Authors Note: An update! I'm as surprised as some of you probably are. Writer's block is a bitch. luckily, I seem to finally be over it. I wrote most of this in one night and I hope this inspiration continues.

Thanks to everyone who has reviewed this story so far. I'm amazed so many people actually want to hear this story again. I'm trying to do Stan justice lets hope it works.

Chapter 2-Once Upon a Time:

I had never felt more ashamed in all my life.

I had promised myself I wouldn't, but I did anyway. The look on Kyle's face when I had asked him to cover for me was burned into my mind, flashing in vibrant streaks every time I tried to smiled. There was something uncomfortably piercing about ditching your best friend, like the jagged edge of a fire-heated knife, and the rusty blade of it sliced a patchwork of guilt through my stomach the entire night. It didn't matter if he had agreed to it, and it didn't matter if he would forget all about it by the time I got back home; what mattered the most was that I had let him down, and nothing could erase that, even if his forgiveness healed it. I'd been leaving far too many scars in him lately, and every one was reflected in his eyes like blood-stained ribbons, dancing and flickering with buried disappointment.

The thing I feared the most in life was Kyle in any sort of pain. So why couldn't I seem to stop hurting him?

It wasn't like Wendy had made it any easier on me either. She found a way to dredge up the topic of Kyle in random intervals throughout the night, unaware of the briny sting her words inflicted in the wounds. I honestly thought about him enough without her constant remarks of "Kyle this" and "Kyle that," and her pestering about including him more often.

I was seriously starting to think Wendy was only dating me to dig her claws into my heart and extract every ounce of information about Kyle it possessed, which was a whole goddamn lot of information. Most of which I wasn't willing to share with anyone. I'd spent the past twelve years analyzing Kyle Broflovski and his calculated, precise ways of doing things—his convoluted habits that would drive most any other person insane, but that I, incidentally, found ridiculously charming; his bad habits and good habits; his amusingly short temper and heart-piercing sense of humanity.

Those were mine to know. Everyone else had a general gist of Kyle's personality, but aside from his family, I doubted anyone knew him as wholly or intimately as I did.

I was borderline possessive, but I didn't care. In some sick, emotionally unstable part of my mind, Kyle belonged to me. Rest assured, this wasn't a dominant part of my thinking, and I was fully aware that Kyle was going to get himself a girlfriend one day, and I'd be (reluctantly, I hoped) moved to second rank. I was okay with this. I didn't like it, but I was okay with it. Kyle's happiness always came before anything else in my life...and the truth was right now, Kyle was not happy.

And it was my fault.

I looked down at Wendy, the dark crown of her head resting lightly against my shoulder. It was well after midnight, and we'd fallen asleep watching some late-night comedy. Part of me was reluctant to go; I loved Wendy. I loved spending time together without her nosey, hawk of a father burning holes of fury through my soul with his eel-like eyes. It was incredible to me how someone as kindhearted and gentle as Wendy could be spawned by someone so unreasonably callous.

Mr. Testaburger scared the shit out of me, if I wanted to be perfectly honest about the whole thing, but Wendy simply thought he was a goddamn nuisance and openly expressed her opinion to his face on a number of occasions. Despite how uncomfortable it made me, I'd never once had to consider whether or not Wendy was truly worth all the incredible bullshit I had to put up with. The answer was clear: Of course she was.

She wasn't, however, worth hurting Kyle's feelings over. I had to go back home. I had to make things right with him.

I gently kissed the part in Wendy's hair, then began to slide out from underneath her. She was a light sleeper, and I knew she'd wake up no matter how carefully I extracted myself from her embrace, but I still tried to ease my way out without disturbing her. I made it halfway before she hummed and sat upright.

"Stan?" She asked, trying to look at me through bleary eyes. I smiled and stoked the glossy waterfall of hair shielding half her face.

"It's time for me to go back home. It's late."

She collapsed back into me, wrapping her arms around my waist and burying her face in my chest. "You don't have to go. Stay with me until morning."

Her breathing was still deep and even beneath the soft purple of her shirt, pulled only partway from the realm of sleep. Arguing with her was something I had learned was futile very early on in our relationship; it got me absolutely no where. And so, instead of arguing my case, I took the easier alternative and wedged my arms under her legs and back as I stood, lifting her in the traditional bridal fashion from the couch. She sighed and leaned her cheek against my shoulder, allowing me to take her up the stairs and put her into bed. She was asleep before I had even pulled the pink-flannel blanket over her. I kissed her unresponsive lips, then paused as I stepped back to look at her.

