Fluffy nothingness that I needed to get out..cute, sweet, and innocent. Disclaimer: I own alot of things. The Suite Life Characters...I don't own.

"Arghh...NO!"

Zack Martin cried as he hastily pressed the buttons on the glowing video game controller. His twin brother Cody sat right beside him, his greeny-blue eyes glued to the TV screen as his brother's were. So far, Cody was beating his brother badly (for once) and Zack, being the ego-driven half of the Martin twin duo, was not exactly thrilled.

"Yes...yeah, come on..."

Cody whispered to himself, a subtle smirk pressed across his face at how poorly his brother was doing at the game. There was always an unspoken competitive edge to the twins, and since Zack was older and stronger than Cody, he most always had the upper hand. Of course, Cody excelled at schoolwork, but most of the twins' rivalries were physical, and of course, they had the video games. Being the "dorky" twin didn't exactly help their brotherly battles either. But now, Cody was forgetting his geeky demeanor as he watched his brother squint his eyes and groan when the video game announced "GAME OVER".

Zack slapped his palm against his forehead, pushing the messy blond wispy bangs out of his eyes.

"Don't say it..." Zack groaned like Cody had many times before, after a video game defeat.

Cody's smirk grew wider and wider, revealing the semi-crooked white smile that everyone at the Tipton Hotel had come to know.

Suddenly, Cody started to forge a cough, lifting his hand to his mouth. His smile still stayed, as he pretended to cough and then mumbled "Loser!" between the phony coughing.

"Hey!" Zack glared at his grinning twin.

"What's the matter, Zack?" Cody said in a teasing voice. "Sore loser?"

Zack held the glare, watching the devillish grin on Cody's face melt in fear as Zack deepened the angry gaze. With a swift lunge, Zack pounced on his brother. Cody flailed as Zack began to grab and try to restrain his limbs. The two grunted and wrestled until they finally slid off the fancy hotel room couch and onto the hard floor. Zack grunted and finally was sitting on Cody's back, with Cody's face pressed into the soft carpet. Zack had Cody's wriggling arms pinned over his head to prevent his brother from moving. Zack sighed and looked at his brother in triumph.

"Gotcha." Zack smiled.

"Let me go.." Cody whispered to the floor, trying to wiggle away from his opressing brother.

"Not until you tell me who the real loser is."

"You mean me?" Cody still teased, although he wasn't exactly in a good place to be teasing. Just as he said that, he felt Zack shift his weight onto Codys spine. Cody groaned at the pain.

"Man, you're heavy. Lay off the ice cream for awhile, dude."

Cody gulped at what just popped out of his mouth. This wasn't a good situation for him, and it was going from bad...to worse.

Zack was about to attempt at crushing his brother again, but then paused. He suddenly flashed back to when the boys were young, rolling around in the soft green grass at the park and laughing. Zack remembered darting his fingers in Cody's ribs, the sweet peals of laughter that escaped his little brother's mouth, and most of all, how much Cody despised the sensation.

And now, as Zack gazed at his vulnerable, writhing brother, a mischievous smile spread across his tan face, similar to Cody's minutes before.

He raised his free hand above his brother's twitching back and then rested his fingers upon it. He kept them there for a moment, then dragged them to the side, digging his five digits into his brother's bony ribs and wiggling them around, feeling the shallow depressions between the bones.

Cody's eyes widened to big, green saucers. He felt Zack's fingers in his ribs, and couldn't fight the sensation, the giggly, ticklish sensation that built inside him...

"BAHAHAHAHAHAHAHHAHAH!" Cody exploded in a whirl of forced laughter.

Zack smiled wider, pleased at the large sensation. Cody writhed and squirmed, throwing his head back and thrashing as his brother's fingers continued to poke and tickle his ribs.

"Oooohh..little Cody's ticklish, isn't he?" Zack sing-songed into Cody's ear.

"HEHHAHAHHHEHAHeHAhA...ZAHAHAHCKK! STAHAHAHAHAHPPP!"

"What's that, Cody? Can't take a little friendly tickling?"

"NOHOHOHAHAHA!" Cody squealed in ticklish agony.

Zack finally halted the torture of Cody's ribs and switched hand, now freeing up his left hand. He reached under Cody's body, to his soft, flat belly. He began to poke and prod it, tickling around the belly button and occasionally sneaking a clever poke into it. He would let his fingers wander and drag up to Cody's chest, or around to his sides. Wherever he went, Cody would flail and screech with laughter and giggles.

"NOOOHOHHOHOHOHOHAHAHAHAH! PLEEEHEHEHHAHAHSEEE!" Cody cried with his giggles, as ticklish tears began to roll off his sore cheeks. His swishy blond bangs began to stick to his forehead with sweat.

After about a minute or so, Zack finally let up on Cody, both boys panting.

"Give up yet?" Asked a smiling, proud Zack.

"N..never to you, loser!" Cody retaliated.

"Too bad..." Zack bent down and whispered into his twin's ear. "'Cause I know where you're really ticklish."

Cody gulped. "You do?"

"Yup." He said, lifting his hand from under Cody and placing it on the small of the boy's back. He dragged it up, higher and higher, until he finally reached it, the focal point of Cody's ticklish torture..his armpits.

Zack wasted no time, darting his hand into Cody's right armpit and tickling it relentlessly.

Cody was in agony, the wiggly, squirmy sensation pulsing his body, deep belly laughs escaping his lips.

"NOAHAHHAHAHAHHAHAHAH! ZACK, NOHHOOAHAHAHHAHAHAHAHHAHAH! YOUHAHEH WINNAHAHHAHAHAHHAHHA!"

"Now, who's the loser?"

"MEEHEHEHEHEHEHAHAHAHAHHA!"

"Good."

Zack finally got off his brother's back. Cody flipped over, panting. A crooked smile still hung on Cody's face, his chest rising and falling. His face was bright pink, and his blond bangs were plastered to his hot forehead.

Zack smiled at his exausted brother and reached over and ruffled the top of Cody's hair, in a sweet brotherly gesture that made Cody smile and forgive him for the relentless torture he just endured.

"You know what this means, don't you?" Cody asked, sitting up and looking his brother squarely in the eye.

"No, what?"

Cody wiggled his fingers teasingly, leaning in on his twin.

"Your turn." He smiled.

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