Notes: This chapter was supposed to cover the whole 'Second Night' encounter, but it took me so much time to get ready that I decided to split it into 2 parts to post faster.

Previously: Armin met up with Erwin and Levi for their second threesome encounter. After establishing some boundaries, they all head into the bedroom...

Chapter 12: The Second Night (Part 1)

Erwin

When they entered the bedroom, Erwin pulled Levi to sit down on the bed beside him. Their guest hovered awkwardly in the doorway.

Erwin gave Levi's hand a tight squeeze. He squeezed back.

Well, so far so good, Erwin thought. Levi's not nearly as nervous as last time. But Armin, on the other hand…

"Do you want to sit down?" Erwin smiled invitingly at him.

Levi let go of his hand and shifted a little away on the bed. He patted the empty space while looking at their guest.

Armin approached, and dutifully took a seat in between the two men.

Aside from when he'd greeted Armin when he arrived, this was the closest Erwin had been to the man all evening. His familiar lavender scent filled his senses. It evoked memories of their last encounter - Armin underneath him, moaning and writhing while Erwin pushed him to the edge; and Levi watching everything with dark, hungry eyes…

Tonight, he hoped to satisfy them all over again. Thoughts of what he wanted to do with both men had plagued his thoughts all week. Lingering worries about work were firmly pushed to the back of his mind now. He would give his partner and their guest his full attention.

Placing a hand on the small of Armin's back, he asked, "Can I kiss you?"

Armin's gaze swivelled to Levi on his other side. As if sensing the Captain's assent, he nodded.

Erwin wrapped a hand around Armin's waist, while the other cradled the back of his head. As he leaned in to capture his mouth, the smaller man trembled under his fingers.

But Armin responded more eagerly than he'd expected, and opened his mouth to allow Erwin's tongue to slide in. He trailed his fingers through the back of Armin's hair and over the soft undercut.

Armin broke the kiss when on his other side, Levi's arms slid around him like a cage. His whole body tensed and his breathing hitched.

"Shit, was that too tight?" The Captain pulled his arms back as if he'd been burned.

Armin released a shaky breath. He turned towards Levi and smiled. "Yeah, sorry, I - I just got a fright."

Levi glanced at Erwin, and then back at Armin, his brows arched in concern. "Neither of us will ever hurt you, ok?" he said seriously.

"Do you want to stop?" Erwin asked. He'd pulled away slightly to give the man some space, but placed his hand on top of the smaller one in a reassuring gesture.

"Oh, no! I'm fine. I didn't mean to be so dramatic." Armin looked mortified at causing a scene. "I really want to be here. With both of you," he added quickly.

Erwin had a nagging worry that there was more to Armin's burst of panic. His behaviour just now was similar to how Levi used to sometimes freeze up and clench his fists when he suddenly became uncomfortable while being intimate. It had been hard initially for Levi to put himself in any position where he felt weak or vulnerable. His life in the Underground, as well as his mantle of Humanity's Strongest, took a hefty tole on his mindset.

Is Armin dealing with his own issues? Should I insist we stop, or ask him about them?

But the young man was already leaning back against Levi, who was rubbing his hands over his back in massaging circles.

"We want to make you feel good Armin. Tell us if we're doing anything wrong," the Captain said gruffly.

"And you can ask us to stop at any time, alright?" Erwin added.

Armin nodded earnestly. "Thanks. But I'm happy to get back into it now." He flipped his hand around under Erwin's, and laced their fingers together.

This time, Erwin and Levi proceeded with more caution. They drew their guest into a three-way embrace, ensuring their hold on him wasn't uncomfortable or too constricting. Armin melted under their shared touches and encouraging words. Soon they settled into a pattern of alternating roles – while one claimed his mouth, the other would caress him from behind, kissing and nuzzling his sensitive neck.

The involuntary noises of pleasure Armin made were extremely gratifying. Not to mention the enthusiasm with which he kissed both men. Erwin couldn't quite wrap his head around the fact that shy, innocent Armin Arlert was so passionate in the bedroom.

