A/N: Here ya go, puppies, its chapter four and it's HAPPY to see you! And it's out so fast! Woot! Be excited! This one finds me in a happy mood at 1:30 in the morning. You have the Red Sox to thank for this. If they hadn't won I wouldn't be in this great a mood and probably wouldn't have finished tonight. So y'all better show them some R-E-S-P-E-C-T. Red Sox, World Series Champions. Such a nice ring to it, ne?

DEDICATION: Entirely to PFB. Carrie, this one's for you, even though you've read some of it already. I know I was supposed to have some big cool thing in here that I told you I'd put in for you when you read the last chapter, but I honestly can't remember what it was. It had nothing to do with the story, just some random thing I was going to write in your dedication. And now I can't remember. Mehhh, I'm sorry. I'll remember eventually, I know it, and then I'll stick it in a later author note. Forgive me! Mayors of Dorkville forever!

IMPORTANT INFO: So it's pretty much along the same lines, more makeout scenes, more angst, more of Freddy being a big loser. A bit more pervy than usual, though I managed to get around writing some of the more sexual parts and just hinted at what was going on. There's an angsty ending, and I also have Freddy wearing makeup at one point. This is not supposed to be any sort of drag reference or anything. I just think that it's possible for a male prostitute to wear makeup. And to anyone who thinks guys in makeup look bad, go watch Velvet Goldmine and then get back to me on that one. John Rhys-Meyers is fucking hot with blusher. Sex on a stick. All I have to say.

DISCLAIMER: I still own no part of School of Rock or anything else worth any real money. Cept the cool tings I've bought on eBay. And they don't count.

CLAIMER: As always, I own Freddy's stellar wardrobe. I think that's it for this chapter.

SHOUT OUT: To pltzchen. I just reread your review on this where you were like "I was listening to my headset and guess what song came on! Walk this Way by Aerosmith!" Funniest review EVER, no shit. So you get a shout out. Cause you're cool. :D

FICLET!

An extremely annoying sound. Over and over and over and…Freddy opened one eye, his mind slowly registering the sound as his alarm clock. He glared balefully at it. "Fucking thing." Then, he realized it had been going off for some time…about an hour, to be exact. How the fuck didn't I wake up? Then it hit him. Oh yes…the LSD. He realized he should be more worried about being about a half hour late to class already, and by the time he got done dressing, it would be sooo much worse…but for some reason that didn't bother him in the least. He sat up and nearly fell back over. The entire room seemed to be swimming. "Shiiiiit." Freddy attempted to get out of bed and still end up on his feet, but it didn't work too well. He ended up on his feet, alright, but only after scrambling on his stomach to the edge and rolling off. He nearly fell over once he stood up; the entire room wavered before him and he felt like he would be sick to his stomach.

Crossing the room was just as much of an ordeal. He walked half bent over, both hands over his mouth to prevent throwing up, which he figured would definitely happen sooner or later. He made it halfway to the dresser before thinking better of it; it was just too much walking and sooo unnecessary. I can totally just wear these clothes to school. Pulling a ski cap over his hair, he headed for the door, still bent over. He just hoped he wasn't running too late…

Zack tapped his pencil rapidly on the desk, trying hard as he could to avoid looking at the door. He'd been looking almost every other minute and he knew soon he'd get in trouble for not paying attention. Besides, no matter how often he looked, Freddy wasn't there.

Was it something I did? Did I fuck up? Was I not supposed to kiss him back? Was he serious when he told me to tell him to stop? The pencil tapping grew more and more rapid. The teacher cleared her throat loudly and Zack froze, pencil stopping mid-tap. "Sorry," he mumbled.

The door burst open and Freddy staggered in, not quite bent in half but pretty damn close. He had one hand to his stomach as though he would be sick any minute. A black ski cap hid his hair completely, but that wasn't the worst part of his outfit. He was wearing pajamas…bluish-purplish plaid pants with a black wife beater…and pair of battered red converse sneakers, completely undone, laces flapping loosely about his feet. He totally clashed and looked like he had been pulled out of bed and flung into the room.

"Mr. Jones," the teacher said disapprovingly. "How nice of you to join us…I'm glad you remembered it was black tie attire."

