Feliciano woke up with a shiver, feeling slight loneliness in his chest. Keeping his eyes shut tight he reached out into empty air. He kept reaching further, examining every part of the top sheet in detail. Feeling much too cold and clean, the cotton fabric bore nothing for the Italians fingers. Panic set in as he waved his hands franticly over the other side of the bed. Finally he sat up and opened his eyes wide searching the room. Everything was dark, even the white cloth he slept under. He knew it must be a long while till morning, which only made him more frantic. Some tears built up, blurring his vision as he felt the cold pillow next to his own.

Where is Ludwig! He's always here when I wake up in the night! The brunette actually had not woken in the middle of the night for some time, so he was unaware that his German friend left him frequently. He was breathing heavily now, buckets of salt water dripping down his face. Picturing the worst case scenarios the small man shook violently.

Okay, Feliciano. Calm down… Let's just go and look downstairs… maybe he was just hungry… Maybe he…! Maybe, he went to get food and someone attacked him and now that guys coming up here for me! Or maybe Ludwig beat him up and then a police officer saw and took him away! Or… or… or maybe he tripped and hit his head and if I don't go down he'll die of blood loss!

Feliciano was standing now, by the door, pacing back and forth deciding if he would help Ludwig with his concussion or run from the mass murderer in the German's house. Picturing Ludwig's blonde hair stained red was all he needed to open the door and step into the dimly lit hall.

Feliciano knew the German house better than his own, which made Ludwig a tad uncomfortable, so finding the stair case with just a faint light from a distant room took no time at all. When he reached the last step he heard the sound of a cupboard closing quietly in the kitchen, which was the source of light from the other end of the house. Quietly, Feliciano tip-toed towards the noise (still convinced there may be a murderer in the room).

XXX

Ludwig woke up that night, once again partially covered by Feliciano and partially covering the other man with his own body. The contact was not bad, and that's what scared him. Slowly peeling the Italian off his chest sure not to wake him, he realized just how skilled he had become. When was the last time I slept through the night. He thought looking down at Feliciano's face , staring at the outline of his hair in the dark light of one a.m.. His hand moved on its own, gently trailing each finger across the brunette's soft cheeks.

Blushing, he called his hand back. He knew no one had seen, but still he was embarrassed by it. This was why he could not sleep with Feliciano anymore-he had realized how he felt about the coward. Every night he would sleep until his subconscious woke him up, crawl out from under Feliciano, go down stairs, clean to clear his mind, and finally fall asleep on the sofa. He was lucky his best friend never woke up before ten, or he would have been caught by now.

Having cleaned almost every night for the past few weeks Ludwig was running out of things to do to tire himself. Maybe I could reorganize the cupboards. The idea was good enough. Walking into the kitchen he switched on the lights, squinting at the sudden brightness.

XXX

Feliciano stood in the doorway watching Ludwig undetected for a few minutes. As the blonde un-stacked and restacked every plate perfectly, Feliciano felt a smile creeping onto his lips, and a laugh building in his belly. He tried, but failed, to keep the laughter inside him making his German friend jump at the sound.

"Oh Ludwig, you're so funny! You can't even sleep knowing there's a mess somewhere!" His shoulders stiffened and he did not turn around, but Feliciano knew the tall man was blushing.

"W-why are you up?" Ludwig wanted to kick himself for making too much noise.

"I got lonely… I don't like sleeping alone," the Italian's voice trailed off as he remembered how scared he was when he woke up.

"I… I'm sorry," whispered Ludwig, trying to figure out how he was going to get enough sleep now that he would have to repeat the process once getting Feliciano to sleep again. Maybe he could make an excuse to sleep on the coach, alone.

