Of all the ways that Cloud had figured that this would go down, beginning with a psychoanalysis was not it.

"So at this point it looks like it's less about Nibelheim and more about how you don't want to embarrass yourself," Zack was saying, rubbing the end of his chin with his fingers like he was a scholar in a movie. "Am I wrong?"

"I don't know," Cloud muttered. "I don't want to embarrass myself but it's not like the Nibelheim stuff isn't important."

"Well, are you more concerned about the Nibel Gods rejecting you for having sex before you're married or the actual act itself?"

"Zack," Cloud grunted, because he did not know how to respond.

They'd been hacking at the issue for the past hour. First it was virginity—a bullshit concept made up ages ago that was used to oppress people, women in particular. Cloud knew that. Cloud knew that really, there was going to be no difference from the Cloud of right now and the Cloud of a few hours from now, but that didn't help him deal with the knowledge that Nibelheim's conservative views had worked on him. He was fucking terrified, and although he knew that this was the best thing to do he couldn't deny the small bit of shame sitting white-hot in his stomach.

Zack helped though. Zack helped with everything. Their evening together had been, thus far, one of Cloud's best spent at ShinRa. He went over Zack's apartment after his class had let out at two. They'd watched a movie, played two different video games (Cloud's favorites), and had food delivered. The two men were now sprawled on Zack's couch nursing drinks—Zack, soda, and Cloud, Commander Rhapsodos's fancy hard ciders Zack had in the fridge. He hadn't had many, just a few, to make him less anxious about what was coming soon.

His best friend had one hand resting on his shin. It was gentle and unassuming, and actually, Zack had been touching Cloud in one way or another the entire afternoon.

In fact, Zack was doing all of this, and going out of his way to make Cloud feel calm. He was Cloud's best friend, but that hardly meant that he had to offer to sleep with him so that Cloud could get over his insecurities. He didn't have to be so kind, or understanding, or selfless—but he was. No one was forcing Cloud to do this, least of all Zack—but after agonizing over it for the week since he asked he was realizing that he wanted to do it.

He really did.

"Zack," Cloud said as clearly as he could. The gentle sweep of alcohol made him sag into the cushions of the couch but he forced himself into an upright position. "Thank you for doing this for me. Seriously. It…means a lot."

Zack surveyed him for a moment. His eyes narrowed briefly, as if inspecting Cloud for any last reservations or lies. He found none, and smiled. "I'm not doing this for you. We're doing it together. We're friends, right?"

The gentle correction gave Cloud pause. A wide smile spread over his face as the SOLDIER's words sunk in. "Yeah. I'm ready to do this."

"Hm? And what is 'this,' exactly?" Zack smiled lazily at him and held out his hand. Cloud grabbed it and Zack tugged him close. Cloud balanced on his knees on the cushions.

"Shut up," the infantryman muttered, and moved his hand up so it could cup Zack's face. It was obvious what this was. Zack winked at him and leant his head into Cloud's hand like a puppy wanting a pet, and the visual made Cloud smile to himself. He tapped his thumb gently against Zack's cheekbone in thought.

This face was one he had studied many times in the past, though perhaps without this level of scrutiny. He had nice, strong cheekbones and a nose that was always red the first few months Cloud met him, during the winter. Zack had the kind of mouth that looked best when it was smiling, though it was hardly an eyesore the rest of the time. As if Zack could read his thoughts he did just that, his eyes curving up slightly in his happiness, or maybe amusement.

Rather than the bones-deep anxiety Cloud had been expecting he felt invigorated when Zack smiled at him like that. "You're an idiot," he murmured—a tiny, harmless insult for no real reason at all. Banter like that they usually shared.

Zack grinned wider. "An idiot who wants to quadruple check you're cool with this. You positive you're good Spike? No pressure."

"I'm fine. Are you?"

"I'm golden. I'm ready to do anything you want or need me to, bud."

Cloud nodded, and Zack did too. Then before Cloud could lose his courage again his grip on the side of Zack's face grew firmer and he leant in to kiss him.

Kissing was one of the things that Cloud thought he was fairly skilled at. In most of the other stuff he was unsure so he put his whole heart into that first kiss as he tried to convey to Zack that he wasn't entirely helpless. With that hand on Zack's face he held him still, and Cloud did the moving instead; he tilted slightly so the angle was just right for him to finally press their lips together.

From Zack's throat came a low, amused hum, and it gave Cloud the remaining confidence he needed. He pressed a few gentle, open-mouthed kisses against the softness of Zack's lips and the First let out a tiny, uncharacteristic giggle (wow, so he wasn't the only one nervous about this whole thing?).

Cloud had spent enough time thinking about this moment in the last week that he expected kissing Zack to be unlike anything he had experienced. When his companion opened up for him though and Cloud's tongue met Zack's the blond was struck by how…ordinary this was. Zack's mouth tasted and felt like, well, a mouth—and Cloud was familiar with that.