"Sorry, I seem to have missed that memo," Freddy said weakly, stumbling to his seat and practically falling into it.

"Well, as you can see, Freddy, class is about to end. You've missed the whole thing. That earns you a detention."

"Swell," Freddy mumbled. The teacher scowled.

"Make that two detentions."

"Terrific."

"You want to try for a third?"

"No thanks."

"Then stop with the mouth."

The bell rang, signaling the end of the period. Zack stood, shouldering his bag and moving to stand in front of Freddy's desk. Freddy groaned. "God, I don't hafta get up, do I?"

"Yeah, Freddy, it's time for Chemistry."

"Oh God." Freddy dropped his head to the desk with a loud thunk. "I dun wanna go."

"Well…sorry…you kind of have to." Zack crouched down in front of Freddy's desk. "Hey…look at me."

Freddy lifted his face and peered blearily at Zack, and Zack nearly fell over in shock. He had thought Freddy had looked bad the day before…that was nothing like this. Freddy's eyes were puffy and had huge purple circles under them to the point where he almost looked like he'd been hit. His face was so pale…worse than Zack had ever seen it, even worse than it had been when they both had caught the flu together when they were seven…the two had been stuck in Freddy's bedroom for a full week while they got over it. Zack had thought Freddy looked like hell then, but that had nothing on now. The blonde looked as if he'd had the flu for a month or more. There was a slight flush of pink across his cheeks, far more than there should have been with the paleness of the rest of his skin. "Holy SHIT, Freddy."

"Huh?"

"You look terrible! How do you feel?"

"…terrible."

"I thought as much. Here…come on." Zack moved next to Freddy and put an arm around the blonde's waist, helping him to his feet. "I'm taking you home."

"No," Freddy mumbled, "Can't go. Gotta stay…missin' too much class lately." Somehow his ski cap had gotten knocked askew and suddenly fell off. Zack caught it.

"Freddy, you're sick."

"No, but I will be in a minute."

"Oh God…are you going to throw up?"

"….it's highly likely."

"Oh God." Zack steered Freddy towards the nearest bathroom. Freddy groaned suddenly, doubling over in pain. "Its okay, come on, we're nearly there." Zack pushed open the door and shoved several freshmen out of the way, ignoring their angry glares as he steered Freddy into a stall. Freddy barely made it there before collapsing and promptly getting sick.

"Oh, gross," one of the freshmen exclaimed. Zack threw an angry glare in their general direction and they scattered. Turning back, he brushed a stray lock of hair out of Freddy's eyes and rubbed the blonde's back gently.

"Okay? You feel better?"

Freddy coughed harshly, a loud choking sound. "…not really. Everything's swimming."

"Okay…just…stay where you are. Just hold on a second." Zack went over to the sink and wet down some paper towels with cold water. Returning to Freddy's side, he wiped the blonde's face off with the cool paper towels. Freddy sighed.

"'m sorry."

"No, don't be. Don't be sorry, Freddy."

Freddy coughed again, a little less than before. "God…" he mumbled. "So humiliating."

"Freddy, you got sick. Everyone gets sick."

"Not like this."

"Like what?"

"…nothing." Freddy's hands ran through his hair and he seemed to finally notice that his hat was missing. "Where's my hat?"

"Right here." Zack handed it over. "It fell off in the hallway. ….you feeling a bit better?"

"A bit."

"Can you walk?"

"…probably." Freddy had no real desire to get up, considering the world was still swimming and Zack appeared to have three eyes.

"Come on, then, I'll take you home."

"No no, Zack, it's okay, really. I'm not sick, it's just…" he broke off.

"…just what?"

Just a bad LSD trip, he thought ruefully, wracking his brain for an excuse to give Zack. "…nothing."

"…okay. Well then I'm taking you home."

"No, Zack, really."

"Freddy, enough with the arguing. Give me your keys!"

"Why?"

"Cause my car's still broken. I'm going to drive you home."

"Zack, no."

Growling, Zack shoved both hands into Freddy's pockets.

"HEY!"

"Dude, you don't give up the keys willingly so I'm taking them by force. You're going home and I'm going to take you there and make sure you go to bed."

