A/N: My challenge fic pairing of Astrid/Peter. It was easier than I thought it would be in all honesty. Don't worry, still a P/O shipper to the end!

Astrid had watched Peter Bishop for the last two years as if he was the newest breakthrough in Science Weekly and he'd win her a Nobel Prize if she was just patient, but after that much time of watching and waiting she her patience was growing thin. After two years he still only had eyes for Olivia Dunham even though she hadn't shown one ounce of reciprocation after the fauxlivia debacle. Her heart ached to see him in so much pain and finally she decided that only she was strong enough to fix him. First she would need the perfect time and then she would be there for him like Olivia refused to be. It wasn't until two week later that the opportune moment arose.

Walter had called her sounding slightly panicked. He had been trying to get a hold of Peter since Walter was up in New York tending to Massive Dynamic, but had left him behind in Boston. Apparently her favorite scientist hadn't answered his phone in over four hours and Walter had even tried the house. With a promise to find Peter and make sure he was alright, Astrid grabbed her car keys and headed out the door. She checked all of his favorite haunts and on the fifth try she'd finally found him.

The Barrel was a slightly rundown bar that served the middle to lower class occupants of Boston and she knew Peter like it because he and Olivia used to go there on occasion. He sat hunched over at the bar with a rather long row of empty shot glasses beside and in front of him. Astrid sighed and slowly approached him, taking the empty seat to his left.

"What do you want?" He asked darkly, not even glancing at her as he threw back another shot.

"Walter is worried about you," Astrid said simply.

"So you're here to appease him then," Peter said, glaring at the bar top.

"No, I'm here to appease me," Astrid said. "And I'm going to start by getting you home."

"I don't want to go home," Peter growled.

"Fine, but I'm staying here so I can give you a ride home when you're ready," Astrid sighed.

"Whatever," Peter mumbled, tossing back another drink.

Astrid waited two more hours until Peter finally caved. Together they made their way out of the bar, with Astrid supporting Peter until she could get him in the passenger side of the car. The drive back to his place was quiet, but mostly because about two minutes in, Peter had passed out with the side of his face pressed against the passenger window. Astrid pulled into his driveway and gently shook his shoulder.

"Peter… Peter!" She snapped quietly until he groaned in his sleep.

"Livia?" He asked blearily.

"No, it's Astrid," she said, her heart filling with disappointment.

"Livia, I'm so sorry – I wanted her to be you, I thought she was you!" Peter ranted, his eyes still closed.

"Peter it's okay," Astrid murmured, voice breaking just a little.

"No it isn't – I love you, Livia, it was always you," Peter moaned.

"Oh Peter…" Astrid sighed, brushing her hand along his face, the rough stubble tickling her palm.

His eyes batted open and Astrid gasped, her hand frozen in place. He seemed to be looking through her to some personal ghost. Astrid startled when she felt his hand cradle her cheek, pulling her face closer to his until his breath, hot and bitter, fanned out across her lips. They both remained frozen in place, waiting for the other to make the first move. His breath tasted of cheap whiskey and underneath the smell of the alcohol she detected a more woodsy smell that belonged to him. Astrid was about to chicken out and back away when he leaned in and captured her lips with his.

Astrid's heart soared as his lips moved against hers; those soft and talented lips that she had fantasized about for so long now. He played her lips better than any piano she'd heard him play. A soft whimper escaped her as his tongue brushed up against her lips and she eagerly returned the gesture. After a few minutes Peter pulled back and then his grew clearer.

"Astrid?" He asked in confusion and then backed up more. "I'm sorry – I…"

"It's okay," Astrid rushed out.

Peter fumbled for the door handle on the car and stumbled out, barely keeping his balance. Groaning, Astrid quickly exited her side of the vehicle and rushed to help Peter keep his balance.

"Come on, let me help you inside at least," Astrid said as she tucked an arm around his back and helped him stay up.

It was testament to how drunk he was that he didn't complain when she helped him all the way up to his bed. He collapsed onto his bed, accidently tugging Astrid into bed with him. Landing on top of him, Astrid struggled to get back up but it only served to press her body into his and she gasped when his erection pressed into her lower stomach.

