DISCLAIMER: I OWN NOTHING FROM THE SUITE LIFE SERIES OR CHARACTERS!

Zack and Cody stepped out of the cab that had taken them to the local movie theater. There was a cold winterish breeze that threatened to give Cody a chill. He was practically a toothpick with paper skin. Zack on the hand was perfectly fine. His athletic, toned body kept him warm. Add that in with his wool jacket, and he was practically sweating.

They slowly walked up to the ticket booth. Cody was halfway frozen and held on to Zack like he was a heater. Zack didn't mind. He actually thought it was pretty cute, but he would never tell Cody that!

"Z-z-z-ack?" Cody said shivering.

"Yeah Codes?" Zack replied a little annoyed by how slow the line to the ticket counter was going.

"Th-thank you for br-br-bringing me."

"No problem little bro."

It took about 15 minutes for them to reach the front of the line.

"Hi, two for 'Love and Other Drugs' please," Zack said pulling out a twenty for the guy.

"Can I see some ID please?" the bored looking guy behind the glass asked.

"I don't have a car; why would I need a drivers' license?" Zack replied spitefully and trying to act cool.

"Well it's obvious you're not old enough for this movie."

"My friend Mr. Lincoln would reject to that comment," Zack said waving a five dollar bill like it was a fan.

"Zack!" Cody shouted behind his super thick scarf.

The ticket guy sighed and rang up two tickets and Zack cheerfully handed over the twenty and the five.

"Enjoy the movie, sir."

"Thanks!" said Zack.

"That wasn't a very honest, Zack," Cody said. Now that they were inside the theaters, Cody was starting to thaw. He hung onto Zack pretending to still be cold.

"So, it worked didn't it?" Zack said walking to the snack bar.

They ordered a medium popcorn for them to share and two medium cokes. They got into the theaters a couple of minutes before it actually started. There were only like 4 couples in the entire move theater. Some eyes fell on them when they walked in.

"Zack, people are looking," Cody whispered as he and Zack walked up the steps to the top.

"Don't worry about them. It's not like we're here as a couple or anything," Zack said. He wished that they were watching this movie as a couple. It would probably less awkward and more fun. Zack imagined kissing Cody's soft lips. He couldn't help but smile when he thought about that.

"That's true," Cody said, oblivious to the small look of hurt in Zack's eyes.

Cody wanted so much to be with Zack that it hurt. Even when the movie started, he couldn't get his mind off of what he had done earlier. The mere thought was enough to give him a small tent in his pants. He hid his almost boner by putting the popcorn bag over it. Zack hadn't seemed to notice. He was too busy scarfing his face and watching the movie. They got to a sex scene in the movie (A/N: I haven't seen the movie personally. I just figured since it was rated R it would have a sex scene XD) and Cody couldn't help but blush. Zack had his mouth open with a handful of popcorn frozen midway to his mouth.

Zack gulped and took a sip of coke, suddenly thirsty from all the popcorn. He looked at Cody who was blushing a deep crimson color. He looked down and saw the tent that had formed in Cody's pants. Zack suddenly blushed, unable to take his eyes off of Cody's pelvic region.

Cody looked out of the corner of his eye to see that Zack had a boner. He then looked and noticed that Zack was staring at his boner. Cody suddenly became embarrassed.

"This movie is getting pretty sexual, huh?" Zack asked noticing the Cody starting to get uncomfortable.

"Yeah," Cody said still very embarrassed.

Zack kept his eyes on Cody's boner and decided to be brave. He reached out slowly with his hand touched it.

Cody gasped at the sudden feeling of someone touching his dick.

"What are you doing?" Cody whispered so no one would get curious themselves as to what all the noise was about.

"I don't know," Zack whispered back, slowly rubbing Cody off as the sex scene continued.

Cody let out a small moan, trying to keep it down so no one would hear. The scene was about to reach its climax and so was Cody.

"Zack, stop! You're gonna make me cum!" Cody whispered somewhat loudly.

Zack kept rubbing through Cody's jeans. After about 10 minutes of rubbing, Cody had came in his pants. He shuddered as he rode his orgasm out. Zack lifted his hand off of Cody's now wet jeans. He rubbed his fingers together feeling the wet and sticky cum.

"Zack!" Cody's yelled not caring how loud he was. Everyone around them glared at them. Cody and Zack slowly snuck out of the theaters and into the bathroom.

Cody went into a stall and started to clean himself off. His cum was everywhere. His boxers were completely soaked. Zack had turned him on so much. Cody blushed when he remembered Zack's hand rubbing him through his jeans.

Zack waited outside the theater for Cody. He knew that it was going to be a very awkward ride back to the Tipton. His mind went back to when Cody had had his orgasm. It had made him so horny to hear Cody moan and feel him shudder.

Zack shook his head, trying to clear his mind of all his perverted thoughts. He had managed to call a taxi right when Cody had walked out. Cody got into the cab first so he wouldn't freeze, and Zack slipped in after him. They didn't talk to each other the whole ride back.

Zack paid the cabbie, and they walked into the hotel and to the elevator. The elevator dinged when Cody pushed the button. He pushed the button for the 23rd floor and the elevator doors closed.

After a couple of minutes, Zack turned off the elevator about mid way up.

"Okay Cody, we need to talk," Zack said turning to Cody.

A/N

Hey guys! I'm so sorry that this chapter took so long. I've just been really busy during school and lazy when school finally ended. School starts next month. So I'm going to try to put out another chapter before then. Hopefully I'll be able to. I'm also going to have my friend yell at me until I post chapters. Thank you all for reading! It makes me feel special :P. I hope you enjoyed this chapter. It was great fun to write.