Freddy couldn't think of another argument, not when Zack's hands were shoved so deeply into his pockets….and especially not when everything was changing color before his eyes. Finding the keys, Zack stood up. "Come on." Putting his arms about Freddy's waist, he helped the blonde to rise. God…he's so skinny, Zack thought worriedly. He hadn't noticed before just how thin the blonde had gotten. He could feel Freddy's hipbones jutting out harshly, and now that he looked, each rib was discernable. How did I ever miss it? "Okay?" he asked, not even sure what he was asking about.

"Okay," Freddy responded, not sure what he was agreeing with.

The walk to and through the parking lot took twice as long as it normally would. Finally they made it to Freddy's car and Zack helped the exhausted blonde climb in. Freddy promptly curled into the smallest possible human ball way in the corner of the passenger side and for once, Zack didn't tell him to put a seatbelt on. The blonde was obviously completely miserable, though from what Zack didn't know.

If the walk through the parking lot had been bad, the one through Freddy's house and up the stairs to his bedroom was far worse. Freddy's parents were quite well off and the house was huge, the staircase long and winding. Finally they made it to his room and Freddy nearly collapsed into bed, rolling onto one side and letting out a little moan as he curled around his pillow. Zack leaned over him, removing each one of the red sneakers and laying them quietly on the floor. Next came the hat, tugged off with just a bit of difficulty. He leaned farther over, reaching to pull the covers up, and then came the unexpected hand on his wrist. Zack found himself being tugged forwards into bed. "FREDDY!"

"Stay with me, Zack, please."

"…you mean…in bed with you?"

"………please." Freddy's voice was so soft and pleading, so tiny and miserable that Zack couldn't have said no, even if he wanted to…which of course he didn't. Kicking off his own shoes, he crawled into bed beside Freddy, who smiled slightly and then released his pillow, moving instead and wrapping himself about Zack, one leg thrown over Zack's. Zack immediately flushed crimson, but couldn't help but smile as Freddy nuzzled his cheek against Zack's, burrowing into Zack's neck. Zack brushed a lock of hair out of Freddy's eyes and kissed the blonde's forehead. "Sleep," he commanded. "Feel better."

"Once the room stops spinning," Freddy promised. "And everything stops changing color."

Zack felt a brief wave of confusion at that, but pushed it aside as Freddy curled up even closer into him. It was a question that could be answered later.

Freddy opened bleary eyes. He had been having a dream. Like so many of his dreams, it had involved Zack. He smiled a little, thinking back on it, and then closed his eyes, hoping to return to the dream again, and curled up closer to the sleeping human form next to him. In response, Zack's nuzzled closer to Freddy. At that, Freddy's eyes shot open and he was fully awake, staring at Zack in complete shock. So it wasn't a dream! He smiled. Zack looked so pretty while sleeping. Dark long lashes tracing delicate patterns against his lightly flushed cheeks, lips parted ever so slightly as he breathed evenly in his sleep. Freddy's next thought was much more sobering. Oh GOD I totally threw up and he's not even weirded out. He slept here with me. And I'm all gross and scrubby and unwashed. Disgusting. Slowly, determined not to wake Zack, Freddy crawled out of bed and moved as silently as he could to the bathroom, turning on the shower as hot as he could and, grabbing his toothbrush and the pepsodent, he climbed in. Wincing at the heat of the water, he squeezed as much toothpaste as possible onto the brush and began brushing his teeth diligently, trying as hard as possible to get the disgusting taste out of his mouth. "Ick ick ick ick," he mumbled over a mouthful of toothpaste. "Soooo gross." He spat a mouthful of foam down at the drain, then tipped his head back, got a mouthful of water and gargled loudly before spitting that down the drain as well. He had always been one to brush his teeth in the shower, though usually it was because he was late for school and had to seriously multitask.

He scrubbed his hair as hard as he could, loving the feel of the water and thinking how it had been two days since he had showered, shuddering in disgust at the thought.

