Kurt awoke with a start, panting and soaked with sweat. His heart racing as he looked around the room, eyes adjusting to the darkness. His body was on fire and he felt a tightness in his sweat pants.

He rubbed his eyes, confused, before remembering what he was dreaming about. Collapsing back down, he threw his hands over his face.

He slowly pealed off his shirt, trying to cool down, before glancing at the clock.

2:30 A.M. Blaine was definitely asleep, but he needed to hear his voice right now. And Blaine did say he could call him whenever, no matter how late it was.

Pushing his damp hair out of his face he felt his way to his phone, thumbing through his contacts until Blaine's smiling face looked back at him from the screen, coffee cup in hand and cheeks flushed. Kurt smiled for a second at the picture. It was his favorite of Blaine. It was taken at the Lima Bean right before Christmas last year, when they were just friends. Back then he would have never imaged that the boy he was snapping a picture of would be telling him he loved him in those very seats in just five months time.

Shaking his head slightly at the memory, He hit "call" and slowly brought the phone to his ear, lying his head against his pillow and taking in a ragged breath as he waited.

"Hello?" Blaine's answered after the third ring, voice deep and gruff from sleep. Kurt's stomach tightened, Blaine had no idea what his voice did to him.

"H-hi, Blaine." Kurt stuttered between breaths.

"Kurt? What's wrong? Did something happened?" Blaine asked, voice more alert.

" No, no, its nothing, I just…I had a dream and I needed to hear your voice." he squeaked, trying to regain his composure.

"Oh," Blaine's voice calmed "another nightmare?" he soothed.

" Not-not exactly." Kurt murmured, cheeks burning.

"No? Then what was it?" Blaine asked, confusion tinging his voice.

Kurt pictured him laying in bed at Dalton, phone pressed to his ear as his eyebrows drew together in confusion. His full, plush lips pursing slightly as he waited for Kurt's reply.

A whimper escaped his lips before he could stop himself, immediately throwing his hand over his mouth, he silently cursed himself.

" Kurt? Did you just… whimper?… Are you hurt?" Blaine asked, completely oblivious as usual.

" No, Blaine, I'm not hurt." he groaned, wishing Blaine could just read his mind so he didn't have to say this out loud.

"Then what-"

" I had one of those dreams, Blaine." Kurt whispered, heat spreading down his neck.

"One of those dreams? What are you ta- ohhhh." Blaine said, recognition filling his voice.

"This was a bad idea, I'll let you go-" Kurt rushed out, embarrassed.

" NO!" Blaine cut him off. "I mean- do you want me to help with this problem of yours?" he asked hesitantly, voice growing deeper with lust.

" I-" Kurt chocked, feeling himself grow harder.

" Yes." he breathed, heart pounding and head swimming.

" OK," Blaine whispered, a ruffling sound coming through the receiver.

"What about Jeff?" Kurt asked, suddenly remembering Blaine's roommate.

"He went home for the weekend." Blaine growled "I'm all alone."

Kurt's body buzzed to attention at the sound of Blaine's voice, low and filled with want.

"Oh, but-um, how are we going to do-"

" Touch yourself." Blaine whispered so softly Kurt wasn't sure if he heard him right.

"What?" he sucked in a breath, glasz eyes widening slightly as a chill ran down his spine.

"Touch. Yourself." Blaine said a little louder, voice cracking slightly.

Kurt's hips bucked up involuntarily as he bit back a gasp.

The room began to spin as he realized they were actually going to do this.

" Are you going to touch your-"

" Already am." Blaine whispered breathily, "We're doing this together."

Kurt lifted his pale hand, ghosting his shaking fingers down his bare chest slowly. He let his eyes flutter closed as he tried to imagine the cool, smooth fingers trailing down his body were Blaine's warm, calloused ones.

His breathing hitched and his stomach muscles tightened as his fingers skimmed the waistband of his sweat pants. He outlined the band slowly as he imagined Blaine doing the same in his own room.

"Blaine" he pleaded into the phone "Talk to me."

