STEVE POV

Steve tried not to scream, he didn't want to freak out, but he couldn't deny the fact that his hands were shaking.

"How about right over there, on the desk?" He aimed his pencil in that direction.

He looked at the blank page on his sketchbook and saw swirling patterns through his buzz.

Oh Lord… how am I even gonna draw right now?

That though evaporated in his mind once he laid eyes upon Howard.

The brown wool coat slid off Howard's shoulders, revealing the golden bronze skin beneath.

Steve sucked up a gulp as he tried to conceal his embarrassment.

"Ok… I never really have drawn someone naked before." He watched him. Howard sat up on the desk and lied down on his side. The coat barely covered the part where his legs came together.

"How do I look?" He asked through half-lidded eyes.

"Good." Steve answered quickly. Once his shaky hand made it to the paper it calmed. Lines followed the contours of Howard's body, and the way his hip shadowed against the textured wool. He captured the rivets that made all the texture in the wool of the interior of the jacket. Howard's slight purse of his lips and the way his thumb was against his teeth. Steve didn't miss a single detail, not even the rather lustful expression Howard wore. He wasn't fazed by this now, but more than likely he would be later. Howard insisted on sharing his whiskey with him, like he honestly needed anymore since the restaurant, but he accepted nonetheless.

After completing the portrait he felt something…

"Is it finished yet?" Howard asked. Steve straightened and looked at his work.

It was a masterpiece…

probably his best yet, if he could manage not to blush every time he saw it afterwards.

Howard got off the table and his coat fell to the floor, and Steve was trying not to hyperventilate.

Oh my God he's naked! Steve thought

Steve sucked down a gulp as Howard came over and eyed his finished portrait.

He tried not to stare as Howard's back but then his eyes cast downward nonetheless. Steve chewed his bottom lip as heat rose to his cheeks. He never thought about being with anyone before, in fact he thought himself incapable of it. He wanted nothing to do with any of the women and dates that Bucky would bring with him on their outings, usually two.

Steve always wandered to the army reserve booths, and then that led him to Howard Stark. He looked up and saw that he was facing Howard now.

Steve stiffened and turned his head away.

"Umm… Do you need a robe?" Steve stammered, completely failing to keep his composure.

"Oh…" Howard looked down and feigned surprise,

"Why you don't like the way I look?" He teased the younger man, edging himself closer.

"Hnnn…" Steve let out an incoherent moan as he stepped closer.

"I…I do I just think you might get cold and … and." Steve was fumbling for his words, he'd never been good when he belted under pressure.

The Howard kissed him.

Steve was caught completely off guard, but he easily gave in. It wasn't a rough kiss like he'd anticipated. It was smooth, and the combination of Howard's soft lips and the scratch of his facial hair surprised Steve.

First off, Steve had no idea how to kiss in the first place, but Howard took his chin in his hands and deepened the kiss. He'd even opened his mouth, allowing Howard full access.

He took it, completely. The strange and awkward slide of his tongue into Howard's mouth felt different, but good at the same time. However Steve kissed him, Howard didn't seem to mind.

The soft pull on Steve's bottom lip broke him from his nervous thoughts as Howard's hands clasped Steve's narrow waist.

Steve buckled and Howard was leaning him against his own desk now, racing thoughts stirred in Steve's mind. It was a maelstrom of worry and anxiety, and something else he'd never felt before.

"H…Howard I don't think this is the right thing to do right now, I mean we just met." Steve's blue eyes were wide and honest.

Howard's dark eyes wandered over Steve's face as his mind relayed the message.

"Is there anyone else?" Howard asked bluntly.

That question caught Steve off guard, as if he ever had it up in the first place.

"N… No, but…" Steve couldn't finish, Howard kissed him again. This time Steve's hands cupped the sides of Howard's face as he started to accept this spontaneous relationship that seemed so wrong, yet felt so right. He moaned into the kiss as Howard's hands caressed his hips.

"I want my shirt back…" Howard smiled against Steve's neck.

"Oh sorry!" Steve started unbuttoning the shirt frantically, completely unaware of Howard staring in amusement.

Howard reached for the shirt and then threw it onto the floor and marveled at Steve's widened expression.

"Oh." Steve took in what he really meant.

Howard grinned and wrapped his hands around Steve's back. He could feel how frail Steve was beneath his fingers, but it just made him more excited. He couldn't rush with Steve, no he had to take his sweet time with him.

He looked forward to it…

Steve felt his cheeks burn once Howard's other hand gently ran up his clothed thigh. He tried not to gasp, but the sensations were overwhelming.

"Howard…" Steve moaned as the other man's touch lowered between Steve's legs.