Finishing up (and thinking to himself how good it was that he had actually been sensible for once), he towel dried his hair into a tousled mess and pulled the plaid pants and the wife beater on again. He silently reentered his room and crawled back in bed beside Zack. Zack opened one eye and looked momentarily at Freddy. He, however, seemed to think he was still dreaming. Closing his eyes, he hummed contentedly and moved closer to Freddy, curling around the blonde. Freddy leaned forwards and gently kissed Zack. Unthinking, Zack pressed gently into the kiss, still half asleep. When Freddy pulled away, he stared at Zack, waiting for some kind of reaction. What he got was Zack sighing, a breathless, pretty sort of sigh, and flopping back against the pillow. Freddy laughed softly. "Silly romantic git." He tugged Zack's shirt up to reveal just the slightest bit of bare skin, stopping just above his belly button. Looking up, he saw Zack still lying there, content smile gracing his lips, eyes still shut. Freddy pressed a kiss to Zack's stomach. There was a slight hitch in Zack's breathing, and then it resumed as normal. Undaunted, Freddy continued, trailing kisses here and there. "Zack?"

"Mmm?"

"Is this okay?" Freddy asked in between kisses.

"Mmm."

"…you sure?"

"Mmmhmm."

"…you're not just saying that cause you're half asleep?"

"MmmMmm."

That sounded like a no to Freddy, but he wasn't willing to take any risks. He crawled on all fours until his face was level with Zack's as he straddled the brunette. "Look at me, Mooneyham." And he leaned forwards and kissed Zack again, deeper this time, fingers tangling in Zack's long brown hair and tugging ever so gently. Zack pressed upwards into it and then his eyes opened, staring at Freddy in surprise. Freddy pulled back immediately, sitting back, his weight resting on Zack's stomach.

"Freddy!"

"Zack."

"What…I…what are you…"

"Oh…" Freddy felt panic rising. "…isn't this okay?"

"Oh…umm…"

"Oh God, it's not. I'm sorry, Zack, I'm so sorry." Freddy moved to crawl off of Zack. Zack grabbed him, holding the blonde where he was.

"Freddy, whoa, geez man, don't jump to any conclusions here!"

"No, really, it's okay Zack, I get it. It's not okay; I shouldn't have assumed it was."

"Freddy! Will you just listen!"

"To what?"

"Freddy: IT'S OKAY."

Freddy stared. "…really?"

"Totally." Zack fidgeted with the bottom of Freddy's shirt. "I was just surprised, is all. I judged by your…um…behavior…on the phone last night…that…that you…you…thought it was all a big mistake."

"…we talked on the phone last night?"

Zack stared at Freddy in astonishment. "…YES." He laughed. "Geez, Freddy, what were you ON last night?"

"Umm….lots of sugar?" Freddy asked hopefully. Zack arched an eyebrow and opened his mouth as though to argue, but Freddy immediately found a way to shut him up. It worked. The question fled Zack's mind and he moaned into Freddy's mouth.

"Mmm…that's better," he mumbled when Freddy pulled away. Freddy laughed and kissed his way down Zack's throat.

"So…can I get this shirt off?"

"Technically you've already had my shirt off," Zack responded. "I think it's my turn to strip you."

Freddy laughed. "Anything for you," he teased, arms sliding up over his head. Grinning, Zack caught the bottom of Freddy's wife beater and pulled it up and off, discarding it on the floor.

"…Wow."

"What's that mean," Freddy asked, fingers playing idly with the waistband of Zack's pants. Zack smiled.

"I lika de view," he said, grinning. Freddy laughed.

"I'm glad you approve." He murmured, leaning forwards to kiss Zack again. There came a knocking at the door and Zack froze, but Freddy didn't stop pressing kisses to Zack's throat.

"Freddy?" It was his father.

"Yeah?"

"What're you doing?"

"…making out with Zack."

At Freddy's words, Zack's eyes widened impossibly huge and he began shaking his head frantically. Out in the hallway, his father laughed. "Okay…have fun with that."

"Oh, I will."

"Is he actually in there, Freddy?"

"Yup."

"I take it he'll be staying for dinner?"

Freddy looked at Zack, who shrugged and nodded. "Yup."

"Okay." They listened to the retreating footsteps, all the way through the hall and down the stairs. Zack swatted Freddy.

"HEY!"

"How could you do that?" Zack demanded. "Why'd you tell your dad we were…were…"

"…making out?" Freddy laughed. "Come ON, Zack, it's not like he believed me!"