This was something he could do.

Zack made another little noise, laughter bubbling up from his throat, and their deep, breathless kiss tapered off into uncontrollable giggles on both ends.

"And how was that, huh?" Zack struck a pose (or tried to—he was still sitting on the couch with Cloud kneeling right in front of him).

"Not nearly as weird as I was expecting," Cloud confessed.

"Yeah, I didn't think it would be that weird at all."

"It's kind of nice, not having to worry about…romance, or whatever. This is so less stressful than anything I've done before."

"Good, it should be." Zack winked at him again. "But sometimes romance is the best part! Man, when Genesis kisses me when the mood's right or we're on a date—that can be the best shit ever."

"And now that I'll be a 'sexual dynamo' I can go out and get myself my own date and figure that out for myself. You're supposed to warn me when there's spoilers, asshole."

Zack looked affronted, growled, and launched a slow-motion punch at Cloud's face. The blond ducked easily under his fist and drew him in for another kiss. They both grinned against each other's mouths and began an exploration of the other that was not nearly as gentle as at first. Cloud's tongue mapped out the interior of Zack's mouth for a while and then Zack took over. Everything about him from the hand he had on Cloud's hip to the way in which he subtly directed their actions spoke of experience. Zack was older than he, and had three boyfriends besides; he was well-versed in this act, and in the many others Cloud knew was to come.

Cloud, screwing up his courage again, tugged at Zack's shirt and the SOLDIER helped him remove it. Zack was gorgeous but Cloud squinted at his chest with envy, not with desire. The goof flexed his muscles and waggled his eyebrows at the blond, making Cloud laugh again.

Zack was trying so hard to make this easy for him. He had spoken a few hours ago about how "it's all about making mistakes, Cloud—it seems like that's why you're so nervous. You can make any mistake you want with me, I'll help you through it. You make a lotta mistakes when I'm training ya and I'm never mean about it, yeah?" When he thought about it, yes, the idea about fucking up and humiliating himself in a sexual situation was a huge part of why he was hesitating—but with Zack he didn't have to worry about that. So he dove into what he had previously done only hesitatingly without abandon. If Zack said anything about it later he could blame it on the cider.

"Little harder," Zack groaned after Cloud licked at a spot on his neck and then bit down. The thought that the SOLDIER's boyfriends (his handsome, legendary boyfriends, gulp) would see Cloud's hickey there was stupidly arousing. Cloud sucked harder, working his teeth and tongue against the smooth skin, and when he pulled away he was satisfied to see a reddish splotch of color. He blew gently against the skin and Zack chuckled at him, his eyes mostly closed, observing him as his head lolled against the back of the couch.

"You wanna move to my room, Spike?"

The fear came back all at once, but the hand Zack used to rake through his hair and ruffle his spikes washed it away. "Sure," he managed.

"Race you!"

Zack actually ran for the bedroom but Cloud went at a much slower pace, chuckling. When he got there Zack was sitting on the bottom edge of the bed and pouting.

"You're not any fun."

"You tell me that like once a week."

"I'll say it again, then. Cloud Strife. No fun."

Cloud smirked and straddled Zack's thighs. Zack's mattress was fancy memory foam, since he had a SOLDIER First's paycheck and all, and it hardly jiggled at all under his weight; he'd been hoping he'd be able to jostle Zack around a little. "I'm tons of fun," he asserted. Still, he was able to lean against Zack, with the man's face smooshed into his belly, and he tipped forward until Zack fell and plopped backwards.

Hands coasted up to his hips. "You gonna show me how fun you are, then?"

They both bust out laughing again. "I'm sorry," Cloud apologized, rolling off of Zack and covering his mouth with his hands, "I can't be serious."

"It's fine. Laughing is a good thing during sex."

"Really?" Cloud was doubtful. "What do you laugh about?"

"I dunno… not each other, that's for sure—at least, not mean-spirited laughing. Maybe someone does something clumsy, like… trips when they're trying to take off their jeans. Or you just laugh for no reason at all." He shrugged.

Cloud frowned for a moment, then let it go—people in love did weird things. Zack flipped himself over and crawled up Cloud's body to prop himself up on his elbows above him, and as Cloud cupped Zack's cheeks in his hands he found himself smiling again, even though nothing was amusing.

Softly, Zack asked, "You good?"

"I'm good."

They kissed again. Cloud eased his t-shirt off and haphazardly tossed it aside. Zack's lips trailed down his neck and the man bit at his collarbone, leaving what Cloud was sure would be a few marks of his own. Cloud's breath caught in his throat and his hand tightened in the back of Zack's hair (and he hadn't even realized he'd moved it there, oops).

"Ooh, you're sensitive there."

"This is so weird."

