Okay, note to self, never space periods of writing between a matter of three months…. Yes this is a little choppy but I FINALY finished it, woohp. I have no beta…er person, so yeah some punctuation/capitalization mistakes, I tried… Nick and Ellis belong to valve

Nick groaned as Ellis jogged up behind him.

"The hell do you want?" the conman snapped glaring back at Ellis. He had been looking forward to a little bit of silent, or at least hick-less, exploring of the hotel the four man party had discovered.

"Ro' said ya'll shouldn't be wanderin' off awn yer own, so I volunteered tah go wit'chew" the hick smiled falling in step with Nick, oblivious to the irritation practically radiating off the older man.

"Whatever" Nick grumbled and continued up the small flight of stairs.

The hotel was a way off from any main street and had a short brick wall surrounding it's property line. It was small but quaint and would probably be considered more of a 'bed and breakfast' then an actual hotel, only containing five or six rooms on the second floor, and a lobby next to a good sized recreation area on the main floor. The windows on the bottom two levels of the small establishment had been boarded off and the main entrance gate had long been closed and locked. The inhabitants of the bed and breakfast had seemingly been evacuated or departed of their own free will seeing as the residence had been completely free of gore and infection; therefore making it a perfect place for the survivors to take shelter in.

Upon reaching the top of the stairs Nick hesitated before entering the first room, pistol held at the ready. But nothing came at him.

"C'mon Nick, yew think we'd have seen summ'in by now if there was anythin tah see" Ellis smiled and walked into the room ahead of Nick. "Man, this really is a nice place aint it? I mean it aint nothing' fancy or what not, but its awl homie and stuff. I aint never been tah a bed N' breakfast, but my buddy Keith has and he said when he stayed in it the people there were-"

"Ellis, shut up" Nick left the room hoping the hick wouldn't follow.

"okay" Ellis replied with a smile walking once again directly beside Nick.

They repeated the action of seeing if there was anything interest or anything that might come in handy for the next two rooms Ellis chatting away animatedly and Nick promptly shutting him up after the first few sentences. But the mechanics sunny attitude never seem to falter and always replied with a simple 'Okay' and always returned Nicks snaps with a smile that lit up his bright blue eyes.

And it ALWAYS seemed to piss Nick off.

When they reached the third room Nick reach down to touch the pistol strapped to his thigh out of habit and stopped, realizing it was no longer there. He frowned. "He overalls?" Ellis looked up smiling expectantly, Nick imagined a fluffy tail wagging furiously behind him and scoffed, "I left my gun in the last room, go get it for me 'kay?" Ellis obeyed. The older survivor's attention was drawn to the kids unhesitant compliance and silently wondered just HOW complying the kid could be.

"Here, Nick" Ellis shot him a crooked smile and handed over the retrieved gun.

"Go see if the waters running in the place, 'kay?" Nick waved his hand towards the bathroom connected to the room they were currently occupying and pretended to be looking through the drawers of the dresser placed to his right.

"Okay," And the kid left to do as he was told. Nick discontinued his act of searching through the obviously emptied draws. The Conman's lips pulled into a smirk as he watched the half closed door the Hick had disappeared through. Nick mussed over how obedient the kid was. Sure he would shut up when asked, he was polite, but as Nick thought about the time spent with the annoying southerner he had never ONCE heard the kid say no to him after receiving a command. Plus the stupid infatuation the kid seemed to have with him probably helped. The kid probably had a crush on him. "how cute" Nick scoffed and rolled his eyes.

"what'chew say?" Ellis asked stepping out of the bathroom.

"hmm?" Nick looked over at him "oh, nothing….. The water work?" Nick asked pointlessly, he already knew the answer, running water was a no go after the government had seemed to turn it off in the surrounding area in fear of spreading the infection further.

"oh yeah, the hawt water too" Nick stopped and stared in disbelief.

"seriously?" he walked past the hick and into the bath room, turning the little silvers handle with the H printed atop it. And, just as Ellis had said, the water spilling form the faucet was warming. "holey shit, out overalls, I'm showering." Ellis blinked a few times not moving from his spot even after Nick had begun removing his jacket. "well? You wanna watch me strip or something, Get out." a dark blush spread across the younger survivors face as he mumbled something, turned and left the room.