"Astrid…" Peter moaned, his head falling back into his pillow.

Lust coursed through her veins and the power she now had over him made her tipsy. This was what she wanted, right? This man, beneath her as she rode out her pleasure and brought him such ecstasy that he would never want another. His hands stayed at her waist as he gazed up at her, silently giving her the choice to either stay and finish this or to go and never look back. Pushing aside any guilt she might feel about continuing with the man her boss wanted but refused to have, Astrid leaned down and ground her hips down onto his arousal making him groan and grip her hips harder.

Lust clouded his vision as he leaned up to kiss her with all the pent up passion he had. Astrid gasped into his mouth when she felt him tug up on the hem of her shirt and she quickly caught on, helping him divest her of clothing. When she sat astride him, naked in all her glory he stared up at her in awe making her heart leap in her chest. She wondered if he saw Olivia or the girl he'd spent so many hours in the lab with. Deciding that for tonight, it didn't matter, Astrid helped him strip his clothes off, touching every newly exposed inch of him until he was naked beneath her. Her breath caught in her throat as she raked her gaze over every inch of him; wanting to burn this image in her mind's eye forever in case it was the last time she saw him like this. His thumbs flicking over her nipples brought her back down to earth as she writhed her hips and moaned her approval.

"God, Peter…" she moaned.

Peter flipped them over and pinned her beneath him. Astrid's first instinct was to struggle until his mouth latched onto a pointed nipple and all thoughts were gone as her fingers wound into his hair to keep him close. He nibbled and licked, making shockwaves of pleasure course through her body and she was sure she'd orgasm any moment at this rate. Reach her hand down between their bodies she wrapped her hand around his cock and pumped her hand down before drawing back up and repeating.

"Fuck…" Peter groaned into her breast.

After a few more strokes of her hand he pulled back with a growl. Pouting, Astrid tried to reach for him again, but he remained out of her reach.

"I don't think so…" Peter growled, his hand traveling the length from her knee up until he dipped a finger into her wet heat making her tremble and moan. "Hmmmm, you like that?"

"Yessssssss…" Astrid purred, her hips jerking up into his hand. "God yes!"

With a throaty chuckle, Peter dipped another finger into her and watched as her back bowed off the bed and a throaty scream escaped her lips.

"Do you want me to fuck you? Is that why you're here?" Peter asked, curling his fingers inside of her to rub the spot he knew would drive her over the edge.

"Peter please!" Astrid whimpered, her toes curling in pleasure.

"I want to hear you say it," Peter pulled her back from the edge of orgasm and brought her close again.

"Yes! Yes, please just – " Astrid whimpered as he brought her close again but drew back. "Fuck me!"

Peter wasted no time before sheathing himself inside her in one shallow thrust, feeling her come undone around him. He groaned as her insides clenched tight around him, making it almost impossible to move she was so tight. Peter pulled himself back slowly before driving himself back into her making her head tip back in pleasure and exposing the long column of her throat. Unable to resist the temptation he lowered his lips to her throat, tasting and kissing her pulse point as it jumped beneath his mouth.

"Faster!" Astrid whimpered.

Peter felt himself come close just hearing her breathless demand and he quickly obliged; driving in and out of her until her moans filled the room. Astrid wound her fingers into his hair and tugged his mouth to hers.

"Come for me," she moaned into his mouth, feeling herself just on the edge of orgasm herself.

"Astrid!" He called her name as he thrust one last time into her, coming hard and taking her with him. Peter slumped to the side and pulled her into his side so she couldn't leave. They both remained slack and still trying to catch their breath. "What the hell was that?" Peter asked, not sounding angry or happy.

"I dunno, but does it really need a label?" Astrid asked, still panting a little.

"You're right, of course," Peter chuckled a little. "So what do we do now?"

"Sleep?" Astrid asked with a long yawn.

"Sounds good to me," Peter murmured, already on the cusp of sleeping himself.

"G'night, Peter," Astrid murmured.

"Sweet dreams, Astrid."