AN: Hello,

Wow, thanks for the reviews :) we are getting into the heart of the story now I think. I am trying very hard to do every character justice. As I had a French review I decided to reply in French :)

M. Holmes- Un grand merci pour la belle revue . Il m'a fait très plaisir et ce était bien de travailler le français, je ne reçois pas de pratiquer mon aîné langue de l'école beaucoup plus . Désolé si ce est plein d'erreurs mais je suis en utilisant Google Translator heehee

Emijonks, thanks for reacding this fic too- I was actually worrying about my choice to kill off Naruto when I started this but I think it needed to happen. And when I read the manga I couldn't help but think 'what if' you know...?

Optimistic snoopy, was this update quick enought hehe ;p

Yukito Happa, thank you for the wonderful review. I am so glad you are enjoying this fic and think I am doing a good job with the characters. I think that Gai and Sasuke can be hard to write sometimes so it is good to hear positive feedback.

This chapter is a flashback one, which is why it is in italic. Warning- angst, romance and misunderstandings ahead! Merry Christmas people!

Chapter 14

Kakashi headed out of the small shop with two bags, its contents clicking together. This day was the two year anniversary since the kyuubi attack. Kakashi was sixteen and he had never had a drink before, except that time his sensei had allowed him a sip of his own sake when they celebrated the new of Kushina's pregnancy. Sensei...

No, Kakashi couldn't think about his sensei... he had to forget, it was just too painful on this night. That was why he had purchased the bags of various alcoholic drinks. He knew his ANBU colleagues always went for a drink after difficult missions, to forget the deeds they had just committed. To alleviate their guilt. And that is just what Kakashi needed to do right now.

As Kakashi rounded the corner of the street he had been walking down, he heard the usual call.

"Riiiiiiiiiivaaaaaaal!"

Oh no...not tonight. Kakashi just wasn't in the mood.

"Hey! Rival! Stop walking!" The green blur caught up to him, he felt a warm hand on his shoulder and was swung round to face the older teen. "I challenge-" Gai paused. What was with that scowl on his rival's face? Admittedly, yes, he didn't always look happy to see Gai, but he usually looked mildly bored, not hostile. And Kakashi's eyes looked slightly bloodshot. Whether from lack of sleep or crying it was hard to tell.

"Rival, are you OK?"

"Yes."

As Kakashi shrugged out of Gai's grip the clink of bottles could be heard.

"Oh, you must be having a most youthful gathering of-"

"No, Gai, I'm not. No, you can't join me. I don't have time for this." And without another word Kakashi stalked off. Unperturbed, Gai called after him:

"But what about our challenge?!"

"There isn't one," the silver haired sixteen year-old called, without even looking over his shoulder, until he had disappeared from view.

Gai sighed at his rival's rudeness and walked away. He really hoped Kakashi wasn't this rude to everyone. He wondered why he was being especially-

That's it.

The anniversary of his sensei's death.

Gai paused, torn between running after his rival and pulling him into a manly yet soothing hug, or giving him his space. He decided on the latter. Kakashi really didn't like anyone interfering in his business. Yet the unease in his stomach made him feel slightly sick as he headed to his own home.

Midnight. Gai tossed and turned but he couldn't sleep. Thoughts of his rival kept him awake. No matter what mean things Kakashi said to him, the young man must be lonely. It was this that caused Gai to rise from his bed, shove on a jumpsuit, and creep across the rooftops to Kakashi's home.

He needn't intrude on his rival's privacy; Kakashi didn't even have to know he was there. He would just check on him, that's all. He just wanted to make sure he was OK, so he could sleep.

Yet as Gai peered through the window he saw no sign of the silver haired ANBU. There was clear evidence he had been there, like empty sake and beer bottles littering the floor, broken china and noodles that had clearly slid down the wall not so long ago- Kakashi must have thrown his dinner against the wall in rage or despair.

Another shinobi may have taken that as a sign to go home and not get involved in something so troublesome, especially if it could turn violent. But Maito Gai was not another shinobi.

He searched all over Konoha for the man, but it didn't take long to find him. He had been where Gai suspected- at the memorial stone.

