thanks for the reviews. since this is my first proper fic, they're much appreciated! hope you enjoy this chapter! don't own beyblade.

'thoughts'

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Chapter 12:

Max and Kai didn't see each other 'til bedtime. Kai was already in bed and Max was just getting under the duvet. Kai flicked the switch.

"Uh…Kai…" Max was blushing although Kai couldn't see it, "um…sorry for…earlier…"

"It's alright. You shouldn't be so embarrassed, everyone does it Max." Max flushed even more at the thought of Kai wanking. "Anyway, it's my fault for walking in, sorry."

"I didn't lock the door 'cos I thought everyone was out."

"I didn't bother checking if anyone was in 'cos I thought you were out." They both sighed and a silence crept in. After a moment, Max started giggling. Kai looked at him puzzled. Max had gotten over his embarrassed stage.

"What?" Kai asked.

"Sorry, it's just…I've never seen you blush before…" he carried on giggling. Kai blushed again.

"You were blushing too…"

"Yeah, but I had good reason to!" he started laughing "don't get me wrong, you look extremely cute when you blush… but I want to know why you were blushing."

"You were naked; don't you blush when you see someone naked?"

"You don't! When we walked in on Tyson changing you weren't blushing. You just had a disgusted look on your face."

"Well…"

"C'mon Kai, there must be a good reason for it"

"There was…"

"And that was…?"

"Well…'cos...I…like you…" the last part was very quiet. Max had stopped laughing and sat up to stare at Kai.

"What?" Kai sat up as well not liking Max looking down at him.

"Cos I like you" he repeated.

"What… like I like you?" Kai nodded looking down on the bed. This was far to embarrassing for his liking. Suddenly he found himself being pushed down on the bed and a pair of soft lips on his. He kissed back until they were lying down again and the kiss broke. Max was lying on top of Kai.

"You're a lot stronger then I thought?" Kai said shocked at the sudden contact. Max was smirking.

"Well, you know what they say about a man in love…" Max suddenly snapped out of his smirk when he realised what he said, 'I shouldn't have said that, it's too soon!' But Kai only smiled at Max and pressed his lips against the blondes. His tongue travelled along the bottom of Max's lip, begging for entrance. Max gladly obliged, 'like he even has to ask' Max thought. He parted his lips a bit for Kai and as his tongue slid in, it sent shivers down his spine. He moaned at the sensation. Kai was finally tasting Max and vice-verse. Each tasted sweeter then they had imagined. Unfortunately, they had to part for air but they soon kissed again but this time more passionately. Their tongues rolled and slid against each other. They sucked, moaned and fought for dominance. Kai rolled Max onto his back was leaning over him but Max wasn't going to give up easily. He started massaging Kai's tongue but Kai had a surprise. He rubbed his groin against Max's causing the blonde to moan and forget about the kiss, thus Kai being the dominant one. But the turtle soon came back and lifted his body to meet Kai's and pushed his thigh against Kai's crotch hard, not causing pain but causing pleasure and a moan to come from the older teen. He saw this as his opportunity and pushed Kai onto his back and, breaking the kiss, straddled him. Kai looked up at him slightly shocked. Max had a huge smirk on his face. He ran his palms up Kai's muscular chest enjoying the touch of the body that he could never touch before. He ground his groin into Kai's hips.

"Looks like I'm the dominant one" he smirked. Kai smirked back.

"Really?" Kai lifted his hands and started tickling Max's sides. Max bent over, grabbing Kai's wrists to try to make him stop, laughing hard. Kai chuckled at Max and continued with the tickling. He rolled the blonde back on his back pinning him down with his body and stopped tickling him. Max was relieved and looked up into Kai's beautiful face. He smiled up at him and moved a bang out of his eye. He liked this position. Kai leaning over him, he felt warm and protected.

"Looks like you win." Kai's hand brushed over Max's smiling face.