Nick was, to say the least, an asshole, but he was also aware of the fact that Rochelle would beat his ass if he used up the hot water, so his first intention of staying under the hot spray until it turned cold was dropped and he only stayed in long enough to scrub off the layer of filth and gore that had begun to form. Nick exited the bathroom donning only one of the fluffy cream colored towels. He was surprised to see the hick sitting on the queens sized bed, staring at the bordered up window as if he could see the landscape behind it.

"you should shower too, you're probably filthier then I was." Ellis frowned and turned his head to Nick and froze. The blush quickly returned to Ellis's face spreading across his features as his gaze shot to the floor.

"O-okay," the mechanic got up off the bed , walked quickly around Nick and into the bathroom, "don'chew want the rest uv yer suit?" Ellis questioned, eyeing the damp white material hanging off a hook on the bathroom wall.

"No, let it dry out a bit," Nick smirked as the boy hesitated , began to say something, stopped, then closed the door.

Ellis, now thoroughly cleaned, stepped out of the shower and observed his once beige T-shirt hanging off the side of the countertop.

"might as well give it a good scrub," He mumbled to himself, picked it up and begun mercilessly scouring it.

The sun had wholly disappeared behind the horizon as Ellis exited the bathroom, shirt left to dry along side Nicks. The Hick repeatedly scrubbed at his curly brown locks, attempting to remove all traces of wetness.

The Conman watched in mild interest, leaning back on his elbows, propping him up from the bed he currently occupied. Ellis stood at the door of the washroom, head covered by a towel that matched the one now discarded on the floor, adorning the mud scuffed coveralls tied at his waist, his T-shirt currently absent.

Nick smirked at Ellis. Sweet little innocent Ellis. Obedient, compliant, willing to please Ellis.

"ahhyyy-llis" Nick drawled softly, sinking even lower onto his elbows, gazing down the bridge of his nose through half lidded eyes at the shirtless Hick before him.

"Oh Nick, umm, ya'll want yer shirt back now?" the younger survivor scuffed his bare feet at the carpeted floor, looking up at the gambler from under his damp bangs, hoping his curly hair was enough to cover the rapidly darkening pink spreading down his features.

"No, what I really want is for you to come here." he beckoned the kid over with a gentle curl of his finger.

Now Nick, living the sort of life he had, had slept with…a lot of women, and done a lot of…exotic things. But through all the one night stands he had ever participated in, he had never once slept with another man. He had never even looked at another man as if he were attracted to him. Now, seduced another man because he had to for a job? Yeah, but that didn't count, he wasn't personally after another man. Nick, in short, wasn't gay. But he'd be damned if weeks with out sex, watching that damned well muscled hick flaunt around him, those stupid bright eyes and always moving lips, wasn't getting to him. And that'd be just his excuse to reassure himself with later. He wasn't gay, he wasn't even really attracted to the younger man, he was just looking to get off, and damn if the kid wasn't good looking.

Right?

Right.

So his next actions? Not gay. Just…sex deprived.

Or at least that's what he'd be telling himself.

"…okay…" the hick said cautiously, stepping up until his legs where less then an inch away from Nicks.

And even if he wanted to, he couldn't tell you what exactly happened in the next 5 seconds.

Because before he knew what was happening, he was flat on his back with Nick towering over him, one white (well, mostly white) clad leg placed between Ellis's thighs, the other on the ground, balancing out his weight. The bed creaked, deafeningly loud in the silence that had settled, as the conman slowly leaned forward, his lips stopping a hairsbreadth away from the hicks ear.

"now, it's my turn to tell a story," Nick spoke, his voice low and gravelly. Ellis squirmed underneath him, breath hitching as Nicks knee lightly contacted with his groin. "do YOU, Ellis, know what 'suck the head' means?" Ellis eyebrows nit together, confused as to what the man was talking about.

Then Nick dipped down and deftly untied the knot in Ellis's coveralls, yanking them down past his thighs.

And Ellis had a foggy idea of what Nick was talking about.

But the fog cleared as Nick reached inside the kids boxers and pulled him out. Ellis twitched involuntarily, the cool air running along his flesh, stopped only by Nicks warm hand wrapped around him.