Kakashi was sat on his knees, crunched forwards as he mumbled into his hands. For Gai, who had never seen him in such a sorry state, it was a huge shock. As he knelt beside Kakashi he nearly winced. The young man stank of booze.

"Kakashi," Gai placed his hand on his shoulder and shook him gently. "We need to get you home to sleep this off."

"Go away," the man mumbled, slurred. "Stick your goodie fucking goodie nose in somewhere else."

Gai sighed. "Kakashi..."

"You'll never be Obito. He was my best friend. And the third could never be Minato. No one will ever replace them. So just fuck off."

Gai was irritated now. Kakashi had struck a nerve. "I never wanted to replace, Obito; I'm your rival, I already had that place in your life." Gai smirked at the memory of his first challenge to Kakashi. "No one will ever replace your team, Kakashi. It is perfectly fine to mourn them and remember them. But you have to move on with your life too, you cannot dwell on the past like this."

"...But I can't. Everyday I see them, Gai. They watch me, they judge me. They accuse me. I failed them all, I let them-"

Here Gai pulled Kakashi up. "No! You didn't allow anything of the sort. I will not sit here and let you say that, feeling sorry for yourself. Get your sorry ass up!"

He pulled Kakashi into his arms and carried him home.

Kakashi had to admit it himself, but had liked the feeling of being in Gai's arms. To let go of everything and let someone help carry his burden. Gai's arms were strong and warm.

Gai had forced Kakashi to drink as much water as he could and put his rival to bed. Just in case anything else happened, he slept on Kakashi's sofa. He would watch over his eternal rival and make sure he didn't do anything else stupid.

It was after he had fallen asleep for a few hours himself that he suddenly felt the weight of someone on his lap, straddling his waist.

"Gai..."

He couldn't believe what he was seeing. Kakashi was dressed in nothing but his mask and he was nuzzling Gai.

"Kakashi- what-"

"I need you to help me forget. Please, Gai, take me, punish me, make the pain go away."

Gai was too dumbfounded to speak. Kakashi used the opportunity to press himself up to Gai and kiss him, gently biting Gai's lower lip. "Please Gai, I thought you cared about me..."

Gai's brain suddenly seemed to start working. He pushed Kakashi off him.

"I do care for you Kakashi, more than I have cared for anyone else, which is why I can't do this. I can't take advantage of you."

"It's OK. I have slept it off. But I can't sleep long. Ever. They come to me in my dreams. You're not taking advantage, I want this."

"But I don't." Gai was lying, of course, but Kakashi didn't need to know that. Gai loved his rival, and thought of him often. If it weren't for the circumstances, this would have been a dream come true.

"You can have me any way you want, you can take me roughly, I will be your whore. Just... just make me feel something... anything else but this..."

So that's it. Kakashi wanted Gai to treat him as if he was dirty and undeserving of love. Well that was something Gai would never do. He was Kakashi, who was grinding himself against Gai's sex, but he would never treat the man as anything less than the one he loves.

"Kakashi," Gai kissed his forehead and stroked silky silver hair, trying to ignore his growing arousal. "If you want me, I'm yours. But I would never hurt you. You can't keep punishing yourself. None of it was your fault."

"So you won't help me..." Kakashi's eyes were wet. "Why would you want to to be with someone like me who allowed-"

"Enough Kakashi! You're beautiful, but I won't do this to you. I won't hurt you. Sex isn't supposed to be about this, it is beautiful and loving."

"I'm not like you, Gai, I don't deserve beautiful or loving. That's why I've never..."

Kakashi was a virgin? That was rare among ANBU, even ones his age. No one had ever loved Kakashi, Gai thought. No one had ever shown him how special he was. This was difficult for Gai, part of him was screaming that this was wrong regardless of Kakashi sleeping off his previous state, he was taking advantage. The other part of him wanted to show Kakashi just how adored he was, how much Gai wanted to take care of him, and how much he deserved to be loved.

"OK Kakashi," Gai said, watching Kakashi's expression. "I will give you what you want. But on my terms; I will treat you exactly as you deserve to be treated."

