Disclaimer: I don't own Yu-Gi-Oh! or any of it's characters nor gain any profit from it. Both belong to Kazuki Takahashi. I'm just a dedicated fan. My fanfiction isn't and hasn't been beta'd by anyone.

Contains: AU(Alternate Universe), a bit of angst, humor which totally sucks by my opinion. ^^; yaoi boyxboy, Puzzleshipping - Yami Yugi(Atemu) x Yugi Mutou some OC's that were made in the spur of the moment. Since this is an AU setting, it seems appropriate right? ^^

Warnings: Language, yaoi, lemon in later chapters. May be typos and grammar errors. Sorry is for shit. ^^; Enjoy reading everyone! No flames please. ^^

*Yugi's POV*

I walked into school knowing what to expect. Nobody says 'hi' to me when I walk past them in plain sight. Depressing, I know. My two friends Honda and Jonouchi left the country for the year to study abroad. When they told me that they were doing that, I couldn't believe my ears. I only have one friend who remained here and her name is Anzu. I used to have a crush on her last year but I guess that was a phase with me. We're very good friends but she's going out with someone right now and we rarely hangout anymore. Feeling alone as lunch period rolled around, I decided to go to the roof. It was a nice Spring day so why not right? Once I grabbed my lunch, I headed up to the roof for some alone time. Alone time. I chuckled to myself. I should really make some more friends. The only other person who should feel like an outsider like me is that transfer student. Crap, his name escapes me. After being here for about three months, everyone likes him and he says hi to everyone even people who don't know him. It annoyed me. He annoyed me. Even he doesn't know I exist. At least I think he doesn't know I exist.

When I opened the door to the roof, I walked across the granite tiles making my way over to the rail. After stepping outside, I noticed that transfer student again. Irritation flowed through me when I saw him. He's really weird. All he ever does is stare into space all day and sighs a lot. Sometimes when I'm in the same room as him and if I'm not looking directly at him, he stares at me. If our eyes meet, even for a split second, he immediately looks away. It's creepy and kind of annoying. What the hell is with him anyway?

The transfer had heard me coming onto the roof and came over to greet me.

No. Stay away from me. Don't come near me—damn. The transfer was now a few feet away from me. His crimson eyes staring at me with curiosity.

"Hello. You come up here to eat often?" he asked, smiling generously. I flinched at the sound of his voice. It sounded velvety but full of masculinity. And oddly enough, I liked it.

"Yes." I answered him as politely as I could manage. Seriously? Why the hell is he even talking to me? It's not like I wanted him to. I bet someone dared him to. God, I only wanted to eat my lunch up on the school roof in peace. We stood in silence awkwardly. This is getting weirder by the second.

"Hey, so I don't mean to pry but do you have any lunch money? I lost mine on the way to school."

What the hell? He came to ask me for some money. Fantastic. That's the only thing people ask me whenever they do pay attention to me. Once they have their money, they either forget to say thank you or get my name wrong. The only problem about that is, I can never say no to them. I'm afraid that they'll beat me up if I do say no. So I say 'yes' to them instead. I didn't want to come as off rude to the transfer student, so I gave him what's left of my lunch money.

"Thanks. Uhh…" he began as he scratched his left temple. "what is your name?" he finally asked.

"Um, Yugi. Yugi Motou." I answered, looking slightly taken aback. He asked for my name? That's the first time someone has done that. Weird.

"Yugi huh? Well thanks, Yugi." He said with a smile on his face as my cheeks flushed pink slightly from chagrin.

This guy... He was attractive looking. How can I even think that when I'm a guy myself? Does that mean I might be gay? I'm not sure if that's it. I hang out with Jonouchi and Honda and I never felt anything for them. But there was something about this transfer that draws me in. He was tall and very lean yet muscular at the same time which balanced him out very well. His skin was a little tan. His hair was oddly the same style as mine yet totally different. Spiky with red streaks in it with blond bangs. Maybe it's because he could pull it off so much better than I can. His eyes were a frightening color. Bright crimson. For some reason, they fascinated me.

"You're welcome."

"Stay here while I go buy my lunch. I want to talk to you." He beckoned me as he opened the door and dashed down the stairs quickly. I stood there staring after him as I thought, That was weird. He actually wants to talk to me?

