A/N: This story will seem awfully similar to "Innocence Lost." I have this nasty habit of veering off in a totally different direction than the original idea I start with when I'm writing, so it's common for me to have two versions of the same basic idea, the one I intended to write, and the story it morphed into. This was what I was going for when I started Innocence Lost, but as you'll see this one is far more adult and has a much lighter tone.

"Tugger, can ask I you something? It's a bit of an awkward question, but I couldn't think of anyone else I could ask."

"Sure Misto, what's up?" He asked as he stretched out his arms. He'd been napping on a tire, enjoying some time away from his fan club, when his friend had appeared.

"Do you think we could maybe talk in your den? I'd rather have this conversation in private."

Tugger's brow furrowed as he tried to figure out what could have the tux so worried about privacy. "Sure. Can't fathom what could have you so paranoid about eavesdroppers though. Unless of course it's something scandalous. Is it? Tell me it is!"

"Tug? You mind?"

"Alright, alright. Let's go." It was only a short walk to his den, though it felt much longer because of the awkward silence between the two of them. In the course of their entire relationship they'd never actually experience such a silence before. Tugger entered first before turning to speak to Mistoffelees. "Well I think it's safe to say we're alone now. Care to tell me what's on your mind?"

"Umm, well, this is embarrassing, but, um, well, I've never exactly been with a someone before."

"You say that as if I should be surprised."

"Now, Tug?"

"Sorry, sorry. Continue."

"I was kinda hoping you might-"

"Say no more. Which of the queens does your heart desire? I shall make it a personal mission to set you up with her." It hurt for him to speak the words, since he had had a crush on his friend for quite a while, but he had to keep up appearances.

"Tug, I'm not worried about that."

"Oh you've already found one and now you need some advice from the stud of the junkyard!"

"No, that's not it either."

"Well then what is it I can help you with?"

"I want my first to be special. I don't want to just throw it away on someone, you know?"

"Sure. I felt the same way."

"Really?"

"Yep. Still doesn't explain how I can help though?"

"I was hoping that you'd be my first."

Tugger wasn't sure he'd heard properly at first. It sounded like the ever aloof Mistoffelees, his closest friend and the object of his affections was asking him to be his first. "You want me to be your first?"

"You're right it's a silly idea, forget about it." Mistoffellees quickly made his way toward the entrance to the den.

"Misto wait! That's not what I meant at all. I'd love to be your first. I just- I wanted to be sure that's what you want. Your first is going to be the one you always remember - the one you compare the rest too, whether it be with the same partner for the rest of your life or multiple partners."

"I know. I care about you Tug, and I know you care about me. I've thought about it a lot and I'm sure. If you'll have me, I'd like you to be my first."

"Guess you missed the whole part where I said I'd love to be your first, huh?"

Mistoffelees smiled and walked back over to Tugger and put his arms around his neck. "So where do we start then?"

"You meant right now?"

"Well, yes. Is something wrong?"

"No. Nothing. I just sorta imagined you'd want to be a bit more romantic about the whole thing."

"Oh. I hadn't even thought that far. I didn't think you'd actually agree."

Tugger's heart sank. "I see." Maybe it was too much to ask that Mistoffelees feel the same way he did. After all, he had said only that he cared for him, not that he loved him.

"I didn't mean it like that Tug. I just thought that you wouldn't want to. We've always been good friends but you're also the stud of the junkyard like you said, and I'm still a virgin."

"Listen, Misto, there's something you need to know. I'm not the stud of the junkyard. I'm still a virgin too. When I said I wanted to save my first for someone special I meant it."

"So you're saying-?"

"Yeah Misto. I'm saying I want you to be my first too. I love you Mistoffelees. I understand that you might not be comfortable with it now that you know, but I don't see the point in hiding it any longer." He turned away from Mistoffelees, waiting for his response.

"Tug I love you too. Of course I still want you to be my first. I didn't want to tell you how I felt for the same reason. I thought-"

"Woah hold on a minute. You just said you loved me."

"I did. I do."

"And I love you."

"That is what you said."

"I may not be as much of an expert as everyone thinks I am, but isn't this the part where we're supposed to start kissing and all the rest?"

"Probably."

"So why aren't we?"

"That may have something to do with the fact that your back is turned to me."

"Oh, right," he said as he turned around.

"Idiot." Mistoffelees reached up again, this time planting a loving kiss on Tugger's lips. He paused a moment after they separated. "I was going to ask you what comes next, but apparently you're as new to this as I am."

"Well then I guess I guess we'll just have to figure it out as we go along." He threw Mistoffelees down on the blankets and straddled him before he began gently kissing and nipping at the tux's body. As he went he could feel his loins burning and began rubbing against Mistoffelees, producing a moan from the tux. He started slowly at first, but the more he felt the tux against him the more he needed him and the faster and harder they went. When he made it to Mistoffelees' neck he began nipping harder, much to the tux's (very audible) delight. He planted a passionate kiss on him before easing himself down.

"Tug? What are you doing?"

"Improvising." He ran his tongue down the inside of Mistoffelees' thigh, breathing in both his scent and the scent of his arousal as he made his way up his thigh and over to his member. Just as he was taking the full length into his mouth Mistoffelees cried out.

"Tug! TUG!" Tugger let his mouth go slack and looked up. "Watch your teeth."

Mindful of his lover's warning he continued and began teasing the tip with his tongue. Soon it began throbbing and just as Tugger released it from his mouth Mistoffelees released, spraying his seed across Tugger's face. He'd never admit it, but rather enjoyed the feeling and it only served to fuel his desire. He threw Mistoffelees' legs over his shoulders and began pressing at his entrance. He heard him whimpering his approval and began pushing in. He couldn't tell if Mistoffelees' cries were from pain or pleasure, though he suspected they were from both as he inserted his full length and began sliding it in and out. He soon found a certain spot that without fail drew a response from the tux and began hitting it harder and harder. Within moments Mistoffelees was fully aroused again and Tugger freed one of his hands so he could stroke the neglected member. It didn't take much of that treatment to push the tux over the edge again, and he again released, this time showering them both and sending Tugger over the edge as well as he spilled inside him.

When they'd finished grooming themselves they lay beside each other in silence for several minutes, neither sure of what to say. Eventually Tugger broke the silence.

"So I guess we should probably talk about where this leaves us then."

"What is there to talk about? I love you, you love me, and we just mated. Pretty sure that makes us mates."

"Well you certainly just took all the fun out of that conversation."

"And give you a chance to toy with my emotions? Fat chance," Mistoffelees replied with a smirk.

"I still can't believe that we were both secretly in love with each other. We may never have found out if you hadn't asked me to be your first."

"Then it's a good thing I did," he said as curled into Tugger's side.

"You know, if somebody told me our story, I sure as hell wouldn't believe them."

"What do you mean?"

"Come on, it's so cliche! We were both harboring secret crushes on our best friend, hoping they felt the same but too afraid of losing them to find out."

"You're right it is a little hard to believe."

"And have you ever noticed how they all have the same cheesy ending? The couple either falls asleep after passionate lovemaking, they walk off hand in hand, or one of them makes a wisecrack or profound statement."

"At this point I'm going to opt for the first one for our story. I'm pretty well exhausted after all that."

"Me too." The two fell asleep in each others arms, both happy to finally be with the one they loved.