Zack paused entirely, and it made Cloud crack his eyes open. He also hadn't realized they'd closed. The SOLDIER's breath puffed hot against his neck. "What's weird?"

"Oh, just—just that we're talking about this. You didn't have to stop."

"Would you prefer if we were quiet?"

"No."

Zack chuckled and pressed another kiss to Cloud's neck. "Okay. You know me—I can talk all day."

Despite Cloud's assertion Zack fell quiet after that, but because he was busy. They kissed for a while, until the last of the tension was gone from both their shoulders. Zack then made his way back down the column of Cloud's throat, the dip of his clavicle, and the hard curves and dips of his pectorals as they led down to his abs and belly button.

Nobody had ever paid Cloud such careful attention and the blond found himself charmed. It wasn't in his nature to lie back and just let his partner do his thing like this—he wanted to try harder to please his friend, to return the favor.

It was obvious Zack was much more skilled than he, however. The whole point of this, additionally, was to be a learning experience. For whatever reason Cloud merely watched with lidded eyes as Zack nipped at the soft skin of his lower stomach above his belt. With his other hookups Cloud had been self-conscious about removing his clothes; he was not disillusioned, and knew it was taking him a bit longer than most others to pack on the heavy muscle. He had been shirtless in front of Zack many times before though, and hardly thought anything of it.

Zack's hands found his belt and looked up at him questioningly. That was new. Cloud nodded and lifted up his hips so Zack could ease his jeans down. They got stuck around his ankles and Zack had to yank on them a few times. With exaggerated panting, he threw them against the far wall.

The SOLDIER was lying down on his belly. From Cloud's angle, with his head propped up on the pillows, he could see the muscles of Zack's back shifting as he parted Cloud's thighs and held his head just above them. Zack pressed a reassuring kiss to the soft skin there.

"Hey, Zack. D'you mind…if you take your pants off too? This feels weird."

Zack stripped himself without ceremony. To Cloud's relief he kept his underwear on, however.

"I was thinking they'd be a sunflower print," Cloud teased.

"Wow, you really never let an opportunity to make fun of my bathing suit pass you buy, huh?" Zack gave his bottom a gentle swat with the back of his hand, more playful than anything else, but something about it made Cloud's eyes go wide. "Alright. So rather than just going for it it's usually in your best interests to tease your partner a bit if you have time for it. They'll like it better, you will too."

Cloud nodded, appreciating that Zack was taking the time to teach him. It kept him from focusing too much on himself or getting embarrassed again about everything. To demonstrate Zack kissed the inside of Cloud's thighs again, small, gentle touches. His large hands held his thighs up and apart with ease. Cloud's clothed clock had been unsure what to do with itself thus far but it perked up in interest when Zack snapped the tight elastic of his boxer-briefs against his upper thigh.

The caring smooches moved from his thighs across his hipbone. Zack didn't seem to mind that his lips were touching soft cotton. The First's fingers curled under the waistband but before they pulled down those skilled lips drifted to the growing bulge so close by. Zack pressed a hot, open-mouthed kiss to the curve of his cock through his underwear and glanced up at Cloud curiously through his lashes. The infantryman froze, his mouth slightly agape at the stupidly erotic sight.

"Fuck, Zack."

His friend snorted inelegantly. Without further ado Zack pulled down Cloud's underwear entirely. Cloud blushed horribly once they were off all the way and somewhere on the floor, his eyes cutting off to the side to inspect Zack's posters as he felt Zack's eyes on him.

"What are you so embarrassed for? I have one too, ya know."

Cloud laughed despite himself and patted his hot cheeks with his hands. He looked back to see Zack looking at his face and not between his legs, his mouth fixed into his usual crooked smile.

"I'm not."

"Sure you aren't." Zack winked. "You cool if I keep going?"

"Go for it."

Cloud's erection had flagged a little during the exchange but Zack didn't seem to mind. He pressed a teensy kiss to the tip of his cock before licking a long stripe up the length of it, his tongue pressed flat and wide. The blond's hands found Zack's head unthinkingly, and his fingers wormed deep into his spikes. Gentle suction had his eyes clenching shut as he breathed the SOLDIER's name, and once Zack had coaxed him into full hardness that suction increased in intensity.

Gasping and breathless, Cloud's fingers combed shakily through Zack's hair. He couldn't see much because the man's hair was ridiculous and flopped down in all directions, tickling the sensitive skin below his belly button. Still, he could imagine it—the slick ring of Zack's lips stretched around him, his kind eyes narrowed in concentration, the bob of his Adam's apple as his tongue worked on the underside or swirled around the tip.

And it was still weird, it absolutely was, picturing Zack Fair in this sort of situation. It was weirder still picturing this involving him as well. It was the weirdest of all to feel it, to be red in the face and have his thighs tremble on either side of that man's head. His best friend played him like a fiddle, and before long Cloud stuttered out, "Z-Zack, stoppit, stoppit."