I didn't know what I had done to deserve such an amazing girlfriend, but why question the good in your life? As long as I wasn't on the fool's end of some kind of sick joke fate was playing, I accepted every gift in my life with mechanical appreciation. It just simply didn't seem fair sometimes that I had everything a guy could ever want in a girlfriend while Kyle continued to celebrate each consecutive Valentines day studying because everyone else had someone special to share it with. Not that Valentines day could possibly be any further away, but I figured if the next would be any different, I had better start doing something to help him now.

Below me, Wendy sighed and shifted into a more comfortable position. The small noise caught my attention, and I realized that Kyle had once again taken precedence over any of my other thoughts, including my easily-seducible girlfriend, who was lying vulnerable and half-dressed on her bed. Kyle probably wasn't a very normal thing to be thinking about right now, especially when it was cold and Wendy obviously wasn't wearing anything beneath the thin cotton covering her chest.

I shook Kyle clear from my mind and, upon a few moments of drinking in the sight of Wendy's perfectly shaped body, slipped underneath the covers. She clung to me instantly, awakened and suddenly more alert than she'd been all night.

"I knew you'd stay," She said, locking her arms around my neck.

I was already kissing my way down her throat, easing my knee between hers and gently nudging her thighs apart. "I was thinking about how selfless you've been tonight."

Her eyes were half-lidded, the orbs darkening with a naughty tint. My hands worked their way slowly up the front of her shirt.

"And I realized I still need to return the favor," I finished.

She was already moaning with anticipation by the time my tongue danced beneath the elastic of her lacy panties.

It was almost 4:30 in the morning by the time I finally crept into my bedroom. I had half expected Kyle to be waiting up for me with some kind of lecture about staying out all night long, or at least a curt tongue-lashing for having to convince my stupid parents that I hadn't gone anywhere. Instead, he was burrowed deep beneath the covers, drenched in the silvery beams of the moon.

My shadow fell across him as I moved closer, leaning into his face to make sure he truly was asleep. I was a little disappointed about it; I had wanted to apologize immediately for bailing out on him the way I did. The guilt clouding me wasn't going to fade away until I heard him say that everything was cool.

"Kyle?" I whispered, a little part of me actually hoping it would wake him up; another part of me resisting the urge to brush my lips against his temple.

I hurriedly put some space between us, moving back toward the darkened corner where my dresser stood. It was thoughts like that—like kissing and touching— that bothered me more than the other thoughts I had, like wanting to grind him into the mattress. I had once done a Google search and found a goldmine of information about the issue. It seemed it was pretty normal to want to hump everyone in sight at my age, and that included both genders.

The part I didn't find any assurance on and have since avoided thinking about as much as possible was the fact that I not only wanted to pound Kyle into the mattress, I wanted to pound Kyle into the mattress and then I wanted to hold him afterward.

That probably wasn't as normal and meaningless as I hoped it was.

And I wasn't thinking about it.

Instead, I busied myself with the frustrating task of striping myself down for bed. I was normally a pretty graceful person (it was Kyle who could and would trip over his own feet), but it seemed that the effect of the early morning hours was beginning to take its toll on my sleepless body, and every article of clothing I removed collided and crashed into something else in my room. By the time I had finished pulling off my sweater, and cussing at it for getting stuck at an awkward angle on my arm and head, I was pretty sure Kyle, if not the entire house, was awake. But he didn't say anything at all as I fell beside him into the bed, the comforting pleasure of relaxation flowing steadily through my bones.

I felt Kyle shift beneath the covers, then sigh deeply. I ignored the raw sword of lust that cut through the lower portion of my stomach. It wasn't altogether too hard to do considering I'd been battling it every time he slept over since we were twelve-years-old, not to mention the overwhelming tide of fatigue washing over me. It took mere seconds for the room to start fading into the soft colors of slumber.

Just as I was reaching the soothing realm between consciousness and sleep, Kyle thwacked me hard across the face as he turned again. Prickles of shock darted through me.

"Ow, dude!" I shot upright, fumbling to turn on the lamp. "What the hell was that?" The moment the led clicked and the artificial stream of gold illuminated the room, I wished it hadn't. Kyle sat up, a murderous hue battling just beneath the glass of his eyes.

"What have you been doing all night long?" He demanded.

I had to literally fight off the ice climbing with ivy limbs along my spine. It was such a rare thing for Kyle to turn his fury on me. Normally I found his temper slightly enduring and kind of a turn-on, but it was a whole different story when I was his prime target. There just wasn't any other way of putting it: Kyle was scary.

Still, there was absolutely no reason for him to be slapping me that way; if he wanted to beat me to a pulp because he was pissed, I'd prefer it if he used fists. A smack was a bit of an insult.

"What do you think?" I asked.

