Changed my penname from MonkeyKazu to Auto-Regen to match up with my LJ. I started this a long time ago guys, I think right after I started Unwound. It's my first ever fill and my second masturbation scene ever... This story was written for the Anonymous Kink Meme on LiveJournal.

The Prompt was:

Pairing: Cloud-solo
Kink: group masturbation, voyeurism, exhibitionism, whatever you want to make of it. So long as it's got Cloud jerking off in a room with others guys that may or may not be doing the same. And you can take that as far as you want. =3

Some of Cloud's army buddies invite him over for "movie night," but no one told him they meant porn.

Working on stuff, Unwound is, like, eight pages in... I'm not stuck, I'm just unmotivated. Fortitude's new chapter has yet to be started... Laziness.

Anyway, thanks guys. All the support is awesome and I welcome it. :3


It wasn't often that he interacted with the others, more often than not he kept to himself. He wasn't unfriendly, he just didn't have anything to talk about. They were all in the same platoon, so it wasn't anything that they didn't already know. Sure, he'd add in his two gil every now and again, but that didn't exactly make him a sociable teenager. That's why it came as a surprise when a couple guys approached him on a Friday evening and asked him if he wanted to join in on movie night. At first he had cautiously looked around to see if they were actually talking to him, and when he found out that no one else was in the room he turned back to them.

"What kind of movie?" he asked curiously.

Before any one man could answer a bark of laughter emitted from behind group standing in front of him. When the men turned to see who it was each one had a grin cross his features. They moved aside for Cloud to see that Zack was standing in the doorway with a mischievous grin on his face. The blonde could feel the hair on the back of his neck stand up, the raven haired First was up to something.

"Don't worry Cloud, it'll be a good one. I picked it myself," a smug look crossed the Brigadier General's handsome face, an undertone of pride in his voice.

"Not interested," Cloud said without missing a beat. Zack's jaw fell open and the other army men in the room sniggered at him.

"I'm hurt, Cloud. Why won't you watch with us?" the First asked innocently. Alarms were going off inside of the blonde's head, telling him that Zack was luring him into dangerous territory. Instead of brushing off the offer, he decided to see just what the man was up to.

"I've seen movies that you've picked before. I'm not really into comedy, or romance," the blonde said with a shrug. His blue eyes strayed from his SOLDIER friend and to his fellow army men.

"Told you it was going to be a pain to get him to watch with us," one of the men said, chuckling at Zack's bewildered expression.

"But, but, you said that you liked the last movie that we watched together…" raven spikes seemed to droop as Zack became downcast, and began to played with the hem of his knit shirt. A few of the men outright laughed at him, making him grin for a brief moment before resuming his hurt look.

Cloud looked on suspiciously; he knew that Zack was acting, but he didn't know why. "It was okay… What's going on Zack?" Cloud gave him a hard look that made the black haired man straighten up and become serious.

"You need to be more involved with your unit," he said seriously, Cloud thought that he heard one of the men close to him snort. "It's important for soldiers of all kinds to bond with each other. These guys are going to have your back when you go into combat. Gaia forbid something happening to you, but if it does you don't wanna just be 'that guy'; you wanna be remembered as a brother in arms… Please Cloud, you know I'm just looking out for you," Zack's gaze was too intense, the blonde had to look away. The man had a point, at that moment he was just 'that blonde guy', and that in itself was an awful way to remember someone.

"Well," he thought for a moment longer, deciding that the man was right, "okay. I guess it can't hurt…"

The Brigadier General's serious expressions cracked and a large grin took its place, "Don't worry Cloudy, it'll be fun."

XxX

"So, what's the name of this movie?" Cloud asked from his spot on the floor, his back leaned against the front of the couch. At least ten other men were in the room with him, including Zack; not all of his platoon, a little less than half really.

"Title's not important. It has nothing to do with the movie," Zack told him from his position in front of the television. The man was fiddling with a DVD player that he had probably smuggled in from the SOLDIER recreation room.

"You know I don't like surprises," the blonde said irritably. He heard a few of the others laugh, but when he looked back to see who it was he didn't find anyone with so much as a smile on their face.

"Lighten up, Cloud. We're friends not enemies, don't be so on edge," the black haired man chuckled as he turned to head over to the couch. The SOLDIER sat just behind the blonde, and got comfortable.

Cloud looked over his shoulder and gave Zack a dry look. "Really?" the blonde asked sarcastically. He could see a grin split Zack's face and decided to turn his attention back to the television screen.

The picture focused in on a young woman standing over the dishwasher, a frown firmly set on her face. After a moment she huffed and made her way over to the phone.