"Well it's really late and I think the plates can stay where they are for tonight. Come back to bed." The last line made Ludwig twitch, the way Feliciano whispered it. "I… think… Well my back… it's been hurting, I was thinking about sleeping on the coach to see if it would help a little." Gilbert was right, he could not lie very well. "Ve~ really? Do you want me to rub it! I'm pretty good, Romano always makes me do it for him. It might help?" As much as the offer tempted him, he knew he could not indulge himself, especially with his lack of sleep.

"No no, that's not necessary. I'll just sleep on the sofa." He finally turned to Feliciano with that, trying to assert his words better.

"You sure? Ve~ I'm really good?" The German nodded pulling his eyebrows together. "Okay, well I'll get some blankets so we can sleep in the living room." Feliciano started to turn, but was stopped by unintentionally harsh words.

"No, I want to sleep alone." biting his tongue, Ludwig tried to think of a way out of the conversation.

"W-what? Why? Won't you get lonely without me?"

"I'll be perfectly fine!" Oops. Before he could stop himself the words came out harshly, hitting the shorter man like arrows.

"Ve…e~" the tears were building up quickly. "You- you don't like to sleep with me… Do you?" Before Ludwig could argue, the sobs started. "You don't do you? I love sleeping with Ludwig so much that, I forgot to think if you even wanted me to! You don't really like hugs.. So you probably hate it! I'm so horrible, only thinking of myself! All I do is bother you! I'M SORRY I'LL LEAVE NOW SO YOU CAN SLEEP!" The screaming did not help Ludwig understand him any better over the sharp breathing, but he still knew he said something about leaving. "I won't come back as often either, if you really hate it that much…" he was not sobbing as strongly as before, now growing quieter, sniffling pathetically.

Ludwig knew exactly how to comfort the sobbing Italian, and although he was reluctant to do so, he wanted Feliciano's tears to stop so much that, he did it anyways.

A strong arm wrapped around his waist as Ludwig's hand forced the brunette's forehead down onto his shoulder. Feliciano froze in the large man's strong embrace.

"You're not a bother. I don't hate sleeping with you. I'm sorry for yelling, I'm just tired, okay? Please stay, and come as you want." He pressed his cheek against Feliciano's temple tightening both arms around the man's back. Part of him felt dumb for giving the Italian permission to sleep there every night, but Feliciano had stopped crying so Ludwig felt accomplished.

"L-Ludwig?" the shorter man raised his arms and slowly returned the German's hug. They held each other as the brunette gained control of his tears, slowing them. Breathing more evenly, Feliciano buried his face against the dark black tank-top Ludwig wore. His hands clasped tightly around the taller man's neck. "Will you let me sleep with you today?" he whispered against Ludwig's chest.

"…yes…" the blushing man managed breathlessly. " I will." He did not let go, only pulled tighter.

"Good." It feels so nice in his arms. I could sleep like this. Feliciano wanted to stay wrapped up in Ludwig's arms for the rest of the night, hearing the man's heart beat against his ear, having the German's strong hands pull him close. He wanted Ludwig to hold him closer, tighter. He had completely calmed down, matching his breath with Ludwig's heart beat.

The German pulled away, looking down and blushing. If he had not looked so cute with the red on his cheeks, Feliciano would have pouted. "I'll just put the plates away. I'll come up in a bit, so go to sleep."

"No. I'll help you." Feliciano spoke softly, not wanting to leave the blonde's side. He looked directly into the other man's eyes, with a soft expression. I want another hug. The blonde did not complain and simply gestured for his friend to pass him one of the stacks at the end of the counter. Feliciano purposely brushed his fingers across Ludwig's as he passed him each stack. Each time the blonde's cheeks darkened.

They were both quiet as Ludwig finished putting away the last stack. He turned around and ran straight into Feliciano, who had been standing very close to his back. The Italian apologized but did not move, staring into Ludwig's eyes. Who did not look away, instead staring back caught by the expression Feliciano had on his face.

The air grew still. Neither man moved, each too fascinated by the other. Feliciano looked, at least to Ludwig, timid. Ludwig was unusually pale, for someone with a permanent blush.