"Looks like…" he said quietly. He stared into Max's eyes. Max could see that the lust had been replaced in Kai's crimson eyes. They were now swimming with emotion but the one standing out was love. The lust and want had been replaced by pure love for the blonde. He leant down and kissed Max's lips gently but passionately. No tongue, not sexual, just an 'I love you' kiss. They parted and Max beamed even more. He wrapped his arms around Kai's neck and brought their bodies even closer. Now that Max had brought their faces even closer, Kai started to kiss his jaw. Max arched into Kai's body loving the touch. The bluenette took the opportunity to wrap one arm round Max's back and the other behind his head. Max lied back down, his head resting in Kai's hand that was playing sensually with his hair. He felt Kai's other hand massage his back. Kai's wonderful mouth still kissing and licking the flesh just under his jaw. All Kai's actions made Max's abdomen flip and tie itself in knots. They sent shivers down his body and to his fingertips and toes. He wasn't sure he could take it. Kai's mouth found itself on Max's right ear. He licked and sucked on it, his hot saliva sending sensations to his cock. Max groaned and lifted his hips to rub his groin against Kai's. Kai moaned, sending vibrations straight to Max's cock. Max was so hard it wasn't funny, his boxers chafed like hell! Kai started to kiss Max's neck pushing his body into Max who loved it. He didn't care if anyone heard. If he kept the moans and groans in, he'd burst with pleasure. No one had ever made Max feel like the way Kai did, no one even came close. Kai removed his hands from behind Max and released Max's neck. Seeing an opportunity, Kai slid his hungry tongue between Max's slightly parted lips. Instantly, the blonde began to suck on it sending shivers straight to Kai's groin. Kai got to work on removing Max's pyjama top, still kissing him. He undid every button without even looking then, still deep in the kiss, ran his hands up the soft torso. One of his arms slid between Max's back and his shirt, the other went behind his head as before. He lifted Max into a sitting position, never breaking the passionate kiss, the hand that was holding Max's head was now sliding his top off, the other still holding Max in place. Once the shirt was tossed aside, Kai laid the turtle back down and only breaking the kiss and opening their eyes when they'd done this and were out of breathe. Kai looked down Max's body, admiring the bare, beautiful torso. He started kissing Max's neck again and shoulder, biting, sucking and licking making Max arch and groan. He loved the feel of Max and every time he moaned, it made Kai's abdomen twist. He lifted his head to look at the little marks he left on the soft skin. He smiled. Max was now his little angle and no one else's. He looked at Max's face. He was smiling seductively. Not wanting to give Max a chance to torment him, Kai let his tongue slide down to Max's chest. He took the right erect nipple in his mouth and sucked hard unexpectantly, making Max gasp loudly. Kai smirked at the reaction and put his hand over the other erect nipple. He pinched and twiddled the nipple with his fingers. Max's hand buried itself in Kai's soft hair. The other grabbed onto the sheets. Kai released the rosy bud and licked his way to the other nipple and gave it the same treatment. Once satisfied, Kai ran his tongue lower to Max's abdomen and kissed all over it. Max gasped and gripped harder on the sheets and Kai's head as he moved ever lower. Finally, Kai reached Max's trousers. Kai moved to the side and ran a finger along the rim of the trousers. Then, pushed them down and off Max's legs. Kai's eyes looked straight at the black boxes. There was a huge, obvious bulge. Max was hard, extremely hard. He smirked and went on to remove the boxers. He slid them down as he did with the trousers and looked at Max's manhood. It was big, much bigger then Kai had expected. Max started to blush under the seductive gaze of Kai. He felt a tad embarrassed being the only on naked. Kai turned his gorgeous, crimson, sexy, full of lust eyes to Max's face. Max couldn't brake away from his gaze and stared back losing himself in the fire of Kai's want. Then he noticed Kai's head move down to his crotch and wrapped a hand around it making him gasp. Without breaking eye contact, Kai stuck his tongue out and licked the tip of Max's weeping cock. Max arched closing his eye's and tried to buck but Kai held him down. Kai smirked at the reaction and licked all the way down Max's length and licked Max's balls, causing said boy to moan. This needed to go faster. Max was throbbing painfully, he needed to release now. Although Kai was also throbbing hard and wanted to speed it up, he wanted this to be rememberable, pleasurable and perfect. He continued to lick and kiss Max's sex. Max looked down at Kai. He saw the concentration in Kai's eyes. He put his hand in Kai's hair again, massaging his head. Kai looked up to see Max. He was smiling and his big blue eyes beckoned him to come nearer. Kai moved up and leant over Max. He kissed the blonde passionately on the lips. When they broke Max started to talk.