Once he gets past his nerves, the man really throws himself into it, he noted with approval.

"Arlert, maybe you should take that shirt off, you're getting all sweaty," Levi said.

Armin mumbled his assent, still busy kissing Erwin. Levi leaned in from behind him, deftly opening the buttons of his shirt and helping him out of it while his lips remained locked on Erwin's.

As incredible as it was to have this gorgeous man in his arms, Erwin felt like his turn had gone on too long. But Levi didn't seem to mind, and was trailing his hands over Armin's newly bared chest and stomach.

"You're such a good boy for your Commander," Levi purred. "I bet you can't keep your hands off that pretty cock of yours at night, thinking about him turning you into a whining mess…"

Armin whined as Levi pinched one of his nipples between his fingertips.

"Yes, just like that," Levi said smugly.

Erwin wasn't entirely sure if his partner's lewd, provocative words were the best approach to seducing the mild-mannered young man.

But he was proven wrong. Armin's kisses took on a fierce edge, and his hands boldly explored the hard muscles of Erwin's chest over the fabric of his shirt. Then the man's hand crept downwards to rest on his upper thigh. Erwin's heart froze at this unexpected move.

"Do you… do you want me to touch you?" he asked hoarsely. He tilted his face towards Levi. "Either of you?"

It was clear from the placement of his hand near Erwin's crotch exactly what he meant.

Fuck, this was tempting… How many times had Erwin fantasised about this? His cock gave a traitorous twitch at the images in his head.

But he swallowed back the 'yes' that was trying to claw its way out of his throat. This wasn't part of the plan he'd devised for tonight. Or at least, not at this stage of the encounter.

Erwin covered up his moment of weakness with a charming smile. "Actually, Levi and I would prefer to take care of you first," he said, covering Armin's hand with his own (and moving it safely lower down on his thigh).

"Oh, I appreciate it, but you don't need to do tha-"

"You should make the most of it Arlert," Levi cut in. "It's not every day you'll have two powerful men tripping over themselves to pleasure you."

Armin's mouth twisted into a bashful smile and he stared fixedly at the floor.

Erwin leaned in to brush a strand of hair off his face. Once he had his attention, he asked, "Can I use my mouth on you?"

Armin chewed his bottom lip, which was red and swollen after all the kissing. His gaze flickered to Levi. As if double-checking if this was alright with him.

"Don't worry, I most definitely want to watch this." Levi couldn't quite conceal the eager edge to his voice.

"Um yeah, alright then," Armin answered. He averted his eyes, lips quirking. Erwin could practically feel the heat radiating from his face.

Excitement charged through Erwin like a racing horse. He reined it in sternly and kept his features calm.

Remember, the man admires you for being the composed, confident Commander. Don't ruin that fantasy for him...

Armin shot Levi a curious glance. "Um, are you just watching us, or are you going to be involved?"

Levi tilted his head as if weighing up his answer. "Which would you prefer, Arlert? Be honest."

The librarian held the Captain's steely gaze.

"Well, when I've thought about this in my head, I imagined that you'd participate… if you're ok with that, of course." Even in the dim candle-light, Armin's face was flushed as he bravely carried on. "Maybe you could touch me? And… you're really good at dirty talk… if you wanted to do some of that too…"

"So you've imagined this scenario before? Erwin sucking you off, while I watch and give you both encouragement?"

Armin stammered out the beginning of an apology. Levi held up a hand. "Stop, I'm only joking. We're all here to satisfy our desires. And it's pretty fucking hot that you've given this some thought."

The young man was visibly relieved. His smile returned, like the sun appearing through the clouds.

"Do you enjoy teasing me, or something?"

Levi appraised the man steadily. "Yeah. You're cute when you get all flustered."

Armin's lips quirked. "Well, I could say the same about you."

"Shut up Arlert." Levi crossed his arms and glared at the wall. Armin sniggered at his childish reaction.