Zack came up with a wet 'pop' and smiled at him. His lips were swollen and spitty and Cloud started to chuckle, dizzy from getting so close to orgasm. Zack crawled up his body and Cloud initiated their next kiss, cradling Zack's face in his hands with the utmost care. "Thank you," he murmured reverently.

"You don't have to thank me for nothin'," Zack replied. The infantryman shook his head and skittered his hands down Zack's back. There was so much to be grateful for; having a friend who was putting in the effort to help him this way, and so thoughtfully, deserved some praise.

"Can I try?"

"Uh, duh. You're welcome if you want to, but this is kinda supposed to be about you, man."

"I want to get more practice in, then."

"Wait, you've done this before?"

Cloud dropped to his knees on the carpet beside the bed and gestured for Zack to scoot closer. "Uh. Yeah. Twice."

"Damn, Spike! You're really not as innocent as I thought you were."

When Zack got close Cloud helped him remove his boxers and peered owlishly at the erection that bumped gently into his cheek as Zack jostled around and got comfortable. It seemed the man wanted to watch, sitting upright while leaning back on his hands. He raised one eyebrow challengingly as Cloud's gaze slid up his body to his face.

The proof that Zack was enjoying what was happening was right in his face—literally—but it was still difficult to comprehend that the SOLDIER got anything out of this at all. He had three dashing, perfect, successful boyfriends but still got a kick out of assisting a friend with his awkward virgin troubles. It was humbling.

The two other times he'd done this had been rushed. One had been in the darkness of an abandoned classroom after hours. His one allowed night with Zack stretched on ahead of him, however, and it wasn't even like he was trying to make Zack come anyway (gulp—that would presumably come later).

Zack was bigger than anything he'd handled before and he eyed it gamely as he decided how to proceed. His first touch was firm. Cloud wrapped his fingers around the girth of it and felt the weight in his palm, then pushed down towards the base. The side of his fist met the crisp dark hairs that framed Zack's cock. The soft skin had shifted with his stroke, making the veins underneath stand out. The head of Zack's cock was flushed a pretty red, and when Cloud kissed it much like Zack had done the whole thing twitched in his grasp.

Above him Zack let out a tense breath. "It ain't a science project."

Cloud rolled his eyes but his exploratory touches turned into something more substantial regardless. His lips parted around the flared head of Zack's dick. As he worked his tongue around the top of it he drew the tight ring of his fist back up. Zack sighed.

The blond ducked his head down farther, pausing for a moment as he got used to the feel of Zack's cock in his mouth. He swallowed experimentally and it was hard not to smile when Zack sighed again, a gentle, unassuming sound.

Breathing in carefully through his nose Cloud slid more of Zack's length into his mouth and down his throat. Another inch, and then another—and then Cloud abruptly coughed and backpedalled, coming off as he wiped at his watering eyes.

Zack smiled goofily at him. "Careful there, Spike."

The blond narrowed his eyes and went in for a second round. Okay, fine, he'd found his limit—he went back to that point and wrapped his fingers around what he couldn't get with his mouth (and there was a small moment of pride when he realized the disparity wasn't as big as he had been expecting. This may even be something he could get decent at, one day, with some more practice).

To Cloud's absolute delight Zack's arms trembled and he gave up sitting straight and flopped down backwards, his arms spread to either ends of the large mattress. Cloud's eyes narrowed in concentration, and a few minutes later Zack let out a shaky moan. "Dammit…" The mattress was very wide, and very long—probably purchased to accommodate Zack as well as two—or possibly three?—of his boyfriends, Cloud realized with a start. The thought that he was making his friend cry out in the bed he shared with those three made him redouble his efforts.

When his jaw started to ache uncomfortably he came off, deciding to treat Zack's erection to small, scattered licks and kisses instead as he worked his hand along the whole length, now slick from his efforts. Now this was something he was much more familiar with than a blowjob, and he smiled to himself as Zack flung one arm over his eyes. His abs were tight with tension and starting to glisten from sweat in the light of the ceiling fan (and wow, he hadn't even thought if he wanted to keep the lights on or off; he'd forgotten all about it). It was very strange to look out at Zack's aroused, spread-out body and appreciate it aesthetically, and not sexually.

Zack Fair was hot, yeah, duh. He knew that. He'd nursed a small crush on Zack for like a week after he met the man but it quickly died as he got to know him as more than just a pretty face. Zack was the actual, literal, serious best, and Cloud was honored, in a way, to do this for him—except, wait, it wasn't for him, as Zack had said. They were in it together.

Cloud had wanted to play with Zack's balls a little, because he had not gotten the chance to do so with anyone yet and it seemed, he figured, like a really nice thing to experience. Zack moved away before he could though, actually scuttled up the bed like a crab. "I have better places to be cumming than your mouth," he said.

