Breathe in, breathe out. Breathe in, breathe out. Wheatley repeated these steps as he endlessly paced around his apartment's living room. Wringing his hands he fidgeted about, growing increasingly nervous. He had never been prone to panic attacks, though his heart beat at a break neck pace and he heaved in and out so quickly that it seemed as though he was about to delve into one.

"Oh, bloody idiot, running late again... How does somebody with such a fast paced mind manage to be so slow!?" Wheatley complained aloud. Though he spoke of his peer in such a rude fashion, the brunette had the utmost respect him. How fondly he remembered the day of their initial meeting...

"Moron! Hey, moron! Get in here!".

"It's, uh, Wheatley actually. Would much prefer to be called that. Not a moron, y'know...".

"Yeah yeah, whatever. Listen, we've got a new intern on team and I need you to show him around."

"But I've got a lot of files to-".

"Tough luck. He's waiting for you in the break room. Get to it.". Wheatley grimaced as the burly man stomped away from him. His superiors could be such idiots sometimes. He sighed and started trudging towards the break room. His hatred for interns was so strong you could practically see fumes coming out his ears. Interns were more often than not obnoxious, snobby high school drop outs. They never payed attention to anything he said so there was practically no reason for him being there. Even worse was the fact that any mistakes they made would be blamed on him.

Wheatley had soon arrived at his destination -much too soon for his tastes- and straightened his back. Adjusting his tie he cleared his throat to get the attention of the intern currently admiring a model of the solar system on the counter. He turned around quickly and greeted his peer with a small smile. Whether it had been the surprise of the unusually friendly gesture or the boy's shocking appearance he wasn't sure, but something caused him to violently tug on his tie and therefor choke himself out.

"Uh, a-are you alright?" The intern asked as Wheatley coughed and sputtered. The shorter one of the two managed to fix his tie and regain control of himself quickly.

"Oh, ah, yes I'm fine. Thank you." Wheatley said quickly, averting his eyes. The intern gave a small giggle at that. It was then that Wheatley had taken notice of how incredibly squeaky his voice was. In fact he was pretty close to having a lisp. He hadn't heard anybody with a voice quite like his.

"Will you be the one showing me around?" The intern asked. His co-worker nodded quickly, almost forgetting why he'd come in the first place.

"Right, right, follow me, eh... What was your name again?" He asked.

"It's Neil, Mr. Wheatley." Neil said. Wheatley made a mental note of that.

"That's not my last name." he laughed. "It's actually my first name. Bit odd, though. So I can see why you'd think otherwise.". After a good laugh the two set out to explore the facility, Wheatley explaining just about as much as he could. Though he would often find himself getting caught off track when he looked back at his peer.

He couldn't help but admire his features. Lanky figure, curly, unkept red hair lining a pale face, a goofy gap between his teeth and gorgeous brown eyes complimented by deep, dark bags underneath. Wheatley couldn't find a single thing he didn't like about this picture. In fact, for some reason he couldn't help thinking Neil was a little cute. Or a lot cute. Adorable, really.

"And that should about cover it." Wheatley finally finished. Neil gave an exasperated sigh.

"Geeze, that's a lot to remember. I dunno how I'm not gonna forget!" he remarked. The brunette gave a small chuckle at this, and patted him on the back.

"Ah, it's not too hard once you get used to it. I'll help you out if you forget." He assured him. The red head smiled at this and pulled Wheatley into a tight hug. The shorter one was surprised at this, being that it had come out of the blue and that it was unusual for two men with a purely professional relationship. But he didn't object to it, having to admit that he wanted to hug Neil back.

"W-well, I'd best be going back to my cubicle now... But... do you want to maybe... catch up later...?" Wheatley asked shyly.

"Okie dokie! See ya then!" He replied, hopping away happily. Wheatley sighed and shook his head happily. Sharing that hug with Neil had left the brunette in a particularly blissful mood. Although he was quite sure sooner or later he would be drowning in a sea of mixed emotions about the whole subject. He had to stop doing this to himself.

Wheatley was suddenly snapped back into reality as a loud knocking on his door commenced. He took a nervous breath and straightened his tie. He forced a weak smile on his face when he answered the door, but the sight of Neil standing there tore it right off. He could feel his face flush and his heartbeat pick up greatly.

"Hi, bud!" Neil chirped. The brunette cracked a small grin at this and cleared a path so that his friend could enter.