How did they go from tiptoeing around each other one moment, to this flirty verbal sparring match?!

"Are we all ok to continue?" Erwin asked cautiously. He was almost certain Levi's affront was exaggerated. But he didn't want to assume anything.

"Yeah, let's help Mr Bossy play out his kinky fantasy," Levi sighed, uncrossing his arms and patting Armin's arm. "So, where do you want me?"

Erwin half-expected Levi to dig his heels in at Armin's requests. But he obeyed without a single snarky comment. While Armin stayed seated at the edge of the bed, Levi positioned himself behind the man in a low kneeling position.

"Please don't hold me too tightly," Armin reminded him.

"That's fine." Levi rested his hands gently around his waist. "If I do anything you don't like, just tell me. And if you feel too nervous to speak, you can squeeze my hand to let me know something's wrong."

Erwin's heart did a flip. This was exactly the advice he used to give to Levi, early in their relationship. When Levi panicked during intimacy and needed to stop or slow things down, he'd squeeze Erwin's hand or anywhere else he could reach. It was easier to do than speaking most of the time.

And now Levi was using his own experience to ensure Armin could relax and enjoy himself.

A pang of fondness shot through Erwin, shadowed by regret. Levi hardly ever displays this sensitive side of himself to anyone except me. I wish he didn't feel the need to hide it.

He wouldn't mind just standing back and watching the two men together. But he had a task to do – and he intended to make it an experience Armin would never forget.

Heart thudding in his chest, Erwin knelt on the floor before the smaller man. He strangled his rising nerves; reminding himself of all the times he'd performed this act for Levi. But what if Armin's preferences were different to his partner's?

He looked up intently into Armin's blue eyes. "Feel free to give me suggestions, alright?"

And he meant it. He wanted him to take full advantage of this opportunity; to enjoy it as much as he and Levi no doubt would.

"Erwin likes to dedicate himself to every single fucking thing he does, and that extends to bedroom activities," Levi explained. But there was an undisguised hint of pride in his voice.

Armin's mouth twisted with embarrassed amusement, looking as if he wasn't quite sure how to respond. He managed to mumble, "You um… you don't have to do this on your knees if it's uncomfortable. I could lie down on the bed instead?"

Something squeezed inside Erwin at the man's thoughtfulness.

"It doesn't bother me," he assured him.

In truth, he hoped this position might offset some of the power inequalities of their threesome's dynamics. Kneeling for Armin in this way was a sign he didn't consider himself superior to the man while they were in the bedroom. This arrangement might be about fulfilling their sexual desires, but they would always put Armin's comfort first if they could.

Indeed, having the Commander of the Survey Corps kneeling in front of him was apparently a bit overwhelming for Armin. He trembled as Erwin slid his hands up and down his slender thighs, squeezing gently at the taut muscles. Those gorgeous blue eyes were hooded with desire in the flickering candlelight.

I wonder how often he's imagined this situation, Erwin thought smugly. Well, I better make sure to live up to his fantasies…

Taking care of Armin's pleasure first was definitely the polite, gentlemanly thing for Erwin and Levi to do. But Erwin had a selfish motive for it too – he was dying to turn the man into a whining, incoherent mess.

Levi twisted around to grab a towel from the stack on the bedside cabinet. "You'll need this to clean up afterwards," he said, tossing it on the end of the bed close to Erwin.

Of course. He better mention this to Armin…

"Can you warn me when you think you're close to finishing?" Erwin asked. "I'd prefer to finish you off by hand if that's ok."

Armin nodded. "Oh sure, that's what Jean and I used to do."

Relief washed through Erwin. He would have been fine with swallowing, but Levi made it clear he thought this was too intimate a thing to do with Armin. They'd both come up with restrictions for anal sex too; but there was no point explaining them to Armin until the situation actually arose.

Levi shifted his position behind Armin on the bed. Instead of kneeling, he sat down, with his legs stretched out either side of Armin's own legs. He began kneading the man's bare shoulders with careful motions. A grin lit up Armin's features, and he leaned back into the Captain's capable hands, eyes half-lidded.

