This will be a one-shot. I do not own any of the characters. Hope you enjoy.

Max stared at the picture in his hands. He covered the images of Carmen and Roger with his fingers leaving only him, Leo and Franz's head in the background. Max laughed at Leo's goofy grin and touched his face with his index finger. He sighed and put the picture down more heavily than he was supposed to, the glass inside smashed. "Shit!" He cried.

He walked across the room to the dustpan and brush and swept up the glass. Max laughed at himself, one year ago he would have left it, but now Leo was in his life he had someone to please. Nothing pleased Leo more than a tidy office, well, other than Ulla. Thought Max, coldly.

He had always liked women. He had never been confused about his sexuality, until Leo arrived. He was different. Max didn't like men he just loved Leo.

There was a large bang as Leo entered the room. He slammed the door and started to take of his coat making short strange squeaks. Max turned to look at the man. His pale face was bright red and he had tear tracks on his cheeks.

"Leo?" Max asked, worry in his voice.

The hysterical man cried out angrily as he finally got his coat off.

"Leo." Max looked at him anxiously, he had never seen this man become so angry. He had a flash of brilliance as he watched Bloom throw his hat, walk out to the balcony and scream. Max ran into the back of the office and threw things into the air to find the one thing that would calm Leo down. Finally he spotted something blue and soft. "Aha." He whispered and grabbed it.

"Bloom!" He cried getting his friends attention. Leo stopped screaming and Max grabbed him in a bear hug while giving him the blue blanket. Leo stopped shouting and started to sob in Max's arms, he usually didn't like contact but today he needed someone to hold him. Max managed to lead him to the sofa and sat Leo down. The smell of his hair intoxicated Max as they fell. "Bloom, darling Bloom, wonderful Bloom! What's wrong?" He pleaded feeling de ja vu wash over him..

"Sh-she-she's leaving me." Leo managed to gasp.

"Ulla?" Max felt himself turn red as he thought of the woman who separated him from Leo.

Leo nodded and put his head in Max's chest.

"It'll be ok, Leo." Max murmured patting Leo's head awkwardly. "What happened?"

"Sh-she-she… She's leaving me!" He cried and fell into another round of fresh tears onto Max's filthy shirt.

"Yeah, I got that. Why?" He pushed Leo back to look at him.

"Sh-she f-found some-some-someone else." He gasped. Max's eyebrows rose and he stared at the beautiful man beside him. "Someone else?" Leo nodded with his head in his hands. "That bitch!" The man shouted, making Leo jump. It was bad enough she had stolen Leo from him when they went to Rio, and then when they came out of jail, but now she was leaving him.

"She s-said that she nee-needed "a man" now that she was a "Broadway star" and I-I-I-I was "holding her back"" Max stood up and walked across the room while Leo curled up in the foetal position with his blue blanket.

"Did she say anything else?" Max pressed. Like while very drunk, I mentioned that I'm in love with you?

"Th-that I had been neglecting her si-since prison and at eleven I always go out to work instead of stay in with her. She needed a real man because I was obviously not up to the job." Tears of anger replaced the ones of sadness. "She has gone off with Ricardo from across the hall from us. That bastard!" Leo made for door and Max grabbed him.

"No, Leo you're not thinking straight."

"I am!" He lunged for the door as Max lifted his grip from Leo's arm and held his stomach instead.

"I'm not going to let you do this, come on." He managed to pull Bloom back to the sofa and sat him down. Leo glared at his friend. "You know I'm right and that's why you're annoyed with me." Leo's face softened.

"What am I going to do? She's everything to me." He stated solemnly.

"Really? Surely if she was everything to you then you wouldn't leave the house until at least twelve." Max was half trying to make Leo smile and trying to state the obvious to him.

"You're right." He replied quietly. "I know." He jumped off of the sofa. "If I show her what a man I am she will come back to me in a second." He had a huge grin on his face.

Max felt his throat clog. "Do what you want, Leo. I need a rest." Leo started towards the door when Max added "But you do know she has been cheating on you with him."

"But she didn't think I was up to it anymore." Leo stopped at the handle.

"Don't make excuses for her!" Max shouted and pulled himself off of the sofa; his affection for the other man filled him with anger and passion. "She should have talked to you about it, you taught me that!" He pointed his finger. "And are you up to it? Are you ever up to it these days, Leo?" He couldn't stop himself, he had to make Leo see.

Leo's eyes grew to tremendous sizes. "Well you know what? You shag old women! Usually about eighty who may as well be dead they are so decrepit!" His hands were shaking. Max looked at the floor, Leo had never expressed his true feelings about Max and all his backers.

"Leo," Max started his voice calm, kind and almost pleading, "I'm sorry. I didn't mean that. Please, just sit down." Leo waited but gave up his urge to run and find Ulla. He walked over to the sofa again and flopped onto it, Max joined him and Leo buried his face in Max's chest again felling a new wave of sadness.

"If she's leaving you, then it's best to be rid of her. She's not worth it. She obviously didn't love you enough to try." Max had strange feeling in his stomach, like he was using Leo's misery to his advantage but another part of him knew he was right.

"Let her go, Leo." He put his arm around his friend and Leo convulsed with sobs.

"Max, I'm all alone, again." He gasped, he felt strange though, Ulla and him had no spark and he had actually wanted to leave her, but he was scared of being alone.

"Hey! Being alone isn't that bad. I mean you get to sleep with all the women you like," Max even felt himself laugh at his comment, the last woman he had slept with had been just under seventy. "And you get to go home whenever you want," Again the last time he had gone home was four days ago, "And you don't have to worry about nagging and buying presents except from when you're with your mother." Max tried to laugh but Leo's mood was catching.

Max felt useless but Leo's misery was strangely… attractive. Without even thinking Max lifted Leo's chin with his finger, Leo's bloated eye's looked into Max's innocently. Max moved in slowly, half expecting Leo to pull back but he felt Leo move in closer too, until their lips touched. A shiver went down Max's spine as he breathed into Leo's mouth. His tongue went into Leo's mouth and soon found Leo's they danced there and Max moved his hand to the back of Leo's head to clutch at his floppy hair. Max felt Leo's hand on his waist and Leo pulled him closer. When they finally pulled apart Max stared at Leo.

His eyes fluttered down and he raised one eyebrow, "Well it looks like you're up to it again." And Leo instinctively crossed his legs, but something felt right about him and Max. Max laughed at his awkwardness.

Max sighed, slightly expecting Leo to run out of the door, but both stayed as they were, their arms next to each other. "Leo, I-" Before he could finish Leo turned to him and pushed him back so he was lying on the small sofa, his mouth suddenly smashing Max's hungrily. Max was taken aback but was not going to tell the man to stop.


Max and Leo found themselves naked on the floor, not remembering when they had fallen off of the sofa. "Well, that was… unexpected." Max said. "You, er, certainly know your way around a guy. Sure there's nothing your not telling me?" He asked with a twinkle in his eye.

Leo grinned widely, "Well it seems that there is something my body has not been telling me." Max raised his eyebrows at Leo but said nothing.

"I mean I've never been attracted to men before." Leo looked at the ceiling and blushed, Max smiled.

"I love you, Leo. I always have." He also looked at the ceiling, he suddenly found a hand on his chest and Leo looked into his eyes, "I guess I've always loved you too. I mean I wouldn't have gone to jail for just anyone."

"You 'guess' that you've always loved me? Doesn't that make me feel good?" He added sarcastically. He felt Leo's lips on his again, "You know what I mean, Max."

He surrendered to Leo's will again and heard Leo whisper, "I love you."

Hope you liked! Please review!