Gai kept his promise. He was gentle, loving, and caring, handling Kakashi as if he were a precious jewel. He kissed him all over, whispered loving words. He pulled off Kakashi's mask, insisting to see him as he made love to him. He couldn't hide his joy at seeing his rival's beautiful face. It was like that of an angel, he thought. He planted butterfly kisses all over, wishing that Kakashi didn't feel the need to hide himself from the world.

Kakashi looked uncomfortable at first, but soon he relaxed and began to enjoy himself. He had never allowed himself to sleep with anyone before, he had always felt he didn't deserve to be so happy.

He had tried to sleep with Gai on a whim, to distract himself from his nightmares. He didn't expect his self-proclaimed rival to care so much for him, to be so tender and gentle. If Kakashi weren't losing himself in his pleasure he would have been afraid of his own feelings; he felt happy and safe in those moments.

When they had both spent themselves, Gai pulled Kakashi to him and held him tight.

"You'll never have to feel undeserving again, Kakashi. I will watch over you. I love you."

Gai's words were soothing and Kakashi allowed himself to be held as he fell asleep again, one of the most peaceful sleeps of his life.

When Kakashi woke the next day he had instantly panicked as he recalled the events of the previous night. He had dropped his guard. He had promised himself he would never allow himself to love or be loved again; he was a curse and everyone he cared for, or cared about him died. Gai was a good honest man, and needed someone better than him.

He recalled Gai's words: Gai loved him. Kakashi couldn't allow that to happen. No matter what Gai said, he knew he was worthless.

Gai woke up to find that Kakashi was gone. Of course he sought his rival immediately. And he found him on a bench in the park reading. Gai was hurt Kakashi had just taken off like that, but he knew that his new lover- his stomach felt giddy with glee when he used that word to describe Kakashi- must have a good reason.

"Kakashi," he beamed, determined not to let his hurt show.

"Gai."

So they were back to their usual games already. Gai smiled, glad Kakashi wasn't upset anymore and that he wasn't being awkward after their love making.

"So, my beloved rival," Gai said, noticing Kakashi winced slightly at his choice of words. "Shall I treat you to breakfast?" Gai wanted to show Kakashi just what a youthful gentlemen he could be. He hoped last night would be the first of many now they had started their beautiful courtship. After all Kakashi had never been with anyone else and had allowed Gai to passionately sweep him off his feet.

"Nah, I've already eaten."

"Oh. Well how about a morning jog around the-"

"Look Gai, if you're after a challenge, I'm not interested."

Gai stood back, clearly hurt. "What? Of course not, I just want to spend time with you after-"

Kakashi stood quickly. "OK, then, gotta go."

Gai grabbed Kakashi's shoulder. The other man tensed. "Kakashi please, we need to talk about what happened-"

"Nothing happened," Kakashi said coldly, and walked away from Gai's touch.

"Kakashi..." Gai whispered as tears spilled from his eyes. Moments ago he was elated that he had finally found happiness. His dreams had been tarnished with his love's indifference.

Kakashi meanwhile, had to hold in his own tears as he continued away, never looking back. He was nothing but trash after he had allowed all of his friends to die. He had killed Rin, the girl who loved him, with his own hands. He wasn't good enough for Gai and didn't deserve such love and affection. As much as being so cold to Gai hurt him, he knew had to be cruel to be kind.

He was sure he was doing the right thing and Gai would soon forget their night together. Gai was a good honest man after all, even if a bit crazy (in an adorable way Kakashi couldn't help but add). He would soon find a decent and kind lover.

Kakashi had to be alone to protect anyone from getting hurt again. And to protect himself. He didn't think he could lose another loved one. So he wouldn't allow himself to love or be loved.

But Gai never forgot that night. Gai blamed himself for Kakashi's reaction, sure it was because he had indecently taken advantage of his sweet rival. He was disgusted with himself. Gai swore he would never take advantage of his rival sexually again. He loved him too much to hurt him. But he couldn't stop caring for Kakashi or wanting to look after him, even if he could never be with him as a lover.

The memories of that love was bittersweet for Gai, and although Kakashi had rejected his love, he would never stop caring for him , no matter what. He would always watch over his rival. He would always love him.