily in her ear as he flips her onto the bed again and starts kissing her neck. Winn is hovering above her now. Lena has no time to react as he thrusts inside her. "Fuck" she moaned at how quick it was, shocked by how good it feels.

"Are you okay" Winn said as he is now firmly inside her. Lena leaned up to kiss him saying "don't stop". Winn starts moving again. He keeps a leisurely pace until she wraps her legs around him taking him deeper inside her. Lena throws her head back and moans as Winn picks up the pace, going faster and deeper with every thrust.

Their rhythm intensified as they lost themselves in one another. Lena's nails dig into the firm flesh of his ass, urging him on, faster and faster. On one particularly hard thrust, Winn hit her in the right spot and Lena shuddered. "Oh God. I'm right-"

She couldn't continue as she moaned as he hit that spot again. He slid in and out her, drawing out every last bit of pleasure as he kept hitting that spot. Soon she reached her peak and came undone as her climax washed over her. Winn starts to groan as he feels her tight walls closing around him. He comes right after she does.

"Wow" he groans into her neck.

"Yea" Lena replies. Still coming down from her high.

Winn pulls out of her and rolls over beside Lena. "So, what now"

Lena kisses him and settles her head against his shoulder. "Now, we sleep. We can figure things out tomorrow". Her fingers are tracing patterns against his skin.

"I'm fine with that but talking might not be my priority in the morning. Just so you know" he replies as he grips her hand tracing fingers across his chest.

Lena grins and closes her eyes, "that's fine by me."

And the two of them fell asleep content in each other's arms.

Talking was the furthest thing from both of their minds when they woke up the next morning.

A/N: Please Review!