Zack paused. "…good point." He smiled up at Freddy. "Kiss me again?"

"You bet." Freddy stretched out, half on top of Zack, fingers still tangled in Zack's hair. "You've got the nicest hair ever," he murmured.

"Do not."

"Zack, do not even argue with me. I know nice hair when I see it…or…touch it…or…" Freddy slowly stopped speaking, staring into Zack's eyes. The slightest smile curved across Zack's lips. "…what?" Freddy asked.

"I didn't say anything, Freddy," Zack replied, obviously amused. Freddy blinked.

"…was I talking?" He asked. Zack nodded, smile growing every second. "Um…what was I saying? OH, right…about your hair. Sorry," he said, smiling, "I guess I just got lost in those pretty eyes of yours."

Zack blushed crazily. "Stop complimenting me."

"I most certainly will not. You don't get enough compliments as it is. I fully intend to smother you in them."

Zack giggled as Freddy began nipping teasingly at his throat. "You'd better not…I don't think I could deal."

"Well you'll have to learn how to, won't you," Freddy said. "Cause there's no way you're stopping me. Zack Mooneyham is the most beautiful…lovely….sweet….intelligent…caring….luscious boy…in all the world."

By the time Freddy finished, Zack was bright red. Freddy laughed.

"Nice blush, Mooneyham. Nice and red. Hmm…" he paused, vicious grin on his face. "…I wonder how far down that blush goes."

Zack smiled, the flush on his cheeks making him look positively adorable, in Freddy's opinion. "…why don't you find out?"

"Why Zackary Mooneyham," Freddy exclaimed, trying to suppress his smile, "is that a line?"

Zack smiled. "That's a full out offer, Jones, take it or leave it."

"Well…who am I," Freddy said softly, leaning forwards, "to deny such an…amazing gift." He kissed Zack again, fingers busy with the catches on Zack's jeans. Pulling back about an inch away, he looked very seriously at Zack. "…you sure about this, Zack?"

"…why wouldn't I be?"

"Well…" Freddy paused, trying to find a way to word it properly. "I mean…we were…just friends…till yesterday…and…we just kissed…yesterday…so……………….what I'm trying to say," he began, louder and clearer this time, "is are you sure you want to do this…with me?"

Zack stared at Freddy, eyes wide and surprised. "Freddy, there's no one else I'd want to do this with."

Freddy smiled hopefully. "You mean it?"

"I've never been more serious in my life."

Freddy stared at Zack with a crazy smile on his face before he leaned forward and kissed Zack again, a rapid kiss. "You're amazing, Zack."

"Not as amazing as you are."

"Hush, Zack, stop denying how ridiculously incredible you are."

"I-"

But Zack didn't get to finish, because Freddy kissed him again, fingers tangling in the waistband of Zack's pants. Pulling back, he looked a flushed Zack right in the eye. "Now," he began breathlessly, "you want me to get these pants off…or not?"

"…………….yes," Zack said, flushing even more.

"Yes what?" Freddy teased.

"Yes…I want you to." Zack's gaze was lowered; he was too embarrassed to look Freddy in the eye.

"…look at me, Mooneyham."

Zack lifted his gaze, looking Freddy in the eye. "Friends?" Freddy asked. "Friends first, before anything else and no matter what happens, come ruin or rapture?"

Zack smiled a bit at the Shakespeare in Love reference, but swallowed hard and nodded. "Friends always."

Freddy smiled. "Always….sounds pretty damn good to me." And leaning forwards, he pressed a quick kiss to Zack's lips. "…you ready for this?" he asked softly, voice sounding a bit unsteady.

"…as ready as I'll ever be," Zack replied. Both boys were nervous, both seemed unable to look the other in the eye. Freddy crawled down the bed a ways, face level with Zack's stomach again as trembling fingers caught the waistband of Zack's pants. He began tugging them, about to pull them off when…

Knocking at the door. "Freddy?" His father again.

Sighing, Freddy dropped his forehead against Zack's stomach. "…yeah?"

"Dinner's ready."

"Okay…we'll be down in a minute." The boys listened to the footsteps retreating down the hallway and then downstairs. Freddy turned his head sideways, cheek resting on Zack's stomach, staring up at the brunette with morose eyes. "…I'm never going to get you out of these pants, am I?"

