It's dark, and Axel's hands are everywhere, and Roxas is breathing heavily, grasping at the slick material of the other Nobody's black cloak. Axel grabs the pull of Roxas' zipper, sliding it down slowly, halfway, and then unclasps the faux necklace that hangs from the neck of the jacket. Roxas gasps when Axel's lips find his neck, hot and hungry, and Roxas realizes that this is turning into much more than what they usually do in the dark confines of Axel's room.

"What are we doing?" Roxas asks breathlessly, looking down with half-glazed eyes at the older Nobody's head.

"Making out." Axel replies matter-of-factly, not looking up from his ministrations.

Roxas almost laughs but gasps again when one of Axel's hands slides under his coat, caressing his chest. He wonders dimly when the other took off his gloves. "No…" he exhales, head tilting back momentarily before he regains his focus, "it's more than that…" he trails when Axel's long fingers find a nipple, grazing it gently.

"Heavy petting?" Axel offers helpfully, raising his face to Roxas', kissing him gently at first, then harder, tongues sliding together, letting thin trails of saliva escape their mouths and dribble down their chins. "Relax," he says softly, nipping at Roxas' earlobe when they break apart, hands finding the zipper of the boy's cloak again and pulling it all the way down.

Roxas feels a small well of panic rise in him when Axel starts to push the coat off his shoulders and stills him, looking the older Nobody in the eyes. "What are we doing?" He asks squarely. Axel looks taken back.

"Are you all right?" Concern flashes in Axel's bright green eyes and he considers touching the boy's cheek but decides sudden movements might not be the best thing right now.

"Yeah, I'm fine, just…" he casts his eyes about the darkened room, hoping for a stroke of genius but hearing only his own muddled thoughts as he turns back to his friend. "What are we doing?" He sounds almost desperate and Axel's lips twitch.

"Whatever feels good." He replies, his middle finger stroking along the curve of Roxas' shoulder and the boy shudders.

"But we can't feel," he says quietly, even as his eyes begin to slide closed. Axel smiles devilishly and trails his hand down to cup the cloth-covered flesh between Roxas' thighs, giving it a gentle squeeze.

"Can you feel that?" He asks close to his ear. Roxas moans, tightening his grip on Axel's shoulders, nodding. Axel smirks and kisses him thoroughly, beginning to undo the fly of the boy's pants. Roxas stiffens again, pulling out of the kiss.

"Have… have you ever done this before?" Roxas asks shyly, just as Axel's fingers reach the zipper.

Axel meets his eyes, looks away for a moment, then back up at the younger Nobody. A faint blush stains his cheeks. "No." A pause as Axel licks his lips and diverts his eyes again, and then a soft "have you?"

"Of course not!" Roxas blushes as well, looking slightly scandalized. There is a short silence in which they are both completely still, and then they both crack grins, Axel laughing softly.

"We'll find out together, then." He whispers, kissing lightly at the boy's neck and unzipping his pants.

Roxas watches as Axel slides the material down his hips, leaving only the thin barrier of his boxers between his half-formed erection and the older Nobody's eyes. He feels himself blush hotter, feeling exposed and nervous and horny all at once. He's never been naked in front of anyone before 'but this is Axel' his mind tells him. 'It's Axel.' And in a moment all his thoughts are 'Axel Axel Axel' as the Nobody in question runs his long fingers over the cloth-covered bulge and Roxas' breath hitches, grip tightening on the other's shoulders.

"You like that?" Axel teases, licking Roxas' chest and earning breathy moans.

"Ah… yes…" He nearly whimpers, trying to focus his eyes on what Axel is doing, still stroking him through the fabric. "Axel… touch me…" he pleads.

"Where?" Axel smirks, and Roxas hates him and loves him and thinks he shouldn't do either but jerks his hip forward all the same.

"My… my…" he blushes, embarrassed and desperate.

"Cock?" Axel supplies and Roxas shudders at how dirty and wonderful it sounds, nodding and swallowing when Axel dips his hand below the waistband of his boxers, pulling them down and leaving his hardening erection exposed.

Axel licks his lips, taking a moment to look at it, mentally comparing it to his own dick; a little smaller because of his age, and a little lighter in skin tone, but hot all the same. He touches it with light strokes up the underside before he wraps his fingers around it, in the way it feels good on himself, pumping slowly, squeezing every once in a while, thoroughly enjoying the noises Roxas is making and the motion of his hips rocking against his lap. Axel realizes then that his own need has been going unsatisfied and with his free hand he undoes his own pants, freeing his erection and letting it touch the younger Nobody's.

"F-fuck…!" Roxas pants, hands balling into fists as he watches with lust-glazed eyes. Axel's breathing has become slightly erratic but he still manages to smirk at his friend.

"F-feels good, doesn't it?" he swallows, one hand bracing itself on Roxas' hip while the other reaches shakily to wrap around both of their erections.

"Axel!" Roxas nearly screams, burying his face in the other's neck. When Axel starts to move, Roxas sinks his teeth in.

"Sh-shit, Rox," Axel grunts, tightening his grip on the boy's hip. He can't decide if he likes it or not, so he endures it, closing his eyes and controlling his breathing as much as he can with Roxas' teeth so close to his throat. He gives his hip one last squeeze before moving to fondle their balls.

Roxas lets out a cry and wraps his arms around Axel's neck, breathing heavily into the older Nobody's ear. Axel smiles through his pleasure, enjoying the reactions he gets out of the smaller boy with every action. He jerks his hips forward harder, rubbing their cocks together almost violently and Roxas does scream this time, grunts, and pulls back far enough to capture Axel's already bruised lips in a searing kiss. He moans into it as Axel's movements become faster and he squeezes tighter, bringing them both closer to the edge.

Roxas comes first, pleasure racing through him, making his toes curl as he gasps the other's name. The look on Roxas' face and the fact that it's his name that Roxas is saying, that it's him who did this to the blond boy is enough to bring Axel to his own climax, his seed mixing with Roxas' on his hands and their stomachs.

They slump forward into each other, panting and sweating and slack. Axel gains the presence of mind to move first, slowly laying down and guiding Roxas to lay half on top of him. The boy yawns and nuzzles his face into the older Nobody's chest. Axel smiles, sated, stroking Roxas' spiky hair.

"Should've taken these off, I think." Roxas notes absently, regarding their cloaks.

"We can throw 'em away later." Axel replies, eyes closing as sleep starts to take hold.

"Think I'll keep it." Roxas sighs, smiling. "Smells like you."

Axel doesn't know what to say to that, but hugs Roxas tighter, breathing in his smell and kissing his hair. "Yeah… think I'll keep mine too."

Haha. Hahahaha... +dies+ I don't even know. Review? Please?