Sephiroth's breath hitched and his cat like eyes dilated with lust as he gazed down at his furiously blushing lover. He heard Zack pause in stripping off his clothes and turned to see him gaping at Cloud.

"You want *both* of us inside of you?" Sephiroth asked.

"Yes," Cloud whispered back.

"At the same time?" Zack questioned further just to be sure.

"Yes, both of you." Cloud answered, squeezing his eyes shut and his flush deepening to a rather alarming shade of red.

Zack turned an incredulous, delighted laugh into a cough. "Just what kind of magazines have the other guys been showing you?"

Cloud made a whimpering sound and covered his face with a pillow. Sephiroth didn't find the suggestion anywhere near as amusing as Zack. It sparked a bit of jealousy in him. He didn't like at all the thought that other men could be giving Cloud ideas. The little trooper belong to him. *Us*, he belongs to us, the Zack voice in his head reminded him. Yes, yes, his mind agreed.

Sephiroth frowned at the real Zack. "There's no need to embarrass the boy." He turned his attention back to Cloud and gently removed the pillow. A slight smile curved his lips at the way Cloud's hand immediately flew up to cover his face. "Look at me, Cloud."

Cloud opened his eyes to see those cat green eyes looking at him with love and desire and approval. A quick, nervous, glance at Zack showed him the same expression. Nowhere on either man's face did he see the shock and disgust he had feared when he first thought about it. Cloud sat up to wind his arms around Sephiroth's neck and relished the way the man nuzzled into his hair with a nip to his earlobe that made him shiver.

"Neither Zack nor I are small men. It will be intense, a little uncomfortable and maybe a bit painful," Sephiroth murmured against his temple. "Can you take that?"

Cloud pulled back, and the breathless, innocent lust in his eyes gave Sephiroth his answer. Sephiroth stroked a hand from the boy's neck down to his burgeoning arousal. His voice deepened to a seductive purr.

"Well then, perhaps you'd like to join us on the bed, Zack?"

Zack finished stripping in a hurried rush, so turned on it took him a minute to remember that boots had to come off before pants. He climbed onto the bed with a bright, encouraging grin and leaned in for his own kiss.

Ever the strategist, Sephiroth planned their course of action as he removed his own clothing while watching Cloud moaning wantonly around Zack's tongue in his mouth. He selected a tube of the slickest lube they had in their possession, hand hovering over but rejecting the brand that also contained a bit of anesthetic. Sephiroth didn't want to ruffle Cloud's fragile pride, but he had no intention of hurting the boy either. Good, careful preparation would be needed. He slicked his hand and gave his own cock a few placating strokes. Watching his two lovers enjoy each other was ramping up his own desire.

"Sit against the headboard, Zack, so that Cloud can rest against you while you support his legs."

Cloud blushed hotly again when they had maneuvered around and he realized that the position left him open and spread for them to see. Zack's large, familiar hands were under his thighs, holding his legs up and apart. Cloud leaned back against his chest and turned his head with a soft sigh to give better access to the lips gliding over his neck and the back of one shoulder.

Sephiroth knelt before them to run calming hands over Cloud's trembling legs before he uncapped the lube and let it drip over his fingers. He carefully pet and circled the small entrance that was tighter than usual with nervousness until he coaxed the tense muscle into accepting his first finger. Cloud arched his back and unconsciously tried to move his hips when Sephiroth brushed against the hidden gland.

"Seph!" he cried out and pressed his head back into Zack's shoulder. His dark haired lover grazed sharp teeth over the sensitive skin of his neck, prompting another cry and a soft gasp.

Sephiroth hummed his approval against Cloud's quivering abdomen. He eased in another finger, pumping slowly in and out as he raised his head to lash his tongue over taut nipples. By the time Sephiroth was stretching him with three fingers Cloud was releasing each gasping breath in a needy moan. He was bucking against Zack's hold on his legs, the writhing of his sweat dampened body getting an answering groan of pure want from Zack.

"Please," Cloud choked out. "Please, I need...I'm so close. I need you now!"

