Gai and Kakashi's rivalry was long lasting and all in good fun. However, when Kakashi went to visit him after a long mission away from the village, he found Gai with his posture lousy and a his face contorted with shame. The teasing voices of his fellow Shinobi rang in his ears and felt like kunai in his gut.

"What? Gai has such a fine physique! But, it's the size of an acorn!?"

"Maybe we should call him the 'little beast' instead!"

The house they stood in was spacious, and on the edge of the village. It was fit for a jounin salary. Gai leaned over a kitchen counter, his eyes were glossed over deep in thought.

"So, what's our next challenge?" Kakashi cut into his concentration but tried to sound uninterested and inconvenienced even though he sought out Gai.

"Kakashi..." Gai sounded on the edge of tears. "let's continue tomorrow. I don't feel well."

"Is it an injury? Maybe you should you see a medic." The copy-nin became concerned now. It was unusual for the Taijutsu Master to give into his pains.

"It's not an injury, just..." Gai's voice caught in his throat. "How could you tell them that secret?" His voice was quiet and quivering as he spoke.

"Them?" Kakashi said casually.

"Yamato, and Aoba."

"Oh, the acorn thing?" Kakashi said with a shrug.

"I said it's not like that anymore!" Gai protested. "We were just kids, and ever since then you made fun of me for it!"

"Don't tell me a little comment has got you so down?"

"Kakashi! You don't understand!" Gai said desperately. "I've worked so hard my entire life, and the strength of my body means a lot to me. And to hear you, my rival, insult my body, to tell me I'm inadequate, it hurts!" His shoulder slumped making himself smaller and he looked away from Kakashi, unable to meet his eyes. "I didn't think you would say something like that... after so many years that we've been friends." He turned away from his rival and started to leave the room.

"Wait!" Kakashi caught the wrist of the sulking shinobi to stop him from leaving. "Inadequate? I don't think that at all."

"Please don't make fun of me." Gai pulled his wrist away. This time Kakashi wrapped his arms around Gai's waist and pulled his back against himself.

"I'm not making fun." Kakashi said softly. "Don't turn away."

"Please, stop." Gai said and tried to pry apart the arms that held him around his waist but to no avail. "I don't think I can stand to hear you insult me more."

"I'm sorry..." Kakashi let go of him but Gai didn't try to leave. "You are more than adequate. And I think... I really think your body is amazing." Kakashi's nimble fingers trailed down his rival's sides and stoped on the hitai-ate on his hips. "Would you let me see it again?"

Gai stood frozen. His lip trembled. He felt self concise and wanted to shout 'no' but he was also becoming aroused by the hands caressing him. A mere "Kashi" was all he was able to say in a saprano voice.

Kakashi took that as a yes and untied the hitai-ate from behind him. Firm hips were exposed to an exploring touch. Hands came around and slid down his thighs, brusing gently over a forming erection. Gai gasped and leaned into him.

"It feels big." Kakashi said with want in his voice, rubbing it harder and squeezing a little. Gai let a moan rumble in his throat and let his own hands travel down to touch himself. His erection was now throbbing from the teasing.

"Let me do it." Kakashi pushed his hands away and continued to undress Gai. The jumpsuit fell at his waist and Kakashi stood on his knees in front of him. Gai covered himself again with trembling hands from his own embarrassment. Kakashi only pushed them away again and a perky shaft sprung up to his face. He held it in one hand and licked from the base to the tip.

Gai embraced the wall behind him for support. "Kakashi... please don't look." He whimpered.

"You sound like a virgin, Gai." Kakashi looked up at him and met his eyes, scared and unsure.

"Well..." Gai began hesitantly, looking away.

"Really?" Kakashi said in surprise.

"If it was small... I didn't want anyone else to know." Tears glossed over his eyes and he began trembling all over. Shame painted his face.

Kakashi stood back up and wrapped his arms around Gai. His head rested over his shoulder. "I promis you, it's not." He let go of his rival and took his hand, leading him to the back bedroom. He leaned into Gai, pulling down his mask and kissing his lips and they both fell back on the empty bed. Gai who's back was against the mattress, relaxed his tensed mucles and kissed him back. Kakashi took this as a sign to go further. He kissed the side of Gai's neck, right below his ear and Gai held onto him tighter, breathing harder when Kakashi pushed his hips forward, aching erections rubbed together.

"Gai moaned through kisses, "Kakashi, are you? I mean you've never...?"

"No." Kakashi turned red. "I've only been like this with you."

Gai leaned into to kiss him again, and excitedly, Kakashi finished undressing him, and stared with a lustful gaze.

"I don't want to be the only one like this." Gai said shyly.

"Kakashi undressed himself completely and crawled back on top of Gai. Their cocks, now free from restraints, met again and Kakashi's knees suddenly became weak.

"Gai, I have to tell you." He breathed heavily.

"Yeah?"

"I think I love you." Kakashi admitted.

"Really?" Gai was now more surprised than ever. His rival just confessed to him.

"Yeah. Probably since we were kids."

"Kakashi!" Gai embraced him I a nervous hug. His heart was beating erratically. Kakashi's hands trailed down Gai's fit body. His hands looked so pale against the contrasting tanned skin.

"I want to try something." Kakashi said.

"Okay.." Gai was unsure, but he went along.

Kakashi rolled over and pulled Gai on top of himself. "Let's do it like this." He said. Letting their hands roam, they let each other explore, touch, grope, kiss.

"This feels good." Gai moaned.

"I can make it feel better" Kakashi took both their throbbing erection in his hands and began stroking slowly. Gai's soft wimpers turned into seductive moans. He threw his head back and cried out his rivals name as pleasure ran through him. "You're... so amazing! Gai!" Kakashi said through moans.

Kakashi came first, and then Gai when he saw his rival orgasm. They fell back on the bed, breathing hard. Gai kisses his rival breathlessly.

"Do I win this challenge?" He asked facetiously.

"This wasn't a challenge!" Kakashi objected.

"I've closed in on your winning streak!" Gai said pridefully.

They kissed again and leaned into each other.