Here's another fic for my beta, saturdayslump, who needed a shot of smut. So here you are, L, smut galore! Hope you enjoy it.

And thank you to my beautiful friend, x-MJ-x for being my stand-in beta for this fic. You are gorgeous and I love you so!

And thanks also to my smut consultant raffinit, you are awesome, babe!

This was supposed to be a PWP, and it basically is, but I AM planning to use this to kick off a new multi-fic, so stay tuned for that.

Disclaimer: I own none of the characters, and no infringement is intended.

Emily did a final rinse of her hair, then turned the shower off and squeezed her hair out. She was already extending her hand out for her towel when she saw the empty hook on the back of the door. "No!" she gasped. Crap. She opened the stall door and looked into the women's change room. There was no one there. Not that she expected there to be. It was almost midnight. When she left for her gym session an hour ago, the office had been deserted. Even Hotch, the habitual late-stayer had left at eight.

She walked quickly towards the shelf which held the fresh towels, water from her wet hair dripping cold on her back. "You're shitting me," she muttered incredulously. The shelf was empty. In the whole time she used the change room, she had never seen the shelf empty. Damn it, why didn't she pick up the towel on the way to the shower stall like she normally did? If she had noticed the lack of towels she would have gone home in her gym gear. Of course she had to have had a hard session tonight. Her gym gear was so drenched in sweat that they would be useless in absorbing any water. That left her with her suit. She could dry herself off with her shirt then put her suit back on over the wet shirt. But before she went down that route, she thought she'd try the lockers in the change room just in case any of them happen to be unlocked.

No such luck. Emily sighed, about to go with her original plan when an idea struck. Dare she? Come on, Prentiss, don't be a pussy. She picked up her shirt, keeping it handy, then opened the swinging door and did a head check. The corridor was silent as a tomb. She took a quick breath, then sprinted the ten yards to the mens' changing room, leaving wet foot prints on the tiled floor. She pushed open the door to the men's change room and peeped around it. There was no one there, although she could hear the sound of a shower running. She bit her lip, wondering if she should risk it. For God's sake, Prentiss. Any longer and there'd be no point. She'd have air dried. She caught sight of the pile of towels. It was diagonally across from the door, about six yards from where she was. She slipped through the door warily, holding up her shirt as a shield, then ran over on her tiptoes, keeping her ears pricked for the sound of the shower being turned off.

She grabbed one of the towels, quickly wrapping it around herself and was about to pick another one up for her hair when the sound of a groan emitted from the shower stall.

Emily froze. What was that? She hesitated and was debating whether she should get closer, when she heard a grunt, loud enough that she could hear it over the running water. Did someone need help? She ventured closer until she was standing right in front of stall, immediately noticing that the door was cracked open a sliver. The next sound that met her ears made her gasp.

"Emily. Fuck." It was Hotch.

Thirty minutes earlier...

Hotch swore under his breath and threw his pen down on the table. The report he was trying to complete about their current case was driving him crazy. For some reason his brain was refusing to cooperate and the words were not coming to him. He was regretting coming back in to work after going home to spend some time with Jack. The report was not urgent, but with the team being away the last few days, the emails and requests had piled up and he knew from past experience that letting things slide even for a day always became a cause for regret.

He leaned back in his chair and rubbed his temples wearily. He was exhausted, and so tightly wound up that his shoulders ached from tension. It had been a rough few months. The BAU had had to lend some agents to Counter-terrorism due to some credible chatter about a possible attack on US soil. As a result their team had to pick up extra consults and the associated paperwork, not to mention having to provide extra training to other agents in relation to profiling terrorists. It wasn't unusual for the team to work 12-hour days. Hotch himself was putting in 14 to 16 hours a day. It was only when he realised that he hadn't seen Jack for ten straight days that he had made it a point to go home to spend some time with his son before coming back in to work.

On top of all this, he had recently ended his relationship with Beth. He had been intrigued at first by her persistence, flattered that she had gone to the lengths she had to ask him out. But after she had started to complain, laughingly at first, about the fact that his job prevented them from seeing each other as often as she liked, he had started to feel more and more uncomfortable with her possessiveness. Her constant good cheer and her wont to talk whenever he saw her had also started to get on his nerves. After a long day spending most of his time on the phone or providing training, all he wanted to do some nights was to just sit in companionable silence. Beth didn't seem to understand that, nor did she understand that his job had to come before their relationship, and any plans they made.

The final straw came when he told her that he had to fly out of state for an urgent consult on a child kidnapping while having dinner at her place. She tried to get him to stay first by pouting, then complaining, albeit teasingly at his lack of attention towards her. When that didn't work, she then tried to seduce him, laughing softly when she had managed to provoke a response from his body. Not that that was difficult. Even after dating her for almost three months, they had yet to be fully intimate. Something always seemed to hold him back, which frustrated him no end. It had been a long time since he had last been with a woman. His reaction to Beth had been to wrench her hand off him and snarl at her, a response which he now regretted. It wasn't her fault. He should have seen that she wasn't the right person for him. But loneliness and the almost desperate need for human contact on a personal level had blinded him. He had now hurt someone who didn't deserve it.