Howard's hands drew out slowly as his lips kissed down Steve's shoulder.

"Oh my…"Steve stammered, sounding rather cute while he did that.

Howard unbuckled his pants carefully, eyeing him while he did it.

Steve's face burned with embarrassment, but he wasn't sure about this. But the other man's kisses led lower past his navel and Steve plainly didn't care.

Steve's hands ran through Howard's hair, he didn't know what else to do with them. His olive pants falling at his ankles while Howard's mouth went up and down in slow movements.

Steve's knees went weak and he tugged on Howard's hair a little harder as he felt a wave of desire that made him shudder.

Slowly each wave got stronger and Steve wasn't sure how much more he could handle until his knuckles turned white against Howard's dark brownish black hair.

"Aaahh!" Steve whimpered and gasped as an unknown heat burned in his abdomen and swirled down his heels.

Something was going to happen…

"Howard!" He bit on his lip as Howard slowly licked up the underside of his length, hollowing his cheeks with the effort as he went back down.

Steve grimaced as his body contorted against Howard's and then his vision dotted with stars as his body clenched against Howard's fingers.

"Oh!" Steve stammered as he felt Howard's fingers in him. Then another wave of pleasure hit him in a different spot.

Steve's heels dug in against Howard's completely exposed back once he probed deeper, hitting that spot dead on.

Howard's fingers went in a rhythm that Steve couldn't handle and then he'd bucked up and Howard took him with his other free hand. The combination of Howard's hand speeding up on his length and the slow deep strokes against Steve's prostate were unbearable. He couldn't take much… not anymore.

Howard's eyes widened as he took in the sight of Steve… his Steve. He smiled as the young man pressed against him and came.

Howard couldn't even say anything, but he could feel the hot liquid on his stomach.

Steve leaned in and kissed him harder than he'd meant to, but this feeling was so amazing.

"Howard…" Steve panted in between breaths as he slowly tried to catch his breath. Howard pulled his pants back up to his hips.

Steve stared at Howard, at half mast.

"Let me…" Steve asked shakily, reaching for him.

Howard stood in front of him and took Steve's hand in his and placed it around the tip of his length.

Howard groaned, causing Steve to move his hands. Howard watched his thin elegant hands clasp around himself, double-handed.

Steve had no experience how to do this, but whenever Howard leaned more to one side or made a loud noise, he aimed for that. He wanted to discover the man to great lengths.

Steve felt Howard moving his hips faster and a little harder.

"You're close." Steve questioned with a smile, admiring the way Howard looked with his eyes closed and breathing harder. His dark lashes looked somehow longer and elegant in a rough around the edges sort of fashion. Steve liked that part. He tried to close his hands a little further and watched Howard's eyes snap open and he gripped the edges of the desk and arched his hips to meet Steve's hands. The younger man grinned as Howard's thrust became more erratic and quicker.

"Yes…" Steve let the word roll off his tongue, hoping it would turn Howard on even more.

It did…

Howard pulled him in a bruising kiss as he wet Steve's hands with his essence. Steve gasped into the kiss and Howard picked him up off the desk and held him in his arms.

Steve almost fell into the embrace and he kissed him back.

A knock at the door startled them both from their high off each other.

"Hurry!" Howard whispered and tossed the shirt back to Steve.

"I thought you said you wanted it back?" Steve stared in question.

"I just wanted to see you take it off…" Howard whispered his remark. Howard was running to his closet, digging frantically for any item of clothing.

The knock banged harder.

"It Colonel Phillips!" Howard shushed Steve.

"How do you know?" Steve asked while buttoning up his shirt quickly.

"He's irritable." Howard stepped into a pair of white suit pants and jumped into them and threw the coat on and slapped the tie over his neck.

"Hide!" Howard gently nudged Steve into his closet.

Howard's shaky hands reached for the doorknob.

"Yes?" He looked up at the superior officer with an innocent expression.

"Oh for the love of God Stark, what are you up to?" Phillips eyed him suspiciously.

"Oh I have no idea what you mean." Howard stared down at his fingernails.

"I think you do and maybe you should get a shirt on next time." Phillips pulled on Howard's tie, teasing him.

Howard's face went red with embarrassment and then the Colonel slammed the door in his face.

"What the hell?" Howard turned to Steve and let him back out.

Ok, I wanted to make this chapter long, but if I stick to shorter chapters than they will be more frequent. I want to give this story as much love as my First Class one so yeah. The next chapter is Bucky's and his view on Howard and Steve's new and spontaneous relationship. I didn't plan on them getting this involved, but drunk Howard and Steve had other plans… So I hope you guys enjoyed this story, there will be much more ahead! ^,^ Reviews are appreciated.