Cloud glanced back at Zack with a questioning expression, but the man motioned for him to turn around and watch the movie. The blonde scowled and turned back to the screen. Large blue eyes watched as a man knocked on the woman's front door. Cloud tuned in and out throughout the conversation between the two actors, his eyes occasionally flicking around the room; seeing the looks of anticipation.

He felt Zack scoot up behind him and lean down to whisper quietly to him, "You aren't watching the movie, Cloud. That is why you're here, isn't it?"

The hair on the back of the blonde's neck stood on end and his blue eyes moved to glance as far back at Zack as he could without turning his body. The man had an impish smile on his handsome face.

Back on the screen the man was giving the woman an estimate on the expenses to fix her dishwasher, to which she protested and asked if there was any other way to pay. Cloud found the whole scene a little odd, especially for one of Zack's normal movie choices. Before he could open his mouth to ask the dark haired man about it the scene changed to the bedroom. Ocean blue eyes widened in realization when the couple stumbled into the room and onto the bed, undressing each other along the way.

He had never actually watched a porno, but he had heard the other men in the barracks talk about them. He hadn't even seen a dirty magazine until he'd come to Midgar. The whole thing seemed more embarrassing than arousing.

He couldn't stop himself from jumping when the woman let out the first loud moan of the movie, behind him he heard a few of the others chuckle. He could feel his face heat up, and cursed his fair skin. Blue eyes stared at the screen, mortified, as the camera angle changed and genitals were clearly shown.

He could feel a pin prickling sensation on the back of his neck, and felt himself starting to sweat as he tore his gaze away from the television. Away from the lewd display on the screen, and blue eyes swept across the room quickly; looking for any possible exits.

"You really need to lighten up, Cloud," Zack's voice murmured into his ear. The blonde turned wide, panicked eyes back to his SOLDIER friend, the man was grinning devilishly.

"You did this on purpose! What the hell, Zack?" Cloud spoke in a harsh whisper. He was angered, and more than a little embarrassed, by the situation. It was only made worse when the man sitting beside his friend reached down to start undoing his fatigues. Panicked, blue eyes pleaded with the SOLDIER, making him chuckle and lean forward to speak in his friend's ear.

"Come on, Cloud. Everyone else is doing it, so there's no reason to be embarrassed…" he whispered, the grin never leaving his face. Cloud's breath was becoming erratic and a soft whimper escaped him when Zack kept him from standing up and bolting from the room.

"Zack, I'm not-" he began before the black haired man shook his head.

"You don't have to be. This is about feeling good, it's not like you're having sex with one of the guys. Just watchin' a movie and jacking off together, it's a bonding thing, that doesn't make you gay," the SOLDIER told him quietly, an undertone of humor present in his voice.

"But, I…" Cloud swallowed thickly and looked at the screen again. The fake moans weren't doing anything but embarrassing him, it made him wonder how the others had managed to get hard at the display.

He felt something creep around his sides, into his muscle shirt under his arms , and harshly pinch his nipples. A startled gasp escaped him before he could stop it. A soft chuckle behind him told him that Zack was amused by his embarrassment. The black haired man tugged a little at the nubs between his fingers.

It was a strange feeling, he had never played with his nipples before; he had never even been touched intimately by another person before. "Zack," his voice was breathy and sounded strange to his ears, "what are you doing?"

The raven haired man shushed him and pinched the hardened nubs again. "I'm just givin' you a little encouragement, I've kinda been wanting to do this for awhile…" he admitted into the blonde's ear. Cloud could feel his legs being separated, and panic was beginning to rise in him.

"Zack, are you?…" blue eyes tried to turn back to the SOLDIER, but he couldn't twist his body to see. Zack was sitting directly behind him, pulling him against the couch and hooking his heels into the bend of the blonde's knees and spread his legs open. Even while being gentle, he had so much more power than Cloud.

"I bat for both teams, Cloudy. And don't worry, I just wanna see you touch yourself, I'm not gonna do anything bad to you… so, please?" Zack pleaded softly. Even speaking as softly as he was, Cloud still knew that they had the attention of some of the other men.

The blonde awkwardly lifted his arms, and rested his hands on Zack's wrists. He was at a loss at what to do, he had never considered that another man would be interested in him; let alone a good friend. He didn't want to disappoint Zack, but at the same time he felt strange thinking about someone watching him do something so private.

He could feel the SOLDIER's sky blue eyes on him, waiting for him to answer.

"Uum… I-I guess…" Cloud stammered, regretting it instantly, and cursing the SOLDIER to his grave; he could feel the eyes of many others on him immediately. Zack's hands retreated, waiting. Cloud slowly lowered his arms and with shaky hands he reached down to fumble with his belt. The sound of fabric rustling, his own or otherwise, was drown out as Zack's soft breath passed his ear.