Hotch stared at the page in front of him, mocking him with its blinding white blankness. Maybe he should go home. It seemed pointless to stay when he wasn't going to get anything done. Coffee was out. He had already had at least five cups today and his body was pretty much immune to the caffeine at the moment. He needed to refresh himself somehow, but what? There was no time for a gym session. Maybe taking a shower would help. He made up his mind and headed for the mens' change room in the basement.

Five minutes later, hot water was stinging the skin on his back with its fine needles and he closed his eyes, pushing thoughts of work out of his head. No work related thoughts for the length of the shower, that was all he wanted. Unfortunately, his constantly active mind then decided to latch onto something that he had deliberately not thought about for the past three days. Six days ago, he and Emily had gone down for a consult in Los Angeles in relation to a serial rapist. The rest of the team had stayed behind on Strauss' orders to cover for the shortfall of agents. Except for four to five hours of sleep, they had been in each other's company the entire three days they were there.

Hotch hadn't really been surprised when he woke up in the early hours of the morning the day after they got back, his sweatpants tented by an erection that had nothing to do with a morning glory. The explicit dream he had experienced was clear as crystal in his mind, and had featured a completely naked and more than willing Emily Prentiss. Convinced that it was a completely normal dream, he was able to successfully put it out of his head. Except that it had happened again and again. He had now had the same dream of Emily three nights in a row, and as a result, his sexual frustration level was reaching breaking point. He had even felt his body responding when he had accidentally caught sight of Emily stretching her lithe body earlier today. The way she lifted her arms above her head had made her breasts jut out invitingly, making him itch to cup them in his hands. The only saving grace was that he had been on his way into his office, and was able to get behind his desk without anyone noticing his hard on. He just hoped no one had seen him pause to look at her.

The memory of that incident caused an image of his brunette subordinate to appear in his mind's eye. In it she was astride his prone form and seating herself slowly upon him. Unsurprisingly he felt himself spring immediately into a full erection. He pushed that picture away, but another one just took its place; this one of Emily spread-eagled beneath him as he partook in tasting her intimate delights. He felt his cock jerk in response to that vision. Damn it. He needed to stop this sexual objectification.

If Emily ever found out that he was experiencing sexually explicit dreams of her she would be completely mortified. In an effort to quell his arousal, Hotch tried to imagine the look on her face if that ever happened. To no avail. Instead an image of Emily giving him oral attention came to mind and he finally snapped. Bracing his hand on the wall under the shower, he grabbed hold of his recalcitrant member. Maybe if he just got himself off he would forget about her. He had to stop thinking of her that way before it actually started to affect his professional relationship with her.

He stroked himself slowly at first, letting his fingers linger over the head of his shaft, biting back a moan as heat shot through his groin and up his spine. It had been so long since he had allowed himself this luxury. He couldn't remember a time when it wasn't work, Jack, work and sleep, and then he would wake to the same cycle all over again. He barely had a minute to himself, but it wasn't only that. He detested feeling the way he always did afterwards. The always present feeling of shame, a product of his Catholic boys school upbringing, but worse still, the stark emptiness he felt within. The pleasure that was measured in mere seconds was never worth the loneliness and despair he felt for a long time afterwards. This was why he rarely gave in to his needs.

He groaned. His hand was moving faster now and he tried to think of something sexy to get him there. Preferably something that didn't involve Emily. That was wrong on so many levels, one of which was the fact that she was not only a colleague but a friend as well. Hotch cursed as he felt his impending climax start to fade. He was thinking too much again. He took his hand off and cupped his sacs, grunting at the change of sensation. He hoped the break from his hand would help him get back on track. After a few seconds, he fisted his hand over his hard length again and started pumping with single-minded purpose. His mind was proving treacherous as it again conjured up an image of Emily on her knees before him, her dusky pink lips opened wide to receive him.

Desperate to come, he stopped caring about the fact that Emily remained at the centre of his fantasy. Dwelling in his vision of her fellating him, his hand was now flying over his penis. "Emily. Fuck," he muttered as he felt the base of his spine tightening, signalling that he was nearing orgasm. To his horror though, he once again felt it start to slip out of his grasp. "Come on," he growled, stroking himself even faster, trying to force his climax from his uncooperative body.

"For fuck's sake!" he finally yelled as it still remained stubbornly out of reach. It was then that he saw a movement in his peripheral vision. His head jerked up and he froze, hand still grasping his straining erection.

Because he was looking straight into the shocked face of the woman he had just been fantasising about.