Moving ever so slowly, Feliciano's right hand hovered up the German's muscular chest. He slowly placed his hand down, flattening his figures over the frozen man's heart, feeling its pounding beat under his palm. Their eyes did not move from each other's gaze. Breathing steadily, Ludwig lifted his right arm. He was lost in the Italian's hazel eyes, no longer thinking what he should do, simply letting his hand move as it pleased. His fingers lightly grazed along Feliciano's jaw, slowly moving along his smooth skin. Stopping at his chin, Ludwig held it between his thumb and index finger. Feliciano's left hand lightly grasped the taller man's wrist, making sure Ludwig would not hastily release his grasp.

Ludwig's face lowered, closing the distance between his and Feliciano's. Placing his left hand on Feliciano's waist he tilted the Italian's head up towards his. Their noses were almost touching and still the German's pinking face lowered more. He did not want to look away from those deep hazel eyes, but his lids grew heavier and heavier as he inched closer to his target. Feliciano's seemed to be doing the same, as his lips slightly parted expectantly waiting for the German's to reach them.

Then it happened, just as they both allowed their eyes to close. Their lips touched. It was soft and sweet, just like a first real kiss should be. It sent a shiver up Feliciano's spine. Neither would let it stop at a simple peck though, both men's blood had already begun to boil. The German released Feliciano's chin to cup his cheek instead, wrapping his arm further around the brunette's small figure. Having wanted a tighter hold, Feliciano moaned quietly into the kiss as he quickly wrapped both arms around the other man's neck.

Their lips began to move, slowly falling into quick rhythmic motions. The Italian wanted more, his body felt hot and needy. Parting his lips he moved his eager tongue towards the front of his mouth. Before the Italian could even taste Ludwig's lips the blonde pulled in the other's tongue, grazing over it with his own. The shocking occurrence only made Feliciano tighten his grip pressing closer until their chests touched. Ludwig's mouth was warm and tasted somewhat like a battery on the tip of the Italian's skillful tongue. They explored each crevice of each other's mouths, enthralled by the electricity of the kiss, until both men ran out of air.

They sucked in air sharply as they separated, feeling as though the air was new, different. Their foreheads rested against each other as they both slowly regained composure. Ludwig let his hand slip from Feliciano's cheek and fall to his waist holding the embrace firmer. He opened his eyes slowly, focusing on his bare feet that encircled the Italian's. Red poured over his face as he registered what had just happened.

As Feliciano opened his eyes he was disappointed to see Ludwig's face turned down. Panicking slightly he thought: Was it bad we kissed? Should I not have started it? But, how could he not be happy, it felt so good. Unless! It wasn't good for him. The Italian really was not the type to be self conscious, but this really scared him.

"L-Ludwig. Do…do you regret-" Ludwig suddenly looked up straight into his glossy eyes.

"No." He did not say it angrily, but he did sound firm and sure. At least until he asked, "do you…"

Feliciano turned a slight shade a pink trying not to look away from the blonde's serious eyes. Ludwig swallowed hard at the adorable face.

"N-not at all… I'm happy." A smile spread on his lips. Not his usual toothy grin, but a soft, genuine and loving smile. Ludwig could not help but return it.

Feliciano noticed how deep and glossy the German's blue eyes had become. There was such a tenderness behind them that made the young Italian want to cry, happily.

"Are you?" The Italian whispered, pulling his head back to see all of the blonde's soft face.

"Hmn?" The German was too busy scanning his Italian's lips, checks, nose, and eyes.

"Are you, happy too?" Feliciano realized just how much he wanted him to say yes and just how content he was with Ludwig's hands griping his lower back.

"Of course, I'm very happy." Ludwig knew if he had not pressed another kiss on the man's lips, Feliciano would have giggled with glee. Smiling as he deepened the kiss, Ludwig looked forward to, for the first time, cuddling Feliciano 'til morning.