"You did not just say that."

"I did." Zack's serious expression cracked. "Great job, Spike. Get up here."

Cloud's knees creaked when he did. Zack wrapped his arms around him when he got close and tugged Cloud onto his side. The bigger man spooned up behind him and nuzzled his face into the back of Cloud's neck. He wiggled like a child trying to get comfortable and fell still. Cloud gave a gentle hum. Despite the erect cock jabbing at his ass Zack's hug was… a hug. This man hugged him all the time—when he first saw him after returning from missions, when Cloud was feeling down, when he wanted to embarrass him in public. They were always platonic, and this, shockingly, was too.

"You good so far?"

"Good." Cloud took a moment to breathe, clear his head. "I'm ready for more."

Zack kissed the nape of his neck, shifting them back to this pseudo-intimate thing they'd constructed.

His friend got up off the bed and rooted around in his dresser drawer, presumably for condoms and lubricant. Despite all of that had happened in the past hour he couldn't stop the brief flash of horror that shot through him at the sight of best friend ass. Zack seemed totally unconcerned that he was naked.

"Gods, this is so strange."

Something hit him square on his forehead and Cloud focused on Zack, who'd thrown the condom at him and was pointing a finger in his direction.

"You come into my house and keep calling me names. You know I don't tolerate that shit Strife."

Cloud chucked the condom back, which Zack snatched out of the air with ease. "Maybe if I actually liked you I wouldn't call you names. Asshole."

Zack stomped closer, his face the perfect picture of controlled rage. He put one knee on the bed so he could reach out and grab Cloud's ankle, yanking the blond down the bed with it. By then Cloud was giggling too hard to keep up the façade.

"I was thinking… for your first time I should probably be the, uh, penetrative partner. If you don't know what you're doing it can get tricky being on the other end, and I don't want you to worry too much. This is about you learning, yeah, but also enjoying yourself. I told you I'd take care of you. We can do whatever you want though."

Cloud had put a lot of thought into this but hadn't said anything aloud. Heat creeped into his cheeks as he replied, "Yeah… no, that sounds fine."

"Sure?"

"Yeah."

They moved together back to the top of the bed and Cloud settled back against the pillows. Zack grabbed one from the side and put it underneath his hips. The SOLDIER noticed him watching and said, "I'm going to make Sephiroth sleep on the pillow your ass was all over."

"Zack."

"I know you'd get a kick out of that, don't lie."

Cloud's face morphed into horror. Zack knew about his crush? Crushes? His friend laughed easily at him and ran his hands over Cloud's hips. "Relax, Spike. It's all cool."

He reached for the small bottle of lube—previously opened and half-used, Cloud noticed—and hummed to himself as he surveyed Cloud. Slightly nervous, the infantryman tried to close his legs again, but Zack parted them with hardly any effort at all.

"First rule," he said, holding up a finger. "Whether it's you or whoever, you've gotta prepare first. If you go sticking a dick anywhere you want willy-nilly you're going to get a whole lotta pain, tearing, the whole deal. Never skimp on this—and it's a good idea to err on the side of being over prepared than under. At the very least use lube and stuff. I mean, some people are into pain and all that and choose to go in dry or close to it—but this wouldn't even be a good pain."

"Got it."

To Cloud's surprise Zack took his hand and squirted a dollop of the clear, sticky substance on his palm. "Have at it," he muttered, already distracted and considering Cloud's ass again. The blond flushed as he realized Zack wanted him to jerk off. He took a sniff of the lube and paused at the weird smell. It was a plain, unscented kind, which was a relief; having strawberry or the warming kind or whatever would have been too much.

He gave his now half-hard cock a couple of hesitant strokes, but to his relief Zack didn't sit back and watch him, just glanced approvingly at his motions for a moment. Instead he worked the lube onto his fingers and cupped them in front of his mouth, huffing warmly on them. "You ever do this before?"

"Oh, yeah," Cloud breathed in answer, distracted, his eyes closing.

"Whaaat?"

The blond peeked one eye open to find Zack staring at him in disbelief. "Oh. Not with anybody else—uh, on my own."

Zack's eyebrows rose higher and he laughed. "Well, shit! Alright then. That makes my job easier."

Without ceremony, then, Zack circled Cloud's asshole with a slick finger. Cloud twitched at the sensation and automatically spread his legs a little wider, lifting his head higher to watch as Zack slid that finger inside him. It was shallow, gently stretching the tight ring of muscle. Zack pulled it out and circled again, ensuring that everything was oiled before he pushed it back in, this time deeper.

Cloud exhaled as he shifted his hips slightly to help take it in. The sensation of a finger up there wasn't so foreign (it wasn't a super regular thing but he'd clumsily fingered himself often enough) but the biggest difference was in how it wasn't him performing it. Zack's finger stroked against his hot, fragile flesh from inside of its own accord. He couldn't predict what it would do next, and the thought of what was really happening finally sunk in.

