It was dark when Don woke up. He wasn't sure if it was late night or early morning, he also wasn't sure if he was still drunk or simply hung over. Regardless, he was awake enough now to realize that his couch was nowhere near as comfortable as his own bed would be. Forcing himself to his feet, Don sat still for a moment, resting his head in his hands. The overhead lights were off, so despite the time of day or night everyone was bound to be gone. Which didn't explain why he heard a feminine laugh echoing through the halls… no, across the hall… Ted's office.

Don shook his head, of course Ted was having a fling. Probably with that over-protective secretary of his. Don wasn't sure why but he felt better knowing that Ted wasn't perfect, for all his good work ethic and smart business posturing, his Gilligan's Island formula and piloting. The man had a flaw. Just like every other man in Sterling, Cooper, & Partners. He wondered briefly if Peggy was aware. That would certainly end her crush rather quickly, to find out her new mentor was as unfaithful as every other man.

He didn't know what compelled him to unlock his office door and cross the short hallway. He had taken his shoes off to sleep so didn't have to worry about making a noise crossing the floor. The door was luckily open a crack, just enough for him to peek inside.

It wasn't Moira.

Sprawled across Ted's desk in a state of disarray, lay Peggy.

Her skirt was discarded on the floor, her blouse unbuttoned and beneath her on the desk, the top of her slip pulled down while the bottom was hiked up around her waist.

It took Don a moment to realize that he couldn't quite see where Ted was. He could see a hand covering one of Peggy's bare breasts, but that was… he was kneeling between her legs. The top of his head just visible as her thighs rested on his shoulders.

"Ted, you really don't have to do… oh…" Apparently he was doing something right based on the moans and pleas falling from Peggy's lips. Don watched as her back arched and her left hand reached above her head to hold onto the edge of the desk while the fingers of her right hand moved down her thigh, stopping when they found Ted's hair.

She was trying so hard to stay quiet, to keep her voice down. Which led to a whimpering echoing throughout the room.

"Peggy, no one is here. I check the doors. They're all locked. Be as loud as you'd like." Came Ted's voice. With permission granted she let out a loud cry of delight as his hands moved to hold her squirming hips in place.

He shouldn't be watching this. He really shouldn't.

"TED!" Peggy all but screamed, her head hitting the desk hard as her body began to shake with release.

He quickly emerged from between her legs, subtly brushing his mouth with the back of his hand before leaning down to kiss her. She surprised both men by shooting forward, meeting him in a hard kiss, her tongue searching out his while she pulled his body close.

"I told you you'd enjoy it." He grinned when she let him go.

"No one has ever done that before." She confessed, holding onto his sides, her fingers clenching at his shirt.

"Well that's ridiculous. Should make up for lost time…" He moved to kneel again, but she stopped him.

"Later, I just want you right now." Her tone was low as she looked up at him with those big eyes. Ted pulled her into another kiss; it was as if they were trying to devour each other. Peggy's hands moved between them and made quick work of undoing his belt and pushing his pants and boxers to the floor. His tie was already gone and his shirt thrown across the credenza behind his desk chair, leaving him in a white undershirt.

Their movements seemed to slow down then and Don wondered briefly if it was his perception being dulled by alcohol or if they were simply taking their time. Ted moved his hands to hold Peggy's hips, keeping her still as he gently eased into her. She shuttered at his entry, her arms wrapping around his shoulder and holding onto him tightly.

"Mmm… Peggy, you feel so good…" Ted managed, burying his face in the crook of her neck while he slowly moved in and out of her.

"I'm so glad you changed your mind." She moaned, her body reacting to each thrust.

"Lucky for me you're persuasive." He laughed, moving so that they were both lying across his desk.

Don shook his head, Peggy's powers of persuasion clearly improved over the year she spent away. Peggy was cute but Don never considered her the type that a man leaves his wife for.

"I love you." Ted's voice broke through the chorus of moans and cries of pleasure that they had fallen into. "I love you, Peggy."

"I love you, Ted." She keened, her legs wrapping around him tighter, trying to move against him a bit harder.

"Say it again." He coaxed, slipping a hand between them to make sure they both ended up satisfied.

"I love you. I love you, Ted." Her words slowly began to meld together. For the second time that Don saw she was lost to orgasm, apparently reacting enough to bring Ted along with her. He watched as the man fell still against her, rigidly holding himself up for as long as possible before falling back into his chair, pulling Peggy along with him.

"I love you, Peggy." He whispered, stroking her hair and pressing a kiss to her temple as she moved to rest her head against his shoulder.

Don stepped back from the doorway, suddenly feeling uncomfortable for witnessing such a tender moment.

Men didn't leave their wives for a woman like Peggy… unless that man was Ted Chaough apparently. Shaking his head again Don returned to his office, leaving the exhausted couple to their privacy. Now he simply had to decide if he was going to use this new information to his benefit…

"I love you, Peggy." Ted's desperate, sincere tone rang through Don's head as he packed up his things and slipped back into his shoes.

Maybe he would simply write the memory as the result of a drunken stupor.