"Wendy!" He yelled. "You've been doing Wendy all night long! Stan, how could you?"

"Kyle, I wasn't "doing" Wendy, alright?" This conversation was honestly getting pretty old. Although I shared the same ideals as him, my morals weren't quite as ridged, and he just didn't get that. "Even if I was, what do you care?" I continued. "Guys are suppose to congratulate crap like that, high five them, and take them out for a beer… or something."

"That's not the point!" He snapped, then froze abruptly, making a face similar to one I'd imagine he'd make if he'd just shit himself. "…A beer, what?"

There was way too much of this Kyle-Wendy bullcrap going on. Every time I was with one of them, they were too busy talking, asking, or bitching about the other one to ever shut the hell up and just have a good time or at least a normal conversation with me. I was tired of the relentless way they always had each other on their mind. Kyle, with his polite mannerisms and pristine morals had always made far too well of an impression on Wendy, and maybe I was just being completely stupid to think it was all coincidence. What other reason would Kyle have for being so pissed-off every time I was alone with her? And what other reason would he have to try so damn hard to keep me from having sex with my own girlfriend? It was pretty clear Kyle wanted her for himself.

"What is the point," I finally asked, grinding my teeth. "that you're a jealous Dickhole?"

Kyle's jaw actually dropped. He waved his hands in front of his face. "Whoa, whoa, wait. Jealous? What would I have to be jealous of?"

I couldn't stop my eyes from rolling. "Oh, please, Kyle. You've been trying to impress Wendy ever since she broke up with me in the fourth grade!"

"Impress Wendy?" He asked, the pitch of his voice rising in tight disbelief. "Stan, you have it all wrong."

"Do I? Somehow I don't think so."

"God, just forget it!" He yelled, suddenly losing his cool again, ever the firecracker. "You're too much of a selfish bastard to care that you're a selfish bastard!"

"What? That doesn't make any sense!"

He actually threw himself back against the pillow and turned sharply away from me. "Just shut up and go to sleep. This is the last time I stay over with you."

It didn't matter how pissed off at him I was; Kyle was hot when he was mad. I had always thought so. Incidentally, I didn't want to beat the shit out of him, I wanted to fuck the hell out of him. This was a problem because I had just spent the better part of the night with my face buried between Wendy's legs. Not only that, but it was starting to get awkward going to sleep every weekend with a raging boner for Kyle.

I clicked the light back off and settled into the softness of blankets, taking a deep breath. "We're getting too old for this, anyway."

Kyle turned toward me, his voice softening to an almost heartbreaking tone. "Huh?"

"It's just," I paused to gather the correct words and assemble them into a sentence coherent enough to express what I meant. Finally, I settled on: "Kenny and Cartman stopped sleeping over years ago."

Kyle took a moment to absorb this. "So?"

"So… maybe it's just kinda gay that we still are," I explained, and Kyle just stared. "I mean, people might start to wonder about us, you know?"

Even through the blankets I could feel the rise in his body temperature as the anger boiled over. "No, I don't know, Stan. Unless you're worried I'm gonna reach over and molest you like you did to me."

"What?" I yelp. "Dude, we were twelve! I was only showing you what to do because obviously you were bad at it!"

"I was doing just fine on my own!"

"Yeah, watching me," I said, calmly. There was no way I was going to let him put the blame solely on me. "If I remember correctly, you started your pathetic little wank job while you were watching me, and then couldn't even control yourself when I tried to show you a better way to do it, so I got screwed into getting you off instead of you doing it yourself."

"That is the most bullshit logic I have ever heard!"

"There's no other logic to it."

"What are you saying?" He demands.

It was one of those moments when you know you're about to say something stupid. You know, and yet the words tumble out faster than your mind can tell you to shut your damn mouth.

"I'm saying, maybe Cartman's right. Maybe you are a fag."

"You were the one touching me! Maybe you're the fag!" He shoots back.

"Yeah, well I didn't hear any objections! It sounded more like 'Ooooh, God, Stan yeeeesss!' to me!"

Kyle threw the blankets covering him off and over my head. I ripped them away furiously to find him shoving his legs into his pants.

"What are you doing?"

"I'm running for congress, what does it look like I'm doing?" He snapped, zipping the fly and then reaching for his hat.

I scrambled out of bed, throwing myself in front of the door. "You can't just leave!

"I can do whatever the hell I want!"

"But it's cold and dark."

"Not as cold and dark as you." He said, pulling down his hat. "Screw you, Stan. I'm going home."

I didn't move fast enough, and he managed to maneuver around me and through the door before I could do anything else to stop him. But what would have stopped him anyway? The truth?