My cheeks turned even redder when I thought about it some more. Then I thought that this would be a perfect opportunity for me to make a friend. Yeah, if I talk to the transfer student and hang out with him, then we could become friends. I smiled at my new plan and sighed. Then I just realized that I didn't get his name. Crap, this sort of thing always happens. If I even remotely gain a friend, I forget what their name is even though I memorized their faces. They stop talking to me immediately after they know I've forgotten their name.

Damn, this is not good. I can't believe I forgot to ask his name! My eyes started to sting. I always tended to cry when I'm angry or frustrated. It was a pretty embarrassing trait of mine. What is wrong with me? Why am I crying over someone I don't even know? My tears started brimming over but I wiped them away. I took a few deep breaths to calm myself and before I knew it, the transfer student came back. My amethyst eyes widened as I registered this moment. He actually came back. Elated, I couldn't help but smile.

"Hello." I said bowing. "Um, I don't mean to be rude or anything but I sorta forgot to ask for your name so, what's your name?" I asked him, smiling awkwardly as I twiddled my fingers.

"Yami Sennen." He answered ever so casually. I nodded when I did my best to commit his name to memory.

"So what did you want to talk to me for?" I asked as we sat against the wall to eat our lunch together.

"Well, you seemed a bit lonely and so I thought you needed someone to talk to and hang out with. Plus, you seem like an interesting person. I wonder why no one wants to get to know you better." Yami explained as I looked away flushing. Everything he described about me was true down to the last detail. He hit it right on the nose. I munched on a few rice balls when he asked, "So tell me about yourself."

"There isn't much. You'll think I'm lame." I mumbled, looking at my half eaten rice ball.

"Try me."

I was mildly surprised when my mouth started spilling out everything almost in a rush.

"I like to play games. You know like card games and videogames. It's sort of my main hobby other than surfing the Internet. My grandfather owns a game shop not too far from here. So I became obsessed with games thanks to him. Whenever I go out somewhere, it'd usually be to an arcade where I play with other gamers. None of them ever formed any solid friendships with me. Unfortunately, I don't know anyone who plays games at this school. My friend Anzu hardly plays games and I don't like to play by myself. Sometimes I get picked on for playing games so much." I said as I sighed. "Oh sorry. I'm rambling." I thought he'd be annoyed with my nonstop chatter about my obsession with games but Yami really seemed genuinely interested. It surprised me.

"No, it's actually nice. You sound like a fun person, Yugi." I stare at him, looking surprised. No one's ever said that about me. Anzu said that to me once but I barely hang out with her anymore thanks to her latest obsession with her boyfriend. I eventually recovered and said, "Thanks." We continued to eat our food in silence for a bit before I decided to ask Yami the same question he'd asked me.

"So, what do you like to do, Yami?"

"I like to listen to music, hang out in the park alone if it's a nice day, going to kareoke or clubbing with my friends. Sometimes we change it up and hit the arcade too. But we only play DDR when we're there. Except for me. Not only do I play DDR, I play everything else as well." He answered me as he took a sip of his drink. I stared at him shocked thinking, He likes to game too. Not as much as I do but he plays like the average person does in their daily lives. I was beginning to like Yami more now. He sounds more awesome than I'd never made him out to be.

"Is there anyone you can confide in?"

"No. I have a lot of friends but none who I can confide in. How about you?"

"Just Anzu right now. My other friends, Jonouchi and Honda are studying abroad. Anzu's my only friend at the moment. But she's been busy of late."

"So, you haven't had anyone to hang out with?"

"That's right."

"So, how about we hang out together. We can be friends." suggested Yami looking over at me, smiling. I gasped slightly and my amethyst eyes widened. How I have waited so long for someone to ask me to hang out, let alone be friends with them. I'm feeling strangely buoyant right now. In the very depths of my heart, I wish for us to be friends. Best friends.

"Okay. Let's be friends Yami." I finally answered him after regaining my senses then sipped some more of my Pepsi.

"I'll drink to that." He said as he grabbed his drink and tapped it against mine then took a swig. I smiled and laughed along with him as we continued talking to each other and eating our lunch until the bell rang. I was euphoric as I continued walking to class with Yami. (We actually have the same class together.) All this time, I wanted someone to see me, to know that I exist, to know my name. Now I finally found someone that fulfills all of my quotas. I'm so happy.

A/N: lol. My first Puzzleshipping fanfiction...:D And I did horrible despite all of the tweaking I've done to it. ^^; I haven't written anything since I was in high school and even then, my writhing was for shit... -_- Oh well, hope everyone liked the first chapter!

Reviews are much appreciated!~