Sephiroth thrust his fingers in deep one last time, stretching carefully as much as the tight passage allowed. Then he pulled them free to slick himself some more. He met Zack's eyes over Cloud's shoulder and they shared a smoldering look.

"Open your eyes, Cloud," Sephiroth commanded.

He waited until Cloud's lids fluttered open and glazed blue eyes focused on him before rocking his hips forward. Cloud clenched against the intrusion for a brief moment when the flared head nudged past his entrance then his body relaxed, and Sephiroth pressed fully inside in one long, slow slide. Silver hair fell forward to caress Cloud's body with thousands of delicate touches. The boy grasped the smooth, silky strands with both hands and turned his head in offering to Zack.

Sephiroth's every thrust brought eager, needy, *desperate* sounds pouring from Cloud's lips that Zack drank in like a heady wine. Tongues stroked together. Teeth scraped and nipped. Sephiroth enjoyed watching that as much as he enjoyed the hot, tight passage sheathing his cock.

A low whine built in Cloud's throat and he started to tremble, telling his lovers just how close he was getting. Zack broke the kiss and released Cloud's legs to guide them around Sephiroth's waist. The General sat back on his heels and easily pulled Cloud up to straddle him. Cloud groaned as his own weight pushed Sephiroth deeper into him and rocked against the man.

"Please," Cloud begged again, clutching Sephiroth tightly with one arm and reaching behind himself for Zack. "Please, now."

Zack got to knees and pressed against Cloud's back. He placed one hand around the base of Cloud's cock, holding off the boy's climax and stroking his fingers where the two men were joined. Zack watched as Sephiroth slid in and out of their lover's ass. He was achingly hard. His own touch as he applied the lube made his breathing catch and hold for a second. When he was ready he nodded to Sephiroth, and the General raised Cloud up until he nearly slipped free. Cloud hissed and writhed until he felt the additional touch at his backside.

Zack's hand stroking his cock and pressure, intense pressure. Cloud couldn't help but tense and squirm.

"Relax, baby," Zack coaxed and kissed his neck and shoulders, running his tongue along the sensitive area between his shoulder blades. He kept steady and slow until he eased past the spasming muscle. "That's it. Shiva, you feel so damn good."

Cloud panted and shivered, unable to do anything but *feel* as his two lovers filled him completely. He felt stretched almost beyond endurance, and only sheer, stubborn pride kept him from crying out in pain. Cloud knew his lovers would stop if he gave even the slightest hint of pain he couldn't handle. And gods, oh gods, he didn't want them to stop. He finally had them both inside, pushing his body to its limits, giving him what he had so shyly and hesitantly asked of them.

Cloud leaned forward, just about collapsing against Sephiroth's chest. Bright starbursts pulsed behind his closed eyelids. His body relaxed further and every alternating thrust so filled him that his prostate was continuously stimulated. He moved with them, grinding his hips down to take them deeper, sucking in air to release it in broken, breathless sobs of pleasure.

The pressure built and grew and swelled. Zack released his cock to hug him around the chest and pushed in deep. It was too much, the filled to bursting feeling, Sephiroth's lips on his throat, Zack's hot breath on his neck, knowing that they were his as much as he belonged to them. Cloud threw his head back with a hoarse scream, accidentally knocking Zack's painfully hard, as his body convulsed and shivered uncontrollably through his orgasm. The tight spasms and enthralling sight of Cloud in climax pulled Zack and Sephiroth after him.

Zack managed the strength to pull out of Cloud's well used ass carefully, gathering the exhausted boy into his arms as Sephiroth followed suit. Cloud had already slipped into a heavy, sated sleep before they even finished cleaning him off and tucking him under the blankets. Zack had to grin at the smug, satisfied look gracing Cloud's relaxed face. Even Sephiroth allowed his lips to curve in a soft, fond smile.

"Damn, that was *hot*," Zack whispered, although he probably could have shouted it and not disturbed his worn out lover.

"Indeed," Sephiroth agreed. "Young Cloud is full of surprises."