"Uh, question," he said, his voice weak.

"Hm?"

It felt strange, but not badly, when Zack slowly slid in another finger. The stretch was increased and they moved together. His fingers parted in a scissoring motion and Cloud's breath caught, tightening his grip around his own cock. "I've gotta ask. You've got three boyfriends—hasn't there ever been, at least once, an incident where…?"

Zack laughed loudly, his startled amusement echoing off the walls. "Are you talking about shit?" At Cloud's mortified nod he laughed even more, but didn't pause his gentle exploration. "Uh, I mean. It's just a fact of anal sex, buddy. Sometimes you get, uh, surprised."

"That's so disgusting. What do you do then?"

"Fuck the other person instead? Let them have a bathroom break? You can do whatever you want man, it isn't a huge deal. Shit happens."

"You're not funny."

"I'm hilarious."

Cloud forgot all about his embarrassment when Zack's fingers, after taking a more determined approach for a few moments, struck something inside him that made him clench around them and dig his head back into the pillow. "Fuck, Zack!" His friend did not respond but placed his sticky free hand on Cloud's pelvis to hold him still as his fingers stroked that spot again, and then again.

Cloud's thighs trembled and he let go of his cock, afraid he'd come too soon if he stimulated it any more. It bounced back against his belly as he thrust his hips up for more and drew his knees back to his chest. He locked his ankles around Zack's neck. He still had his socks on, he noted absently, and used his toes to peel them off, focusing desperately hard on the task to avoid getting overwhelmed from the electrifying pleasure Zack was sending through his bones.

"Relax. You're getting all worked up."

"Of course I'm worked up," Cloud complained, but did as Zack asked. He spread his arms out towards the edge of the bed and let out a great exhale. Zack, who had stilled, waited until Cloud had calmed before starting to move again.

Thus far nothing had been uncomfortable, but the addition of a third finger gave Cloud pause. It didn't hurt but it was…new, surely; he'd never used three on himself. Zack's easygoing features were focused in unnatural concentration. So careful, he was.

"Aww, Cloud," Zack cooed a minute later, "You're so cute."

"Shut the hell up," Cloud squeaked, mortified.

"Come on! You got a cute butt. That's a good thing!"

"Shut up," Cloud moaned, whacking the heel of his right foot against the hard muscles of Zack's bare back. He moaned once more when Zack brushed his prostate again. He was red and trembling, and half wanted to crawl away from Zack because this was torture, surely, but that broad hand on his body prevented it.

"Zack," he sobbed, his hands fisting in his own hair, "You're killing me."

"I wouldn't wanna do that, would I?" The SOLDIER's voice was husky, and the growl of it went straight to Cloud's dick. His fingers gently slid out leaving the other feeling curiously empty. Cloud peered up at him, and Zack's eyes swept from the pinkened, twitching results of his handiwork to Cloud's face. "You're a sexy kid," he said simply. "You good?"

"Good. Come on, old man, let's do this."

Zack laughed as he fished the condom off the floor from where it had fallen. "We're three years apart."

"So don't call me 'kid.'"

"Whatever. You love it."

Cloud did not deny it and stayed quiet as Zack opened the tiny package. "You know how to put these on the right way?"

"Yeah, it's fine."

Zack thus stroked himself back into hardness, hissing briefly through his teeth. Cloud watched him with careful eyes. The condom was rolled on without preamble and Zack walked closer on his knees. His mouth twisted in thought and then he laid down behind Cloud. One arm slipped between his waist and the bed and tugged him back against the SOLDIER's chest. Cloud frowned, worried about squashing the man's arm, but concluded he could take it.

Curiously Cloud wiggled back until he and Zack were snug. His friend nuzzled against his ear from behind and spoke softly into it, "There's a lot of ways to do this, but I figure this'll be good at first. It's easy this way."

"Oh. O-Okay." Cloud let out a shaky breath.

This was happening.

They maneuvered until Cloud had one leg raised slightly, and bent at the knee. Zack breathed unevenly into Cloud's ear as he worked more lube onto himself. Cloud was kind of glad he couldn't see it; Zack's cock was suddenly intimidating, pressing hot against the curve of his ass. The position, actually, was genius. Looking into Zack's face right now would have been overwhelming—even if he was a friend. That didn't mean that Zack wasn't close-by and intimate. Cloud could feel every ridge of his body pressed against his back, and the breath against his cheek and kind words in his ear were reassuring.

This was happening, but Cloud could handle it.

"You ready?"

"Mm."

"You sure?"

"Yes."

"Positive?"

"Yes."

"Are you suuure? You wanna call Momma Strife right now and check? Make sure she's cool with it?"

"Haha—do it, Zack."