"Oh, sorry for calling you a fag and saying I didn't want you staying over with me, Kyle. It's just that even though I'm in love with Wendy, all I want to do is tear your clothes off when you're lying next to me."

I somehow don't think the truth would go over so well in this situation. We had already "experimented" together, and although I considered it one of the most erotic and pleasurable moments of my life, I now knew that Kyle thought of the entire thing as a violation, as molestation.

We were only twelve. That was my whole excuse right there, because I had absolutely nothing else to defend myself with. The reason wasn't solely because of the immaturity of mind, however; it was because Kyle was hot. That's really what it all came down to in the end. Kyle was hot and my hormones had matured. That was why I had raided my dads porn stash that day; because I wanted to see Kyle get turned on. I wanted to watch the front of his pants grow tight behind his zip and I wanted to get off thinking about it.

It was a sick, deceitful trick, but hell if it didn't work out even better than I had imagined.

Through the darkness, I blinked at my door. I could run after him, maybe I should run after him, but even if he were willing to listen to me, I didn't know where to start. There was so much to say and at the same time I knew I could never say it. Sex was a powerful thing, and the desire for it was something that destroyed relationships on a daily basis around the globe. It wasn't important for me to tell Kyle I wanted to bone him; it wasn't the same thing as if I were in love with him. It was simply hormones, maybe derived from the depths of my lust for Wendy. No matter how much we had played around, we still hadn't gone all the way. And although I wanted to, the more intelligent part of me didn't. There was a time for everything.

Right now it was time for some much needed sleep. I could deal with Kyle later.

Kyle was watching me instead of the porno. That much, at least, hadn't been expected. There were naked women on the TV, and he was more interested in watching the way my hands glided up and down then he was in their bodies.

It put a bit of a damper on my confidence at first. Kyle and I had never done anything like this before, and it was possible that he would think masturbating in the same room as each other would be really more gay than it was a turn-on, even if we were watching x-rated movies together.

So it was surprising and explosively arousing when he began to palm the bulge of his pants as he watched me. It only took a few minutes for that to send me hurling over the edge of release.

For a few breathless, boneless moments, I floated in the silky membrane of post-orgasmic bliss. When my eyes opened, Kyle was still watching me; cheeks slightly flushed, hands stilling with shy uncertainty between his legs.

"Lay back," I told him softly, sitting up. I had to hide the smile I felt as I watched him comply with nervous excitement. "It's cool, dude, we're both guys here. Try some of this."

I held up the bottle of lube I had used for my own stimulation, and Kyle obediently outstretched his hand. He wouldn't look at me as he began to apply the bead of gel I had squeezed into his palm. The soft bubbling of laughter sneaked past my lips.

"Don't have much of a technique going, do you?" I asked, trying to be delicate about the matter.

Kyle finally looked up at me, smiling with lazy affection, tinged with a hint of embarrassment. "I haven't ever- done this before."

"What? Are you shitting me?"

Kyle shook his head, and I looked down again at the way he was cupped in his hand, covering his excitement rather than relieving it.

I could feel the twinge of arousal starting to plague me again, growing steadily at the sight of him laying so compliantly against my bed sheets. My hands suddenly had a mind of their own.

"Try it like this," I said and, after gently pushing his hands aside, wrapped my own around him. Kyle moaned at the sensation, and a laugh involuntarily escaped me. "Dude, I haven't even done anything yet."

But, God, do I want to...

I began to stroke him in time to the sound of my own heartbeat, using a wristy, up-and-down motion that I had recently discovered was a personal favorite technique of mine. The sensations were almost unbearable in their intensity, and it seemed to have the same effect on Kyle. He writhed beneath my touch, clutching fistfuls of the surroundings sheets as he arched instinctively into my hands.

"Yes," he whispered; eyes closed, breath hitched. "God, yes, Stan, Stan. Stan!"

The heat of arousal was burning full force through me again. All it took was a slight increase in pressure and a few more patient, loving strokes and Kyle was coming long and hard into my hands.

I woke up sweating, the sheets covering me hot and drenched with come. The room was still mostly dark, but the first remnants of light were beginning to creep along the edges of my curtains.

Kyle had left less than two hours ago, and though I swore not to think about him and get some rest, I was already dreaming about him. Or, more accurately, about Kyle's first masturbation session.

I had been the one to unlock that perverted door for him. Until then, he'd been as innocently wholesome as Butters Stotch. Who knows how long that would have lasted if I had been better able to control myself. And that was the reason why I had to be so brutal with Kyle tonight—so that I didn't make the same mistake twice, because I didn't trust myself.

Once upon a time I had molested Kyle.

And for Christ sake, I had enjoyed every minute of it.