Emily stood in the doorway, frozen with shock as she stared open-mouthed at her supervisor. Her naked, wet and extremely erect supervisor. She wasn't sure what it was she was expecting to see when she heard him growling out her name, but this certainly wasn't it.

Hotch suddenly scrambled backward, his back hitting the tiled wall as he frantically tried to cover himself. His sudden movement made her jump.

"Emily! What the hell are you doing in here?" Anger and mortification fought for dominance on his face.

"I..I came to get a towel and I thought I heard something, so I came over."

He glared at her. "And you thought you'd just push the door open?"

She bit her lip. "I'm sorry, Hotch. If I had known you were um … busy I won't have done that, I swear."

In the meantime the shower was still on, the spatter of the water hitting the floor muting the sound of their voices. Unfortunately for Hotch, it did nothing to hide his impressive form from her curious eyes.

Hotch clenched his jaw. "Emily, just throw me the towel and we can talk." His face was still flushed and she wondered how much of it was due to embarrassment. From the sounds he was emitting and the sight of his darkly straining erection a moment ago she knew he had to have been close to the edge. The thought sent a frisson of warmth to the pit of her stomach, and a sudden awareness of the situation they had found themselves in caused her pulse to quicken.

She reached for the towel which he had slung on a hook on the cubicle wall next to her and stepped forward. Hotch used his elbow to switch the shower mixer off. The sudden silence was unnerving and Emily licked her lips nervously at the thick tension that filled the air between them. She saw Hotch's eyes drop to her mouth before coming back up to meet her gaze. Her breath caught in her throat when she saw that his eyes had darkened. Was that lust in his eyes? She unconsciously took one step forward and noticed that his nostrils were flared and that his breathing rate had increased. Definite signs of arousal.

Emily felt a rush of moisture between her thighs and swallowed convulsively. If anyone had told her that she would feel such intense sexual arousal towards her supervisor she would have laughed them out of town. But there was nothing at all humorous about this situation. She wanted him. So badly that it was a physical ache inside. She took another step to him, almost against her will, like a moth drawn to a flame.

Hotch's eyes widened when she dropped his towel to the floor in a deliberate motion. "Emily, what are you doing?" Apprehension and unwilling lust swirled in his dark eyes and she kept her eyes locked with his as she closed her hands over his tense wrists.

Her voice was low and husky when she answered. "I'm presenting myself as a solution to your problem, sir." She slowly started to pull his hands away from his groin. He resisted at first but she had seen the flare of heat in his eyes that he had been unable to control upon hearing her answer. It was the only reason she persisted until he finally succumbed to the pressure she was exerting. She released his wrists and immediately felt something prod her stomach. Breaking eye contact she looked down, stifling a gasp at the sight of his darkly flushed, straining erection. She encircled it with her hand, hearing his sharp inhalation.

He felt like living steel in her grasp, hot and hard, yet so satiny soft that she couldn't resist giving him a few strokes, the moisture providing lubrication. Hearing his breath hitch, she looked back up at Hotch to see him watching her with eyes hooded with arousal. She sank to her knees, keeping her eyes on his as she opened her mouth and took the mushroom head in.

"Fuck," gritted out Hotch, his arms jerking out to brace on the cubicle walls on either side of him. Emily didn't waste time on preliminaries but went straight to work, sucking him hard, her tongue massaging the underside of his cock. It took barely any time before she started to taste his pre-ejaculate. He tasted clean and sharp against her tongue and after a moment she drew back slightly, grazing the length of him lightly with her teeth.

"Emily," Hotch hissed out. Resting her hands on either sides of his hip, she drew him back in, feeling him surge inside. This time, she relaxed her mouth and moved her head back and forth, letting him slide back and forth, fucking her mouth. His unsteady breathing and the way his hips were jerking towards her in small, involuntary movements with each inward thrust told her that he was close.

Which was why she was surprised when he suddenly pulled away from her and grasped her arms, jerking her roughly to her feet. One part of her experienced a nervous flutter at the expression of barely controlled lust in his eyes, while another thrilled at the sight.

"I don't think we'll need this anymore," he muttered harshly, stripping off her towel with one flick of his wrist. She watched his eyes glitter as they roved over her naked form. He cupped her heavy breasts in his hands, rubbing his calloused thumbs over the tips until they became tight buds. Emily's head fell back and she moaned loudly when Hotch took a nipple into his mouth, sucking hard, while he twirled his fingers on her other nipple. Twin sparks shot straight towards the apex between her thighs and she felt warmth flood her.