Walls, I could just watch them together all night…

Erwin continued staring, until Levi arched an eyebrow at him, lips twitching in amusement. Erwin took the message and got down to work.

He opened Armin's belt and trousers with practised efficiency, and was met with an incredibly satisfying sight. The evidence of the young man's arousal was already bulging against the fabric of his underwear. Erwin felt his own hardness press against the restraints of his trousers. But pleasuring Armin first would be well worth the wait for his own release…

Erwin dipped his fingers inside the waistband of Armin's underwear, tugging them down enough to free the man's erection.

Just like last week, intense curiosity and confusion assaulted him while staring at the man's unfamiliar naked body.

It was a natural reaction, given how Levi was the only person he'd been with for several years. But the more his mind dwelled on it, the more the reality of the situation crashed down around him.

He glanced up at Armin, who was watching him with shy, intent eyes.

Guilt thudded in his chest. What's wrong with me, how can I take enjoyment out of doing this for another man? Why did I even ask for this threesome in the first place? How could I do this to Levi?

But then he looked at his partner, and saw the hungry expression on his face, the eagerness with which his hands trailed over Armin's smooth, exposed skin. And he knew without a doubt, that Levi wanted this experience just as much as he did.

Erwin focussed back on the job in front of him. Gripping the young man's cock, he slid his hand up and down it a few times. Armin's eyes closed, his head thrown back against Levi.

He's so responsive, Erwin thought with delight.

Not wanting to rush things, he leaned down, and slowly ran his tongue from the base to the tip. Then he swirled his tongue around the head, tasting the salty precum.

Armin made breathy little noises of pleasure. Erwin's confidence flared, relishing how the man was squirming on the edge of the bed. Despite being the one on his knees, a heady rush of power suffused every nerve of the Commander's body.

"Should I continue?" he asked. He traced his palms up and down Armin's legs, letting his thumbs press into the sensitive flesh of his inner thighs through his trousers.

Erwin's eyes flicked between Armin and Levi, seeking both of their consent to go further. The younger man gave a jerk of his head in confirmation.

"Give us both a good show," Levi demanded softly.

Erwin didn't need to be told twice. He dipped his head back down, and took most of Armin's length in his mouth.

"Fuck!" Armin hissed, eyes tightly shut.

Erwin held back a laugh so he wouldn't choke. He'd never heard the man swear before. It sent a stab of satisfaction straight to his groin.

He eased up and down the length a few times, and soon was able to engulf the whole thing.

The noises Armin made were positively sinful. As Erwin redoubled his efforts, Armin seemed to abandon all pretence of dignity and began moaning loudly. His hips bucked under Erwin's strong grip, unable to control his pleasure. One of his hands tangled in Erwin's hair, while the other squeezed Levi's thigh.

"Fuck Arlert, you're really enjoying getting sucked off by my boyfriend," Levi growled.

After he said this, he repositioned himself up on his knees, shifting so that he was beside Armin instead of behind him. Gripping the man's shoulders, he swooped down for a hard kiss. When they broke for air, he said, "How does it feel to have both of our mouths on you?" Then he leaned in to claim his lips again.

Armin looked completely overwhelmed; with the combined sensations of Levi's tongue in his mouth, and Erwin's tongue twisting around his cock. He clutched the back of each of their scalps in a frantic grip, fingers flexing involuntarily.

"Levi," Armin whined after tearing their mouths apart. "Please, it's too much…"

The Captain obediently halted his assault on Armin's mouth. He shifted back to his original position behind the young man, rubbing his back in soothing circles.

"You're such a good boy Armin," Levi crooned. "Are you going to come for us?"

Armin raised his head to look down on the man between his legs. His face was flushed in the candlelight, eyes bleary with bliss. Erwin met his gaze, while maintaining a steady rhythm. Armin released a little whimper, and sank his head back against Levi, his moans growing more desperate.