"Kurt." Blaine moaned "I-I love you."

" What...do you love about me?" Kurt panted, moving his fingers under the elastic and into his pants, brushing them past his hip bone before taking himself in his cool hand. He shivered at the touch, throwing his head back and moaning softly.

"God. Everything, Kurt." Blaine growled. "The way you blush when you're nervous. The way your entire face lights up when you smile. The way your hips sway slightly when you walk, and all I can think about is them rocking and grinding against mine." his voice hitched, breathing becoming erratic.

Kurt let Blaine's voice wash over him, goosebumps running up his arms.

"What else." Kurt gasped, starting a steady rhythm with his hand, eyes still closed as he pictured Blaine's hands on him, grasping and kneading. Blood rushed against his ears and his body burned feverishly.

" I-" Blaine stuttered "I love your laugh, and how it sounds like music. I love how your eyes change colors. How they are sometimes green, sometimes glasz, sometimes a firely sapphire... I love how your hand fits perfectly in mine, like they were made to hold only one another's."

Kurt's heart skipped a beat, smiling into the darkness.

Blaine chuckled softly, " I love how you call me out on my shit."

Kurt laughed breathlessly; stroking himself steadily, slowly, enjoying every second of the burning and building.

" It's-well, it's the way you kiss my neck...sucking right at the pulse point." his breathing hitched.

" I love how you're sexy without even trying." Blaine hummed.

"Am I?" Kurt asked, eyebrows knitting together. He didn't think Blaine thought of him as sexy. He did always call him beautiful, but sexy and beautiful were two very different things.

"Yes." Blaine moaned softly into the phone."Everything about you is sexy, Kurt; your hair, your lips, your chest, your legs. Even your god damn wrists are sexy."

There was a beat of silence, the only sounds heard were of their labored breaths.

In that moment, for the first time, Kurt felt truly sexy. With Blaine whispering praises in his ear he felt like he was all that mattered, like they were all that mattered. They were the only to people in the world for those precious minutes they spend listening to each other's panting breaths, knowing they were the cause of it.

They were miles away, yet it felt like Blaine was lying right next to him, his breath hot against his ear as he took in irregular, broken breaths.

" What are you thinking about?" Kurt whispered.

"I'm thinking about your hands on me." Blaine murmured.

He sucked in a breath, images of his own hands on Blaine flashed in his mind, his body humming in respond.

"How am I touching you." Kurt chocked out, a bead of sweat forming at his temple.

"You're gripping my waist... hard, hard enough to leave bruises,your nails digging into my skin. You move your hands up my chest and back down, lowering to places they have never really been before...places I want them to be." Blaine moaned, breath coming out in ragged huffs. "Places I really want them to be."

Kurt moaned into the phone, stroking himself harder, faster. His heart was hammering in his chest, vision tunneling as he opened his eyes and squeezed them shut again.

" Blaine." He whimpered.

"Kurt." Blaine groaned in response, his voice hoarse.

"I think about you touching me...all the time. In- in my dream, you were." Kurt panted.

"Tell me about your dream, Kurt." Blaine whispered needily.

"Well,You came over and we- we were in my room...on the bed." he murmured shyly, "I-I was on top of you and we were- just kissing at first, you know-like we always do."

"MHM." Blaine hummed hotly.

Kurt could just see him lying there in his dark dorm room. Phone pressed to his ear, head resting against the pillow, eyes closed and full lips slightly parted as he let of harsh breaths through his clenched teeth, his fingers brushed against himself again and again, imagining Kurt's hands in their place.

Kurt bit his lip, the muscles in his neck straining as he chocked back a moan.

"We took our shirts off, as usual. But then um. then we-we did more." he heaved.

"What did we do?" Blaine asked softly.

"Well, we rolled over and you were on top of me..and you started to unbutton my jeans, but then you stopped-and looked at me to make sure it was OK." Kurt let out a ragged chuckle. "Even in my dreams you are frustratingly careful."

Blaine laughed throatily.