Even as he ministered to her breasts, his left hand had slid down over her taut, quivering, stomach until he reached the humid warmth further south. Emily keened wildly when he tapped on her already swollen clit, then started to stroke it with light strokes, making her quiver with the growing intensity of sensations racing through her. Hotch straightened up and covered her mouth with his, cupping back of her head with his free hand. She scrambled to hold on to his slick shoulders, kissing him back with ferocious strength, their tongues tangling and teeth grazing. All the while, his left hand never stopped, stroking her sensitive nub faster and faster until with a muffled scream, she came violently, her thighs clamping around his hand as tremors shook her entire body.

Hotch didn't give her any time to recover, but instead turned her around and pushed her up against the wall. He kneed her legs apart and then she could feel the hot, smooth tip of him at her entrance. "Hold on," he gritted out, his usually smooth baritone transposed by arousal into a low, husky tone which rasped over her sensitised nerve endings.

Her vision darkened when he pushed into her. The length of time that she had remained celibate combined with her recent orgasm had made her incredibly tight and she gasped for breath, her hands fisting against the wall as her body desperately struggled to accept his immodest length. Despite the difficulty, he persisted, drawing back out and then pushing back in slowly, but firmly, forging through the swollen tissue in her tight channel. "Shh...relax," he whispered, repeating this motion until he was finally seated fully within her.

Emily shuddered, her inner muscles convulsing around his cock as her body adjusted to his intrusion. Hotch groaned, his breath hot against her neck. "Emily, I can't wait any more. I need to fuck you."

His explicitly worded intention caused her to produce a rush of moisture and she gasped sharply when she felt him twitch inside her. She turned her head around and looked him straight in the eye. "Fuck me, Hotch. I want you to fuck me until I scream again and again."

Right there and then, before her eyes, his famous control broke. He snarled a yes and then grasping her hips hard in his hands, he commenced thrusting into her like a man possessed. Emily cried out as she felt him slam again and again into her, the head of his penis rubbing continuously against her g-spot in this position so that she was already well on her way to her second orgasm. Her hands clawed at the slippery tiled wall as it burst over her, fireworks exploding behind her closed eyelids, her voice calling his name hoarsely.

She would have fallen if he hadn't caught her around the waist, her knees weak from the two intense climaxes she had experienced in a matter of minutes. Hotch turned her around so that she was now facing him, and even in her dazed state, she could see the enormous strain on his features. His brow was low and his eyes filled with such desperate need that she could barely take it in. Without a word, he hooked his arm under her right knee and lifted it up so that she was wide open to take him. Their dark gazes locked together as he breached her pussy with his massively swollen cock.

Emily arched her back, sobbing breaths emitting from her as he started to thrust heavily into her unresisting depths. "H..Hotch, ohhh... don't stop, please don't stop." He drew her leg higher, straightening it until her calf was resting against his shoulder. She cried out sharply as the muscles in the underside of her leg resisted at the stretch that had not been experienced since her teenage years as a budding ballerina. For she was now standing on one leg, the other held straight up, propped against Hotch's shoulder. She wondered wildly how he had known that this position was even possible. But that thought soon escaped, the new position changing the angle that he was entering her, so that a whole different set of feelings were being sparked. She could only watch, helpless as he froze for a split second, his face set in a grimace of pleasure so intense he looked as if he were in pain. Once, twice, thrice, he thrust into her, slowly now, shooting his seed into her. Emily had not thought it was possible for her to come again, but the feel of his warm release within her depths caused another orgasm to wash over her, gentle this time. He slowly lowered her leg and she put her arms around him, holding him to her as they waited for their heartbeats to return to normal.

After a long while, Hotch pulled back and she felt her heart clench when she saw his face. It was back in its set, stoic lines and she knew that whatever this interlude had been, it was over.

"Emily," he started to say, his brow furrowed. "What just happened … it can't happen again." His voice was almost back to normal too, but the husky edge that remained pulled at her heartstrings.

Come on, Emily. Be strong.

She nodded. "I know. It's okay, Hotch." She tried to smile, and partially succeeded. "You had a problem and I had the solution. Case closed," she said lightly.

His frown deepened and she saw his left hand start to move before he stopped it. She couldn't help wondering if he had meant to touch her. Cup her cheek perhaps. Or stroke her hair. She clenched her fists. Stop dreaming, Emily.

"Are you going to be all right?" She could see concern in his eyes and felt the heaviness in her chest lighten just a fraction.

"I'll be fine." She edged around him and walked to the door way, shocked to see that it had been open the whole time and neither one of them had noticed. She stepped out of the cubicle and glanced back at her Unit Chief one last time. "Good night, sir. See you tomorrow." Even in her state of nudity, she managed to keep her voice polite, professional even.

Hotch looked steadily at her, his expression inscrutable. "See you tomorrow, Prentiss."

Just like that, they were back in their normal roles. As if nothing had happened. But something did happen. And unbeknownst to them, that something would soon alter the entire course of their lives.

Dun-dun-dun! *Cue dramatic music* Hope you enjoyed it. Please leave me a review if you can!