"Hey there, Neil. Go ahead and make yourself at home." Wheatley said. As the red head stepped into Wheatley's apartment he took great care to observe every detail he could.

"Nice place ya got here!" He remarked. "So anyway, what did you want me over here for?" He asked. A frown spread across Wheatley's face. His stomach twisted into knots at the question. He averted his eyes as a feeling of uncomfortableness spread through the air.

"A-actually... There was something I wanted to tell you, Spacey." Wheatley admitted. The space loving man paused, perplexed by the twinge of anxiousness he could sense in his friend's voice. He hoped nothing was wrong.

"Okie dokie, what is it?" Neil asked. Wheatley shifted nervously, not quite sure what to say. He sighed and looked up at Neil in the most serious manner he could. Confessing your feelings to someone was not the easiest task.

"I... I... This is probably really sudden..." he mumbled. "Ah, Neil. You're a really good friend, you know?". Neil beamed and bopped his companion on the nose.

"You're a good friend too!" He replied. The brunette's face took on a deeper shade of pink.

"Well... that's just the thing. I think that.. I'd like to be... more than your friend, y'know?" he said. The taller one cocked his head in confusion.

"You mean like a best friend?" he asked. Wheatley sighed. Neil was so innocent it hurt. In fact his innocence only made him that much cuter, which, in turn, made it so much more difficult to explain his feelings for him.

"No... I mean... What I mean is..." He murmured. "Look, Spacey, what I' trying to say is that... I... I-I like you. That's what I mean.". Wheatley gained a bashful expression and scanned the other's face for disapproval. He couldn't find any signs of it, as Neil's face hardly changed at all. Yet again he cocked his head to the right.

"Liiiike... you like me like me?" He asked playfully. The brunette nodded, a twinge of shame in his eyes. Neil paused and looked away, seemingly pondering the concept. Wheatley groaned at the look of genuine thought on his face. He plopped down on the couch, arms crossed over his chest. What was the point? Neil was too dense to understand what he was trying to say. He was just a stupid kid. "Soooo... you wanna be my boyfriend?" Neil asked, plopping down beside Wheatley.

"Are you mocking me?" Wheatley asked, taking on a defensive tone. Neil scooted closer, putting his hands on his friend's right shoulder.

"Do you wanna kiss me?" He asked.

"H-Hey, now why don't you quit teasing me!?" Wheatley grumbled. Neil took him by the shoulders and turned him towards him. The brunette's visage softened, redness overtaking most of it. "What... What are you...?".

"Don't you wanna kiss me?" Neil asked again, this time his voice getting all syrupy. Wheatley couldn't help but smile shyly at that.

"Well... I-I suppose-". Before he could finish, Neil had shoved their faces together and the two had locked lips. The kiss was soft and gentle. Wheatley found himself in shock for a moment before he calmed himself and returned the kiss. After a moment it had been broken and the two were left with warmed and reddened faces. Neil took immediate action and pulled his companion closer, sufficiently suffocating him with a loving squeeze.

After he had been released, Wheatley sighed gratefully. He laid his head against Neil's chest with a content sigh. He looked up at the red head, a dreamy look in his eyes. He looked down, the same expression painted on his face. The look suddenly vanished, and replaced itself with a much more suggestive one.

"...What?" Wheatley asked, slightly uncomfortable. Without reasoning, Neil pulled him into another kiss, this one much more intimate. His tongue pushed passed his lips and began to explore his partner's mouth. The brunette was taken aback by this, but he didn't complain. Their tongues intertwined and battled for dominance until the kiss was broken. Wheatley stared up at Neil in astonishment, his face reddening. He had never imagined someone so seemingly innocent to be capable of acting in such an inappropriate manner. But that only made him so much more attractive.

"S-Spacey..." He whispered. The taller one of the two grinned. He grasped Wheatley's hand and lead it towards the bulge steadily growing in his pants. A wave of warmth rushed over him as he looked down at it. He averted his eyes momentarily before looking back up at him. "O-oh my... Neil... Are you s-sure that's such a g-good idea...? " He asked anxiously. Neil hesitantly nodded, taking on a softer expression.

"Y-yeah..." Neil said. Wheatley nodded in turn, and lead him into his bedroom. The two sat down on his bed, which seemed shockingly comfortable. Neil immediately began to unzip Wheatley's pants until he swiped his hand away. The red head's head snapped up, as he was perplexed by the other's behavior. "Oh, uh, s-sorry...".