And Zack did. He fiddled for a second, parting Cloud's cheeks with his fingers and then replacing them with the blunt head of his cock. It bumped against Cloud's stretched asshole and he clenched in worry. Zack placed a reassuring kiss behind his ear and Cloud relaxed.

Zack slowly pressed in. Once the wide head of his cock sank in past the tightest part of him Cloud's toes and legs unclenched from their involuntary spasm, but he still couldn't catch his breath. Zack paused halfway, his own damp breath stuttering and uneven against the side of Cloud's face. The blond was frozen, unsure if he wanted Zack to go deeper or withdraw.

Luckily Zack decided for him, withdrawing until he was stretched wide again by the head. It didn't hurt, not really, but was a sweet sort of ache that made his hand find Zack's on his ribcage and clutch at it. The man pushed forward again, this time surely, solidly, until Cloud felt the affectionate brush of the man's balls against his own.

"Ssshit," Zack was hissing nonsensically behind him. "Y-You good, Spike?"

"So good," Cloud breathed, amazed to find it was the truth.

Gently at first, Zack fucked him. His hips moved forward with an unstoppable certainty each time, driving every inch of his hot, hard shaft into Cloud. It got easier when Cloud began to push his hips back, meeting Zack's thrusts halfway. Zack gave a distracted grunt of praise.

The sensation of being filled this way was almost overwhelming. Cloud clung to the sensation of Zack gripping him and the sound of his voice, anchoring him against waves of electrifying pleasure that washed over him every time Zack pushed in. It took a few minutes but then, almost by accident, he brushed against that sweet spot from within and Cloud convulsed in Zack's grip, letting out a throaty groan.

"Fuck, Zack, that's good…"

"This is First Class dick you're getting, no duh it's—"

Cloud reached back, harshly struck Zack in the bicep with his elbow, and the First's words died off with a snicker. Zack was trying a little too hard to keep him happy and laughing, but Cloud desperately appreciated it. He couldn't imagine doing this, figuring it all out for the first time in awkward silence, nor with any of his infantry buddies. He couldn't imagine doing this with anyone but Zack, actually.

They managed to find a rhythm. Zack growled encouragement into his ear, assuring him he was doing just fine, and Cloud muttered back hazy praise, unable to communicate effectively how unbearably fucking good this was.

The position was fine but as Cloud's confidence increased and he realized that, no, this wasn't nearly as bad as he had been expecting, he decided he wanted to see Zack. He gasped the man's name and breathed, "Hold on."

Zack instantly stilled, and the hand pressed against his side flattened and spread, giving him a gentle pet. "Can we switch it up?" he asked. Cloud wiggled until Zack withdrew, sliding out of him with a bit of soreness and a wet squelch that made his cheeks burn. Despite wanting to move Cloud was unsure what exactly he wanted to do now; he glanced at Zack for help and the man swished his mouth to the side in thought.

"Umm… Alright, come here."

Zack perched on the edge of the bed with his feet flat against the floor, and he gestured for Cloud to straddle him. The blond did with a blush—wow, this was actually it—and Zack held his dick still with one hand as he helped ease Cloud down onto it with his other. It was both the same and different—the stretch was familiar but the way the rigid flesh sat inside him felt new. The angle, maybe? It felt deeper like this too; Cloud trembled when he sank down all the way. His eyes closed and he hugged Zack's neck, resting his head against Zack's for a moment. "Okay," he murmured, and met Zack's gaze.

The SOLDIER helped ease him up, then snapped his hips up at the same time he used his grip on Cloud's hips to jerk him down. The blond went utterly silent, unable to even groan as Zack set a quick pace. Like last time, it took a few false starts but soon Cloud had found their rhythm again. Almost every pass of Zack's cock struck that spot inside him.

Not even the sound of balls slapping against his ass could embarrass him at this point—Cloud was too far gone. The blond growled in the back of his throat and pulled Zack forward into a rough kiss. He bit at the older man's bottom lip and then sucked it into his mouth, tonguing the tiny points of pain he'd created. Zack grabbed at Cloud's cock, trapped between their bodies.

The tight, slippery hole that was Zack's curled fingers and palm combined with the ceaseless push and pull of that dick inside him was almost too much. Cloud's kisses grew distracted and weak; Zack abandoned his mouth and focused on his neck instead. The sharp feeling of teeth against the fluttering pulse in his neck brought the world back into clarity.

"Zack," Cloud choked. "I'm gonna…"

"Hold on buddy," Zack replied. Cloud had been expecting him to jerk him off faster, or growl something dirty in his ear, and he frowned. To his surprise Zack lifted him up right off his cock and he stood, holding the blond up like he weighed nothing. Occasionally Zack did this, if they were wrestling playfully or Zack was teasing, but in this context it was fucking hot. "Lemme catch up."