Zack laughed. "Probably not."

Freddy sighed again, breath teasing across Zack's stomach, and a little shiver ran down the brunette's spine, a shiver which did not go unnoticed by Freddy. Dark eyes flickered up, full attention on Zack's flushed face. "Little riled up, are we, Mooneyham?"

If possible, Zack turned even more pink. "Shut up."

Freddy laughed. "Wish we didn't have to go down for dinner," he murmured, kisses pressing along Zack's stomach. Zack was finding it incredibly difficult to breathe.

"Mmmmm…"

"Then we could just…stay….here…" Freddy's fingers traced down as before, slipping underneath the waist of Zack's pants and then…

"FREDDY!"

Freddy silently began banging his head gently against Zack's stomach, pantomiming his annoyance. "COMING!"

Zack giggled. "Later," he said. Doing up Zack's pants, Freddy moved upwards, kissing Zack, a long, lingering kiss.

"Later."

The sound of the two boys coming down the stairs was more like a herd of elephants. Mr. Jones rolled his eyes and his wife smiled. A loud "oof!" was heard, followed by several loud thuds and then only one set of footsteps coming down the stairs. Zack came into view, bent in half with Freddy on his back, grinning like a madman. His mother sighed.

"Freddy….get off of Zack."

"Ahhh, he likes it," Freddy said.

"Get down," she said, trying to suppress her smile and failing. Freddy slid slowly off.

"Oh, Zack likes having me on top of him…dontcha, Zack?" He smacked Zack's ass…hard. Zack turned bright red in a matter of seconds.

"FREDDY!" his mother was beyond all control of her smile and was now full out laughing. Zack gave Freddy a Look; Freddy winked and blew a kiss.

"He's gagging for it."

Mr. Jones shoved Freddy towards the table. "Go eat…maybe you'll shut up once your mouth is full."

At that comment, Zack began choking and Mrs. Jones looked scandalized. "JASON!" Freddy began laughing uproariously.

"Freddy, Zack's choking…help him out," Jason ordered, slightly pink himself as he realized how terrible his words had sounded. Freddy gleefully complied with the order, pounding Zack on the back. Finally Zack got his breath, though just barely, and shoved Freddy away.

'GEEZ, Freddy! Trying to beat me to death or what?!"

"Ohhh, don't be such a DRAMA queen, Zack!" Freddy grinned, plopping into a seat. "Come on, eat," he ordered. Zack opened his mouth as though to protest, but Freddy cut him off. "LOOK!" He pointed. "Mashed potatoes!"

Sighing, Zack shook his head and sat down. "It's pointless to argue with you," he grumbled. "Since you don't make any sense anyway."

Freddy's parents joined them. "So, what were you boys up to?" Eileen asked.

"Oh, I was molesting Zack," Freddy said cheerfully, spooning half the bowl of mashed potatoes onto his plate. Eileen raised an eyebrow.

"Is that so?"

"Oh yes," Freddy responded. "Heavily molesting him."

Zack, who was quickly turning bright red, put his face close to his plate and began eating, refusing to look up and let everyone see his embarrassment.

"Well…." Freddy glanced at Zack, who refused to look at him. "…that's the word on the street, anyway." Undaunted by Zack's utter refusal to acknowledge him, Freddy slid one foot over and ran his foot slowly up along Zack's leg. Zack froze, then began eating at an even faster pace. Freddy tried hard to suppress his smile.

"Wow…a bit hungry, Zack?" There was amusement in Jason's voice. Zack froze again, coughed, and very slowly took a sip of milk. Freddy began snickering loudly.

"Freddy, what IS the problem?"

"Problem? Oh, there's no problem," he said, but he glanced at Zack, who made the terrible mistake of returning the look. In five seconds, both boys were giggling madly, leaving Freddy's parents exchanging bewildered glances.

"Freddy…" Jason began, and then stopped, shaking his head. He had no way of finishing that sentence.

"Heh…hehehehe….y…yes?" Freddy managed at last, one hand to his mouth, biting down on his fist to try and stop the laughter. Zack had both hands flat-palmed over his mouth and still the snickering poured forth.