"I'd like to go first, if you don't mind." Wheatley said. Without waiting for a response, the brunette unzipped Neil's pants and reached into his fly, lightly brushing against his hard member. Neil gasped quietly at the sudden feeling. "Mmm...". Wheatley closed his hand around Neil's member and began to slowly stroke him up and down. At this point Wheatley could feel himself getting hard as well. Neil's breathing became faster and sharper, his cheeks now beet red.

"Oh, Neil..." He sighed, increasing his speed. "Don't be afraid to make noises. I want... I want to hear you scream." He added, adding emphasis to the last word. As commanded, Neil let out subtle squeaks which quickly escalated to loud moaning when Wheatley yet again sped up. Neil let out a final cry of pleasure as he reached his climax.

"Nnggh- AHH!" He cried out. Immediately afterward he collapsed in Wheatley's bed, still panting and moaning. The brunette smiled at this, leaning down to deliver a delicate kiss to his cheek.

"Was that good...?" He asked. Neil nodded, still quite out of breath. Once he had regained his composure he rose from his place on the bed. He got down on his knees and removed Wheatley's member from his pants. He slowly slid the length of it into his mouth.

"O-Oh God..." he moaned. Neil smiled to the best of his ability and began slowly but steadily sliding it in and out of his mouth. Wheatley shuddered at the feeling, his body now covered in goosebumps. "Ohhhh... Ohhhh...!". The redhead removed his partner from his mouth, a thin string of drool connecting each other.

"Am I doing well?" Neil asked sweetly.

"Oh man alive, Neil, don't stop!" Wheatley commanded. Neil gave a light hum before he touched his tongue to the base of Wheatley's dick, slowly making his way up the shaft of it. The brunette squeaked and squirmed at this. "N-Neil, keep going!" he repeated. Neil paused, occasionally flicking the head of Wheatley's penis with his tongue.

"Hmmm... What's the magic word?" He asked playfully. The shorter one grimaced at the question.

"C-C'mon, Spacey...". The red head raised an eyebrow at this, a smug grin on his face.

"I..But...". Wheatley sighed in defeat. "P-please...?" He huffed, a desperate look in his eyes. Neil shrugged and smiled.

"The magic word was actually space, but you did ask nicely." He giggled, resuming his sucking. Wheatley immediately felt the pleasure of Neil's tongue caressing his manhood.

"Ooohhh..! A-aahhh!" He moaned. He quickly grabbed hold of his partner's shoulders and forced himself farther inside his mouth. "O-oh god, Neil..! I-I'm going t-to...!" He hollered, nearly at his peak. In response to this, Neil shoved Wheatley as far back into his mouth as he could manage and braced himself. The brunette screamed in ecstasy as he thrust his hips forward, an explosion of cum erupting in Neil's mouth. The red head flinched at this, disconnecting from Wheatley.

No sooner than this occurred had he swallowed the hot, sticky substance with momentous joy. Meanwhile Wheatley flopped down on his bed, clearly out of breath from the recent events. His eyes wandered over to the sight of his companion lapping up the remaining mixture of cum and saliva coating his lips and trailing down his chin. To this, a light blush ran across his cheeks.

"Ahh... That was fun, huh?" Neil asked, inviting himself to occupy the space next to his superior. Wheatley nodded in agreement.

"Oh, yes. Best I've felt in ages." he panted. Neil hummed to himself for a moment, a thoughtful look on his face.

"...Wanna go for one more round?" He asked. Wheatley grinned.

"Sure..." he replied. With that, Neil sat up and began removing his shirt. It was then that Wheatley felt a queasy feeling developing in the pit of his stomach at this. The red head had quickly stripped down and turned towards his partner.

"What's wrong? You're okay with this, right?" Neil asked, a frown plastered to his face. Wheatley bit his lip and turned away.

"Y-...y-yeah, I-I'm just a little nervous, I am..." he replied, a bashful look in his eyes. Neil nodded understandingly. He scooted closer to Wheatley and intertwined their fingers.

"Don't be nervous. It'll be fun!" He assured him. The slight smile returned to Wheatley's face.

"Y-you're right..." he said. Neil crouched over him and began to peel off his clothes. As he did so, he nuzzled him lovingly. Wheatley instinctively replied by nuzzling him back.

"I promise I'll be gentle." Neil whispered. By this time Wheatley too had removed all of his clothes but his glasses, Neil insisting he keep them on.

"Why do you want me to keep them on so bad?" Wheatley asked in an annoyed tone.

"I... I just like them. You look cute with them on!" Neil argued. Wheatley grimaced at his friend's choice of vocabulary.