"Then-I took your hand in mine...and I slowly..slide it into my pants... " Kurt trailed off, heart pounding as he waited for Blaine to respond.

Blaine swore softly into the phone.

"You moved your hand against me. Rubbing slowly at first, then you picked up speed." his voice cracked.

Kurt bucked up into his palm at the memory, whimpering softly.

"How-how did it feel?" Blaine managed to chock out.

"Amazing." Kurt breathed hotly, not able to come up with any other word to describe the sensation, "So, so amazing."

"Fuck, Kurt." Blaine sputtered, groaning into the phone.

Kurt's eyes snapped open. At the sound of Blaine's cursing his name, he came undone.

"BLAINE." He cried, throwing his head back, hitting it against the head board( later he would find a bruise there, right at the crown), white flashing in front of his eyes as he came long and hard.

They both rambled incoherent syllables, repeating each other's names over and over, Kurt spewing a string of French phrases he knew Blaine couldn't understand as they came down from their highs, blurred spots veiling his eyes as his vision started to return.

Kurt's chest heaved as he gripped the phone tightly to his ear, knuckles turning whiter, as he listened to Blaine's ragged breaths.

"I love you." Blaine whispered between gasps.

"I love you." Kurt sighed, smiling to himself.

They were silent for a while, listening to each other's breaths even out, letting their frantic hearts slow to their normal rates.

"Kurt?" Blaine murmured, breaking the silence.

"Yeah, Blaine?" Kurt sighed blissfully, letting his heavy eyes close.

"Thank you." he whispered.

Kurt opened his eyes, drawing his perfectly groomed eyebrows together in confusion.

"For-what?"

"For calling me. I-I'm happy you felt comfortable enough to tell me about your dream...I know how you feel about things like that." Blaine whispered.

"Blaine, I love you, I feel comfortable around you. You're my boyfriend." Kurt grinned up at ceiling, heart picking up speed a little, he will never get used to saying those words out loud.

"I know." Blaine sighed, and Kurt could hear the smile in his voice. "But just know you can call me whenever you have a dream like that, OK?"

"OK." Kurt whispered. "And you will call me whenever you do?"

"Of course." Blaine murmured.

"Good." Kurt whispered. "I-I want to do this again. If-if you want to..."

"Oh, I definitely want to do." Blaine responded playfully.

"OK." Kurt grinned. "But...um..there something else I wanted to do, too.." he muttered.

"What is it, Kurt?" Blaine asked curiously.

"Could-um...could we do this in...in person?" he whispered shyly, cheeks heating slightly.

Blaine coughed into the reciever, chocking and stumbling over his words.

"God, Kurt, yes." he moaned."But, only if you're sure you're comfortable with that." Blaine hurried out, going into his "gentleman" mode once again.

Kurt sighed.

"Blaine, if I wasn't comfortable with it would I have asked you?" he rolled his eyes, but smiled despite himself.

"Well...no...but I just wanted to make sure." Blaine said.

"I know, and I am comfortable with it...more than comfortable." Kurt whispered.

"OK." Blaine sighed.

"OK." Kurt repeated him, yawning softly, the adrenaline starting to drain from his body.

"Tired?" Blaine chuckled.

"MMM" Kurt smiled, closing his heavy eyes and snuggling into his bed.

"I'll let you go so you can go...take care of...your sheets before you go to sleep...I have to do that too.." Blaine muttered, and even though Kurt couldn't see him he could tell he was blushing.

"I'll take care of that later." Kurt mumbled, drifting in and out of sleep. "Just talk to me as I fall asleep?" he smiled sleepily.

"Alright." Blaine sighed, yawning himself.

There was silence for a while, just the sounds of static and their steady breaths were heard.

"Hey, Kurt?" Blaine whispered sleepily.

"Yeah, Blaine?" Kurt murmured.

"I love you."

"I know." Kurt slurred, half asleep now, "I love you, too...so, so much."

Blaine chuckled softly, "Goodnight, Kurt."

"G'night."

His fingers loosened around the phone, as he fell asleep to the sound of Blaine's comforting breaths.