"That's right," the raven haired man whispered under his breath as he saw the blonde's faint line of golden hair starting to appear. Cloud's pants were opened and his underwear were pulled down a bit, showing off the base of his cock. Cloud did his best to block out the movie, finding it surprisingly easy to tune it out when his mind was on his new task. If he kept listening to the movie then he'd never get hard, only more flustered…

The trooper shivered and pulled his underwear down enough to expose his flaccid length. Cloud's ocean blue eyes adverted themselves quickly, embarrassed by his still developing body. He would never admit that having Zack's breath ghosting over the side of his face, and on his neck, turned him on. He really didn't have to however, because his body started to react, stirring to life without him even touching it. He would have never thought that having someone watching, and breathing down his neck, would get his body aroused. The sound of the others shuffling made the blonde once again aware of what he was doing, if it was only Zack maybe he could do it, but not an entire room of people… but he didn't want to disappoint his friend… Maybe he could block out everyone else, he seemed to be good at ignoring people. Just as he started to tune out the presence of the other men in the room a harsh pinch to his nipples brought him back.

"Come on, Cloudy. I've been fantasizing about this for a while," Zack chuckled, "Don't zone out on me." His hands had made their way back to Cloud's chest, looping around his upper arms and pinning them to his body. The blonde felt awkward with his arms immobilized, and his hand around the base of his cock.

Cloud's breath hitched, and he could feel himself swelling in his hand. Zack chuckled and let his fingers ghost over the blonde's chest muscles.

"You're skin is so soft," the SOLDIER murmured against the side of his head, his voice sounding soft and almost dreamy.

Feeling the feathery soft touches made the blonde squirm. It was different having the hands of another person on his body, but definitely not unpleasant. The blonde took a firm hold on himself, and began to move his hand. Zack's breath on his neck made his hand stroke a little firmer. He could feel the blood shifting southward.

"Open your legs a little. I'm having a hard time seeing," came the soft command by his ear. Cloud listened instinctively and spread his legs a little more. He could hear the SOLDIER behind him lick his lips, could hear his sigh of frustration and felt his fingers stop moving.

"Do… do you want me to turn around?…" Cloud asked softly, embarrassingly soft actually, as the situation came back to him.

"Would you?" Zack whispered hotly in his ear, excited and eager. The blonde was already beginning to second guess his sexual preference, so why not indulge his friend a little while he tried to figure things out. Though, his curiosity did nothing to quell his embarrassment.

"Yeah, I guess… I-I mean," the blonde let out a frustrated sigh and began to pull away from Zack's hold on him. Embarrassed, he realized that his nipples had gotten hard at the attention that his friend had given them. For a brief moment he thought about how stupid he must look, it was enough to thoroughly flush his fair skin. When he turned around and sat back against the wall next to the television, a few feet in front of the couch, he found more than just Zack's eyes on him. He could feel his length twitch.

He pushed his pants down around his ankles, and spread his legs open as far as he could. His country boy modesty screamed at him to pull up his pants, or at least close his legs. The blonde shifted back against the wall until he was comfortable, and turned his big blue eyes back to his friend. Zack had a look on his face that Cloud had never seen there before. A lusty, predatory look.

Zack's eyes roamed down him. Slowly. Lazily, almost. "Come on, let's see," he coaxed gently.

Cloud nodded slightly, suddenly feeling a lot more self-conscious. His big, blue eyes closed, and his hand began to move. He was giving himself short quick jerks, trying to find a happy medium for his pleasure to mount up. His mind flipped through images of Tifa, but he could never get off to the thought of his childhood crush. He didn't feel himself flagging, but it wasn't getting any harder either; until Zack's lusty look came to mind. A small noise escaped him as his hips snapped up; his face heated as another small choked noise came out of his mouth. No words, just small sounds in the back of his throat; a whimper or grunt.

He couldn't believe that he was going to get off to Zack, one of his only real friends in Shin-Ra; the thought made him feel more than a little dirty, but… Zack had wanted this, right?

Blue eyes peered open to see the raven haired SOLDIER watching him rolling his hips into his fisted hand. The blonde whined a little before falling into a rhythm. Zack wasn't touching himself, only watching, but it was more than obvious that he was tenting in his SOLDIER issue pants. By the size of said tent, Zack was a pretty well hung guy; for reasons unknown to himself, it turned Cloud on a little.

Those Mako bright, sky blue eyes made his skin burn; he could feel them raking over his body, and it took some effort not to curl in on himself under the intensity of their gaze. The blonde's breath was coming in short gasps, and he could feel himself beginning to sweat. The thin material of his muscle shirt stuck especially close to his body, clinging to the moisture on his skin, leaving no room to breath. Cloud tried to look his friend in the eye, but found that he couldn't, Zack didn't seem to notice or it didn't bother him.