"I am not cute." he insisted. Neil rolled his eyes at this.

"Okay, okay. Just keep them on, okay?" he said. Wheatley sighed but nodded none the less.

The two began a slow kiss, which quickly escalated to making out. After a fifteen second period, the smaller of the two broke away and began softly nibbling and sucking on the taller one's shoulders. Neil shuddered at this, his breathing ever so subtly intensifying as Wheatley began to drag his tongue down his body. The soft matter tickled his soft, pale skin making him want to squirm. The brunette had earned a soft little gasp from the red head when he reached the base of Neil's member. He wrapped his lips around as much as he could fit it into his mouth, massaging it with his tongue. After a minute or so of this, Neil nudged Wheatley off, insisting they get on with it.

He pulled him into a gentle squeeze and ran his fingers through his chocolate hair before laying him gently onto a soft stack of pillows.

"Okay... Y-You ready?" He asked, now beginning to feel a twinge of nervousness himself. Wheatley nodded slowly and braced himself for the oncoming feeling. Neil bit his lip and slowly entered Wheatley, watching him for any signs of discomfort.

"O-ohh..." The brunette moaned softly. Neil took this as a sign to continue. He slowly but steadily began pumping in and out of Wheatley, a groan being emitted as he did so. Wheatley gripped the bedsheets tightly in his clenched teeth and gritted his teeth. "Owowowow...!" he whined. Neil immediately pulled out, a worried look in his eyes.

"S-sorry! Did I hurt you? Do you want me to stop?" Neil asked urgently. Wheatley loosened his grip on the bedsheets.

"N-no, I'm fine. I just n-need a moment to adjust is all... Go ahead and keep it going.." he replied.

"You sure...?" he asked. Wheatley nodded. "Um, okay then...". Neil resumed his initial position, taking extra care to be as gentle as he could manage. Eventually the brunette had become accustomed to the feeling and allowed Neil to increase his speed. The two went at it for minutes on end, panting and moaning with each orgasmic thrust.

"A-Ahh...! Wheatiiiiie...!" the red head squealed. Wheatley winced at the stupid nickname but quickly forgot about it in his pleasure.

"Oohhh... Spaceeyy...!" He replied. Neil began to pepper Wheatley's shoulders in soft nibbles, not biting hard enough to cause pain yet still enough to make him shudder. And shudder he did as his sweat wracked body trembled with pleasure. He buried his face in the other's chest for fear of embarrassing himself with his noises. Despite this, he moaned loudly, squirming beneath Neil.

"Ohhhh... Ahhh...Ahhhh!". Wheatley felt himself getting close to his climax.

"N-neiill... Fasteerr...!" he ordered. As commanded, Neil went as fast as humanly possible, panting and squealing as he did so.

"Ahhh! Wh-Wheatley, I think I'm gonna- NNNGGHHH!" Neil cried out in ecstasy. He finally climaxed, cumming inside of Wheatley. Wheatley moaned at the feeling, sending him to his peak as well. The feeling left no sooner than it came and the two sighed as their orgasms died out. The activity had left them out of breath, lower bodies burning intensely as well as Wheatley's glasses fogged up.

"Ooohhhh Neil..." Wheatley sighed, still quite out of breath. The redhead snuggled up next to Wheatley and wrapped his arms around him. He pulled the covers over them as well.

"That felt soooo good..." Neil cooed.

"Yeah... Yeah it did..." Wheatley agreed. He rested his head against Neil's chest, sighing contently. He rubbed his cheek lightly against his partner's smooth, soothingly warm skin. The soft thumping of his heartbeat was enough to begin lulling Wheatley to sleep.

"You can stay the night if you'd like." Wheatley offered, tracing imaginary lines on Neil's back. The other grinned at this, obviously pleased.

"I'd love that." he said. For the next ten minutes the two laid in silence, nothing but the sound of each other's quiet breathing to break the silence. Wheatley was the first to speak.

"Thanks..." he whispered, closing his eyes.

"Hm? What for?" The other asked curiously.

"Everything." Wheatley replied. Neil paused for a moment, unsure of how to respond. He pulled the brunette closer, delivering a kiss to his forehead.

"I love you, Wheatie." Neil cooed. Wheatley perked up at this. He opened his mouth to object to the nickname, but he stopped himself. How unfortunate would it be to ruin such a wonderful moment? Instead he simply smiled and returned the hug.

"Love you too, Spacey."