"I - I'm close," he gasped, eyes squeezing shut.

Erwin pulled his mouth off him and instead pumped him mercilessly with his fist.

"Erwin!" Armin cried out a few moments later, his hips bucking, hand in the other man's hair tightening. Hot white liquid shot over Erwin's hand. He grabbed the nearby towel to mop up the mess.

The young man was panting, grip loosening on Erwin and falling to his side. He was completely dishevelled; hair sticking up, cheeks stained crimson, and chest heaving like he'd just finished a strenuous training session.

Seeing the mild-mannered librarian in such a debauched state made Erwin's heart soar with smug satisfaction. He shared a triumphant look with his partner.

"Judging by all that noise, I take it you enjoyed that?" Levi asked.

"Yeah," Armin said, opening his eyes and licking his swollen lips. He glanced down at Erwin who was about to start wiping at his crotch. His whole body tensed.

"I'll do that," he said quickly, reaching out for the towel.

Erwin didn't argue. Cleaning the man up felt strangely intimate; even more so than giving him oral sex had been. Perhaps this was another thing that needed to go on their list of restrictions for this threesome…

Armin wiped the residue of saliva and cum off his private area before re-fastening his trousers. I hope he'll be up for coming again later, Erwin thought. We're not done with him yet…

While their guest tidied himself up, Erwin went into the bathroom to brush his teeth and rinse his mouth out. When he returned, he sat on the bed beside Levi and tugged him into an embrace. His partner squirmed good-naturedly, but allowed himself to be enveloped.

"Did you enjoy that?" Erwin murmured.

"It was alright." Levi shrugged, clearly trying to downplay it.

"Come for us, Armin," Erwin growled, impersonating Levi from earlier.

"Shut up!" Levi wriggled out of the larger man's arms. His brow furrowed, mouth twisting like he was trying not to laugh.

He turned his gaze to Armin, who sat slightly apart from them, fiddling with the edge of the duvet.

"You still look dazed," Levi observed. "Erwin's skills are pretty mind-blowing, right?"

"Yeah, you were amazing. Both of you," Armin said earnestly.

Erwin swelled with pride. "I'm glad you enjoyed it. I did too." He squeezed Armin's shoulder with one hand, while the other rested lightly on Levi's waist.

Here was one of those awkward moments, where Erwin felt torn between his responsibilities towards both men. Of course his first priorities lay with Levi. But since Armin the most vulnerable person in this arrangement, he always wanted to ensure his wellbeing and comfort too.

Hence why the couple had agreed to allow Armin to have his fun first tonight. Similar to last week, working together to get him off had been like a bonding activity for them. As strange as it sounded, Erwin felt closer to his partner after the experience. And Armin seemed to have genuinely enjoyed it too.

Everything's going smoothly so far. Let's hope we can keep that success up for the rest of tonight…

Armin swallowed audibly, breaking through Erwin's thoughts. The young man took a deep breath and asked, "Do you want me to return the favour, for either of you? Or is there anything else I could do?"

Erwin's pulsed raced. So he's not ready to end the night just yet... But will he be open to my request?

He shifted closer to Armin on the bed, temporarily leaving his partner alone on the other side.

"Actually, there is something you could help me with," he breathed in his ear, making the young man shiver.

"Y-yeah?"

"Would you like to assist me in taking care of our Captain next?"

Armin's eyes widened. He glanced over at Levi on the other side of the bed. A hesitant, mischievous smile slipped over his face.

"Of course. I'd be happy to help you, Commander."

It was exactly the answer Erwin wanted to hear.

Notes: I'd apologise for the cliffhanger… but seriously this whole smut scene gave me so much stress, it was a relief to split it in half and tackle it in 2 parts 😂

So what did you think? I'd appreciate some honest feedback on the smut - it's really hard to juggle the different interactions between the trio! I love any comments you may have.

Stay tuned for the next chapter, where we continue the night's events with Levi and Armin's POVs ️:)

I'm on Twitter at SweetScofield