He laid Cloud down on the bed on his back and furiously stroked himself, his eyes dark as he surveyed the panting, fucked-out blond relaxing against the pillows. Cloud had been annoyed at the delay of his orgasm but now that he had a moment to breathe could appreciate that Zack wanted to come together. He bumped his foot against Zack's thigh and smiled. Without pausing his masturbation Zack tickled the sole with his free hand.

When Zack leant over him again Cloud hiked up his legs without needing to be prompted. He wanted his friend close and hooked his ankles together around the small of Zack's back. The SOLDIER trembled as he pushed in, slow and gentle at first, but that quickly gave way to a faster, although still careful, staccato. There was a goal now.

Cloud experimentally clenched his inner muscles and Zack gasped, whispering against his mouth like a prayer, "Shit, Spike…"

The knowledge that he could make Zack feel good drove him wild. The SOLDIER had a full-body flush, and the visible evidence of his pleasure was doing wonders for Cloud's self-confidence. Zack, who had volunteered for this out of the goodness of his heart, because he hated seeing Cloud upset and struggling. Zack, the one with the three gorgeous boyfriends who, really, shouldn't be even giving Cloud the time of day, let alone fucking him so thoroughly in the bed he shared with the others.

Shit, his boyfriends—

Cloud was an extraordinarily quiet lover but he groaned loudly at the thought of Sephiroth, Angeal and Genesis in his position. On their backs, looking up into Zack's handsome face as the head of his cock kissed their prostate repeatedly, spreading them wide. He ached, but it was a good ache. He felt like he couldn't breathe, but each exhale of Zack's against his mouth reinvigorated his lungs. He used what small voice he could manage to moan, "Zack—I can't…"

"Ya ready?" Zack's voice was the most unsteady Cloud had ever heard it.

Cloud nodded and reached down between their bodies to grasp his wet, leaking cock. Zack came first with a curse, burying his face in Cloud's neck. Zack's thrusts grew slow and deep as the man milked his own orgasm, one, two—and then Cloud felt all the tension inside him snap like a cord as his own hit. His breathing stopped altogether as he shuddered through it. Cloud's legs trembled and spasmed as he spattered their bellies with semen, the rest dribbling out over his fingers.

The infantryman had never been very good with words and he failed utterly when trying to describe the experience of cumming with Zack's still-bucking cock inside him. There was no good way to vocalize his contentment when Zack pressed soothing kisses to the side of his neck and spoke gently to him as he came back down, nor the incredibly sweet ache as he withdrew for the last time. Cloud watched, dazed, as Zack removed the condom and tied it off. The condom had been clear but the fluid inside glowed a faint green.

His country drawl came out in full force when he finally said, "Zack. That was fuckin' great, man."

Zack did not look nearly as rumpled as Cloud felt but he flopped down next to Cloud with a groan of pure exhaustion. "Glad to hear it," he mumbled into the pillow. He rolled over onto his side after a moment. "You're good?"

Cloud smiled, blissed out, finally unconcerned with his nakedness. "Good."

The SOLDIER smiled gently at him, and then disappeared for a minute. He returned with a damp and warm washcloth that he tossed to Cloud, which the blond used to wipe down all of his stickiness. As he tried to look dignified while ridding his asscrack of drying lube the green light of a Cura washed over him.

Zack just shrugged at Cloud's look. "You would have been sore later. I'd be a shitty friend if I didn't heal ya if I was able to."

Zack was not a shitty friend—he was the best friend. Cloud had no idea how to communicate that either. There was a small moment of awkwardness as Zack laid down next to him, not touching, but then Cloud went in for the plunge and cuddled up to his friend. Zack's arms looped sturdy and familiar around his body.

"I'll warn ya, I'm a total sleeper after an orgasm like that," Zack mumbled into his soft spikes. "But before I doze off, I wanna know. You had fun?"

"Of course I did."

"You enjoyed yourself?"

"Yeah. That was… so much better than I expected it to be."

"And you're not upset at all? Not mourning the loss of your innocence? Nibel gods not pissed off?"

"I think I'm good."

"You sure? We can still call up your mom and check…"

Cloud laughed more freely than he had all evening. Zack snickered himself and settled more heavily into the bedding. "Alright," he murmured, "I'm out. Maybe we'll make breakfast or something in the morning…"

He trailed off and it wasn't long at all before his soft breathing filled the room. Cloud stayed awake a short while longer, but he was sleepy himself. He stared at his hand, curled comfortably on the comforter.

It was the same hand he'd had yesterday despite being used for all sorts of new things in the past few hours. He didn't feel that different at all, really—just tired, and happy, and kind of pleasantly shocked by himself. No Nibel gods struck him with lightning in his bed that night.


Oh wow, thank you so much, everyone! The feedback has been just fantastic - thank you, thank you for all the encouragement and support. You guys are getting me through this fic, for sure. So much love.