"Kai?" Kai looked at Max questionably. He spoke so seductively, full of lust. He moved his mouth to Kai's ear and whispered sexily, "you still have your pants on…" the deep, tempting voice, sent shivers down Kai's body. Max's hands travelled down Kai's sides down to the rim of Kai's pants. Kai got up and stood by the bed, it was going to be awkward and take to long trying to get them off with Kai on the bed. He pushed them down revealing his boxers. Max's hands were straight on them, ready to pull the down. His eyes fixed on the bulge in the clothing. He smirked and pulled the garments down. There, right if front of him was Kai's very big cock. Max's eye's glistened with amazement and lust. He was still staring at it and holding Kai's hips, sitting on the edge of the bed.

"Problem?" Kai asked, worried about Max's intense gaze.

"No…" he answered without looking up at Kai. He smirked and moved closer to Kai's body. His head was directly in front Kai's abdomen. He kissed softly on Kai's navel making the older teen gasp. He moved lower, his tongue darting out to lick at the soft flesh. Finally, he reached Kai's length and kissed and licked at it. He took Kai's tip in his mouth and hummed. The vibrations made Kai moan, loud. Max tried not to smile and took more of Kai's length in his mouth. He moved up and down it, sucking and massaging with his tongue. Kai put his right hand in Max's hair and the other on top of Max's hand on his hip. Max looked up at Kai meeting his eye's. Kai couldn't believe what he was seeing. Those huge blue, innocent eyes were moving up and down Kai's cock causing so much pleasure. Such a big sin for such an innocent, angelic person to do. While Kai thought about this, Max saw his opportunity and sucked hard. Kai threw his head back and moaned. Max released Kai's cock and smiled at him. Kai looked down at him wondering what he was going to do next. He stood up wrapped his arms around Kai's waist and looked up at him. It was then that Kai saw that all innocence had gone. Only love, lust and hunger were in his is. He kissed Kai on the lips.

"I want you inside me Kai…" he whispered. Kai nodded and kissed Max's head. Suddenly, Max was out of his arms and was walking in the bathroom. Kai looked puzzled then Max reappeared with a bottle in his hand. "Lube…" he explained bluntly.

"You don't waste time do you Max?" Kai said smirking. Max smiled back shaking his head. He got back on the bed and put the bottle on the table. He beckoned Kai to join him and he did. He leant over the blonde and kissed him. The kisses travelled down his whole body, Kai's right hand remained on Max's cheek, stroking it. He reached his destination and kissed its tip. Max spread his legs apart, leaning his face into Kai's hand. Kai looked up at him and was greeted with a smile. Max handed him the bottle. He covered his fingers in the lube and started to insert his first finger. Max gasped and held Kai's hand that was on his cheek. Kai started to worry, what if Max wasn't ready? Soon Max relaxed and Kai started to move his finger in and out. He then added a second. Max grunted a little but didn't tense up. Kai kept his eyes on Max's face so he could tell if he was in pain. He may not have been in pain, but he wasn't enjoying it. Kai had to make this pleasurable for the young teen; he didn't want him to regret this. Kai suddenly took Max's cock in his mouth. Max gasped at the sudden attention. Kai kept stroking Max's cheek as he moved up and down, taking as much of Max as he could. Max may have been enjoying the blowjob but he still wasn't comfortable with what Kai's fingers were doing. Kai had to find Max's prostrate; he couldn't carry on if he thought Max wasn't enjoying it. He pushed his two fingers in further. Suddenly, Max arched his back high, threw his head back and groaned loudly. 'Bingo!' Kai continued to suck on Max's cock while moving his fingers in and out, each time hitting that spot. Max moaned with each movement and put a hand in Kai's hair, encouraging him to go on, letting him know he was enjoying it. While Max was in ecstasy, Kai put his third and then fourth finger into him. He kept touching Max's pleasure point and Max couldn't take much more. "Kai! I…I'm…gonna…" Kai knew Max was coming so, he hit his spot once again and sucked hard on his cock. Max gripped at Kai's hair and he came hard in Kai's mouth, moaning in pleasure. Kai swallowed the hot liquid that entered his mouth and withdrew his fingers. He got on his knees and elbows and leant over Max smiling. Max opened his eyes and smiled back. Kai kissed Max's lips and slipped his tongue into Max's hot mouth. Their tongues rolled against each other swapping saliva. When they parted for air, Kai started kissing and sucking Max's neck again. Max could feel himself getting hard again. He didn't understand how Kai did that to him. One kiss, even just one touch made Max's body quiver. Max looked down Kai's body as he carried on kissing him. He saw that Kai was still hard and looking at Kai's hard on made Max get harder. Max lifted Kai's head to look at him.