With all his attention fixed on Zack, leaving him unaware of the leering and admiring looks on his fellow trooper's faces. It was difficult to turn his attention to anything but Zack, the man had magnetism; pulling Cloud's attention back to him time and time again. The blonde's movements sped up as he watched his friend's expression turn absolutely feral, a wolfish looking grin was on his handsome face.

"Just like that…" Zack breathed lightly, keeping his eyes on Cloud as he leaned back on the couch and began to work on the front of his pants. His grin only grew as he saw Cloud's pace quicken, and put his hips into it more than before.

The blonde's face became red all the way to the roots of his golden hair when Zack pulled himself out of his pants. The SOLDIER was well endowed, making Cloud self-conscious once again. The raven haired man's thick erection was flushed looking, begging its owner for attention.

The blonde let out a choked sound in the back of his throat, and squeezed his eyes shut. It was strange to feel embarrassed about seeing Zack exposed, especially because of what he was currently doing. Cloud didn't open his eyes again, he simply kept working his body.

His hand would stroke once, twice, a third time, then his thumb would run over the tip, brushing over the precum and letting it slick up his hand even further, only to repeat the process over and over again. His other hand occupied itself by fondling his sac, making him let out a quiet grunt at the contact and pressure. His breath quickened, and his hips snapped up over and over again. There was a pain forming in his lower back, but he pushed it to the back of his mind as he jerked himself off.

A ways away, he could hear Zack grunt softly; it only added fuel to his embarrassment. He needed to finish quick so he could put this whole experience behind him. He wasn't sure if it had been a bad idea, or a good one to do this thing. A fear gripped the back of his mind, telling him that he might not be able to get off anymore, unless someone was watching him…

The pleasure was at its peak and his oversensitive body was beginning to register it as a pained feeling. His shirt was damp with perspiration, and clinging to his torso. His cock was achingly hard, and his hand was slicked up by all of the precum leaking out of the tip. His lower back hurt from the thrusting his hips, leading to his legs aching from the odd angle that they were splayed out into. He swore that he could smell Mako wafting his way, probably coming off of Zack. His senses felt overloaded.

Blue eyes peered open to see Zack watching him with that same lusty, predatory expression. Their eyes locked by mistake, but Cloud couldn't tear his gaze away from those Mako enhanced eyes. They were hypnotic, snaring him with their brilliance. Zack smiled a lopsided, yet strangely devious, smile.

Nothing else around him could pull his attention away from the SOLDIER in front of him; when Zack lick his lips, Cloud unconsciously did the same. The raven haired man let out a breathy laugh at his younger friend's mimickery. The sound was enough to push Cloud a little farther, he stopped fondling his balls and ran his hand up under his shirt; peeling it away from his skin. His fingers played over his chest muscles and found one of his nipples. He let his imagination take over with the sensation of his hardened nipple being squeezed and gently tugged. He imagined that it was Zack playing with his chest, touching him with calloused fingers; his own had none, but it was easy for his imagination to fill in the small details. Imagined that it was Zack's hand working his cock.

The sweat on the back of his neck rolled down the back of his shirt and soaked into the fabric. Fingers traveled back down to his lower nethers, rubbing his fingers over the path between his sac and hole. The soft brush of his fingers, mixed with his imagination was enough to set him on the edge. Ocean blue eyes slid shut as he listened to the other man. He could hear Zack breathing, here his the sound of him jerking on himself. The burning smell of Mako really was in the air, and it was enough to completely overload his senses. He came with a long, low groan. His body stiffened up, tense with his release. The blonde could feel it pulsing through him, wave after wave. Then suddenly he felt something hit him in the chin, close to his mouth, shocking him enough to make him snap his eyes open.

Zack came with a grunt, along with a few other men in the room. Cloud looked down at his shirt and saw thick globs of semen splattered over the middle of it. The room was silent for a long moment before Zack let out a loud snort. The blonde looked up curiously, only to find his friend approaching with a tissue. Confused for a moment, he panicked; thinking that Zack was going to try cleaning up his now flaccid length.

When the raven haired man squatted down in front of him he was about to protest, but Zack shook his head; making Cloud's jaw click shut. Then the SOLDIER commenced to wiping off the blonde's face.

"You did good, kiddo," Zack said with an adoring smile on his face, filling Cloud with a warmth that he had never felt before. Zack was happy, and he was proud of himself for bringing such an expression to the man's face. It was enough for the time being, he'd sort out his feelings for the man later, for the time being… he was filled with a tired satisfaction. He'd done something for his friend, something that he hadn't thought he'd be able to. It was nice…