"Are you two finished eating?"

Freddy glanced at Zack, who nodded affirmative, and then, laughing anew, turned to his father. "Yeah."

"Okay. Then…go ahead. There's no point in trying to carry on dinner conversation with either of you two. You are both completely insane."

Freddy grinned. "Thanks dad."

His father returned the smile. "Don't mention it. Now off with you…go."

Not one to disobey a direct order such as that, Freddy was on his feet in no time at all, dragging Zack up and out of the room close behind him. He dragged Zack up the stairs to his room, two fingers hooked in the collar of Zack's shirt. Dragging the brunette into his room, he slammed the door and shoved Zack up against it, kissing the brunette forcefully. It took a moment for Zack to respond, too surprised was he after their flight up the stairs. Then his hands tangled in Freddy's hair, tugging harshly, remembering how much of a masochist Freddy seemed to be. It worked; Freddy moaned against Zack's mouth and shoved Zack harder into the door, pressing the entire length of his body against Zack, rubbing his hips roughly against Zack's with such force that Zack gasped loudly. "Freddy!"

"Mmm?" Freddy murmured against Zack's throat, fingers sliding underneath the shirt and teasing over Zack's skin.

"Fuck, Freddy!"

"Wow…that's moving awfully fast, Zack…didn't know you wanted my body that bad…"

"You know what I meant, Freddy."

"Oh…do I?" Freddy's fingers were making quick work of Zack's pants, unzipping them so gently that Zack didn't even notice.

"Well…you should….I…ahh…Freddy…" Zack couldn't even finish a sentence, too completely caught up in the way Freddy was trailing kisses down his stomach. Sighing, he let his head fall gently back against the door, eyes sliding slowly shut as Freddy continued his ministrations. Then Freddy's hands were in his pants and his eyes shot open in shock. "FREDDY!"

"What?" Freddy paused, looking up at Zack. "I thought this is what you wanted."

"I…" I do want it, he wanted to say, but he couldn't bring himself to speak the words. Then he felt that teasing touch again and let out a deep shuddering breath.

"Zack?"

Zack's eyes slid shut. "Yes," he said softly. There was a rustling of fabric as Freddy slowly tugged Zack's boxers down and then Zack let his head fall back against the door again, eyes shutting as Freddy went to work. "Yes," he breathed, mind going nearly blank. He had never felt anything like this before. Everything he was feeling was so clichéd, but it was everything he'd wanted for so long, all the elements added up together to equal one perfect shining…thing. He wasn't sure what it was. All he could think of was how good it all felt, the way Freddy would pause and ask him if this was okay, if Zack wanted this, and Zack would barely be able to manage an affirmative answer, the feeling of Freddy's fingers teasing across his bare skin…..and somewhere in all this came the question…the question that (unbeknownst to him at the time) had an answer that would ruin everything: just how had Freddy ever learned to do this so well?

Fingers clenched suddenly in short blonde hair. "Freddy," Zack managed. And that was all he could get out and then it was over, and his head thunked not so gently against the door, his eyes wide as he gasped for air. Freddy leaned into Zack, head against Zack's stomach and his arms wrapping about the brunettes waist, fingers hooking in the back of Zack's pants, breath warm on bare skin. Zack wrapped his arms about Freddy, fingers tangling in blonde hair again as both struggled to steady their breathing.

"…wow," Zack said at last. Freddy laughed a breathless sort of laugh, breath teasing across Zack's skin.

"Good wow?" he asked, voice slightly muffled.

"Very good wow," Zack responded. There was a pause. "Thank you," Zack said. Freddy laughed again, rising to his feet.

"Leave it to you to say thank you after someone gives you a blow job," he teased.

Zack flushed. "Shuttup."

Freddy smiled, brushing a lock of hair out Zack's eyes. "It's a good thing, dear," he said, kissing Zack gently. Zack smiled.

"Really?"

"Yeah." Freddy kissed Zack again, a longer kiss this time. After a moment, Zack pushed Freddy off.

"So, where'd you learn to do that, anyway?" he asked, teasing, not realizing that Freddy's smile faded at the question.

"Nowhere." Freddy turned and walked towards his bed.