"Kai? I want you inside me…now" before Kai could reply, Max sit up, pushing Kai up with him. Sitting up, Max latched his mouth on Kai's shoulder. He sucked on his skin while Max stroked and massaged his back. Kai's touch sent sensations to Max's groin. Max lied down leaving Kai sitting in between his legs. Kai put lube around his cock and placed the tip by Max's entrance. He leant over the blonde and put his free arm above Max's head. Max braced himself. Kai was big, and it was going to hurt. Kai pushed the tip of his cock into Max. The blonde squeezed his eyes shut and groaned as pain seared through him. Kai paused.

"Let's stop." He said.

"No."

"But you're in pain!"

"I want this Kai. Just…give me a minute to adjust…" Max said, his eyes still tightly shut. "Ok, go further…" Kai let go of his sex and took Max's hand. He entwined their fingers and he slowly pushed all the way in. Max screamed a little. It burnt so much and the pain was unbelievable. He squeezed Kai's hand and was shedding a tear.

"Max, please, let's stops. You're in too much pain."

"Kai I'm fine. Just carry on."

"But…"

"But nothing Kai. You and I both want this." Kai sighed in defeat.

"Alright…I'll try not to hurt you. If it get's too much, tell me and I'll stop." With that, Kai withdrew and thrust back in quickly. Max was so tight, it was unbelievable. Max groaned again at the pain but encouraged Kai nonetheless. Again, Kai withdrew to trust back in again. Max was still in pain and it pained him that he was the one causing it. He had to find Max's spot again. This time, when he withdrew, he slammed into Max hard and…

"Aaaaaaaahhhhhhhhhhhhh!" bullseye! Max arched into Kai's body, groaning with pleasure and not pain. Kai leant down and kissed Max's neck. He moved in and out of Max and with every thrust came a moan of utter pleasure. Max had forgotten the previous feeling. In fact he forgot about everything except Kai and his manhood inside of him. The pleasure was causing his vision to blur and each thrust of Kai's made him harder. Every time Kai pulled away, Max would meet his thrust by pushing himself onto Kai. This feeling was unbelievable. Kai noticed that Max was hard again and moved his hand from above Max's head to wrap around Max's cock. He stroked and pumped his length to his own rhythm. Max couldn't stand it, the pleasure was too much. He could see white dots flashing and it felt as though he was going to explode. It was only when Kai squeezed it a bit did Max realise he was still holding Kai's hand. He smiled. He looked Kai directly in the face. As the teen rocked back and forth, Max could see his face was flushed and could see him sweating. In fact he could feel him sweating. They both were. Kai felt a gaze on him. He looked down at Max. His face was rosy and his golden hair a mess. But Kai couldn't concentrate on Max's beautiful face, he was nearing his climax and so was Max.

"Kai I'm…coming…" suddenly Max let go of Kai's hand flung both arms around the older teen. Kai leant on his elbow and held Max tight, while the other hand pumped harder. Soon, Max dug his fingernails into Kai's back as he came over Kai's hand. Kai still stroked Max through his orgasm causing the blonde to quiver with pleasure. Max's walls tightened around Kai's cock and when Max moaned his name, Kai came hard inside of him. The hot liquid shot deep into Max making him to gasp.

Max laid back down exhausted. After withdrawing from Max, Kai lied down next to him feeling the same. They both were panting and sweaty. After a moment Kai shifted onto his side and put his arms around Max's body, pulling him into his embrace. Max smiled, ready to fall asleep in Kai's arms.

"Max?"

"Hmmm?"

"I love you." Max smiled even more.

"I love you too Kai." They fell asleep soon afterwards. Max buried in Kai's chest and Kai holding Max lovingly.

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hope you liked that. sorry if it was a bit crap, first time i'v written anythng like that. again, Please Review!