"Oh, come on, Freddy," Zack said, following him. "I know you whore yourself on the street every Thursday night."

Freddy froze, then spun to face Zack. "Shut UP, Zack! That is not even FUNNY!" Zack stared at Freddy, stunned. Freddy sighed, slumping onto the bed, face in his hands.

"Geez…Freddy…….I'm sorry." Zack sat down next to Freddy, who didn't look up. "I didn't mean to upset you…I just…I thought that…"

"It's okay," Freddy said, voice muffled.

"No, I didn't mean to upset you, really," Zack said, tentatively placing one hand gently on Freddy's back. "I was just trying to joke….I'm sorry."

Freddy finally moved his hands away from his face and looked up at Zack. "No…really….it's okay. I shouldn't have gotten upset so easily." He smiled slightly. "..stay over?"

"But…Freddy…it's…"

"…it's what?" Freddy's brow furrowed.

"…it's a school night." Zack sounded scandalized at the mere thought.

Freddy laughed. "Who cares?" He leaned a little closer. "Come on, Zack….please stay? Don't you want to stay with me?"

Zack sighed. He could never resist those damn puppy dog eyes, not when Freddy was the one doing them. "Okay."

"Okay?"

"Okay."

Grinning, Freddy grabbed Zack's collar and dragged the brunette back onto the bed with him, tugging Zack close. "Good."

"Freddy…Freddy," Zack laughed, attempting to disentangle himself from the blonde who was currently kissing him on every available surface. "If I'm staying, I have to call my dad."

"Fuck your dad."

"Freddy, he'll kill me if I don't call."

"Oh, alRIGHT." Somehow managing to pull one leg from underneath Zack's back and one arm from under Zack's shoulders, and the other arm away from where it was dangerously close to the zipper on Zack's pants again, Freddy managed to grab the phone and plunked it down on Zack's stomach. Zack grinned.

"Ouch." Within minutes, he had reached the answering machine. "Dad? It's me. I'm staying at Freddy's house tonight…we have…..a school project to finish, and we thought it'd just be easier for me to stay here…so don't worry about me, okay? I'll be home early after school tomorrow and I'll get dinner ready. Okay………..bye." Zack hung up the phone after that awkward finish, and turned to Freddy, who was grinning broadly. "What?"

"Pulled that excuse out of your ass, didn't ya?"

Zack laughed. "Oh yeah." Freddy pulled Zack into his arms again and Zack curled up closer to Freddy, snuggling into the warmth of that slim body, and another pang of worry hit him as he realized yet again just how skinny Freddy was. "Freddy…"

"Yeah?"

"Why're you so skinny?"

There was a long pause. Zack struggled against sleep as he waited for an answer. "…no reason." A not at all satisfactory answer.

"Freddy-"

"Shhh…." Fingertips placed gently against Zack's lips. "Go to sleep."

"But-"

"Sleep." And Zack complied, too tired to fight against Freddy any longer.

Freddy listened to the brunette's breathing become deep and even next to him. Slowly, gently, he slid out from under Zack's arm and got out of bed. It was early still, but he had a long night ahead of him. His cash flow was almost out and he needed some more, fast. He dragged the tight jeans out of his bottom drawer, the form-fitting cut off shirt out of the back of his closet. Going into the bathroom, he flicked on the light and grimaced at what he saw in the mirror. Zack was right; he looked terrible. After a bit of rummaging, he managed to fish out the few bits of makeup that he had stored up for occasions such as this.

A bit of cream under the eyes to take away the dark circles, a bit of eye shadow to liven his face up. More blusher than he would ever have used normally…his skin was too fucking pale to go the normal way tonight. Within minutes, he was looking much better. The eyes weren't so puffy, he didn't look so tired, and he actually had some color for the first time in…God, he couldn't remember how long.

Flicking off the light, he went back into his room. Zack was still sleeping peacefully, completely unaware that Freddy had left. Freddy turned away. It was too painful to look at Zack and think about all that had happened and then go and do what he was about to do. Grabbing the cigarettes out of his nightstand drawer, he stuck them in his back pocket and then climbed out the window, only a slight drop down from the first story bedroom, and then was walking off into the night, lit cigarette already to his lips. It would be one long fucking night.

tbc