By this point Ellis had been propped up on his elbows, watching the conman. Unfortunately, as soon as Nick flicked his tongue out over the tip of Ellis's member, his arms gave out and he fell back onto the bed, gasping quietly and unintentionally thrust his hips.

"MmMmm ever been sucked off overalls?" Nick chuckled watching the kid lightly tremble under his grasp, his eyes tightly closed, and face turning a cherry red.

And to the Conman's surprise, Ellis shook his head.

"you're shittin' me?" another shake. Nick probably should have been concerned about stealing the kids 'innocence' or some bullshit like that, But hell if it didn't turn him on.

So he ran his tongue from base to tip of the hicks cock a couple of times just to see him squirm more and thrust his hips harder. Listen to his breath hitch and try to remain even, broken between small whimpers. The dark blush tinting the tips of his ears and spreading down his chest.

He could worry about how perverted this was later.

The kids member was at full attention and swollen in his grasp, so he thought he'd ease up on the teasing and took the tip into his mouth, sucking lightly.

"ahh Niick I…" the kid moaned aloud, tremors shaking his body, fists clutched in the blanket. If the Hick was going to say something against Nicks current actions it was cut short by the series of gasps and moans now escaping his full lips. Nick chuckled darkly as he fully removed the coveralls and tossed them to the floor, continuing his ministrations on the younger's cock to distract him from the fact he was quickly losing what clothing he had.

With a small pop Nick released Ellis's member and resumed his position over the kid, placing his hands on the kids thighs.

"lets move up a bit, yeah?" surprisingly the kid, almost eagerly, complied and scooted him self up until he was against the head board. The conman cocked a dark eyebrow at him before crawling across the bed and positioning him self once again between the others thighs. With out hesitation Nick leaned forward and captured the kids plump lips, pressing his tongue between them. They willingly parted, allowing the older mans tongue to thoroughly explore the caverns of Ellis's mouth. The Mechanic hummed quietly, fully returning the kiss, his arms finding their way around Nicks neck.

Their lips parted, allowing them to acquire much needed air. Nick glanced down at the southerner below him, eyes half mast, and for a moment, blue met green. But the kids eyes quickly fell to the bed spread, gnawing his bottom lip.

The kid was obedient, and always overly willing to please the older man (no pun intended) but Nick was pretty sure his next actions might be pushing it, no matter how much the kid seemed to be enjoying this.

"so, no blow jobs? Ever fucked?" The kid winced at the crude synonym, but remained quite, gnawing even harder at his bottom lip.

Nick waited.

Ellis slowly shook his head.

Nick had to mirror the kids actions of biting down on his lower lip to keep from moaning .

The last time he may ever have sex , and he's going to score by completely perverting a good natured, god fearing, southern boy who just happens to be a complete virgin.

Suh-lice.

"well, I guess I'll take it slow for you" a smirk crept across the card sharks feature as he undid his belt and tossed to the side.

"W-wuht?"

"you heard me, overalls" He hoisted the smaller man into his lap.

"N-Nick wai- I don' think-I'm rea-nnnngh" Nick wrapped his hand back around Ellis's cock, successfully shutting up the kids nervous ramble.

"you said you wanted to be friends didn't you?" the Hick slowly nodded, eyes glazed. "well, how about I one up you, and we can be….closer" Nicks smirk had widened when Ellis sucked in a breath and blinked rapidly at the older survivor.

Now, the conman fully realized all the things that his statement could be taken for, love, friendship, physical Etc but it didn't matter what the kid thought of it, because whither they die or not, leaving the stupid little hillbilly, currently blushing like a 16 year old virgin, would be a peace of cake.

And shit it was going to be the best damned cake he has ever had.

"good. So that's settled," Nick dug into his pocket and pulled out the small bottle of lotion he had liberated from the bathroom, "fair warning, sport, I'll make this as easy as possible, but no guaranties it wont hurt." Ellis squirmed ever so slightly under the conman, watching nervously as he coated his fingers in the sweet smelling gel.

The younger survivor sucked in a sharp breath as Nick pressed two of his digits to the tight opening, slipping them into the hot insides gently. Nick watched the kids face as he pushed his fingers in and out, slipping a third in. the Hicks nose scrunched up cutely, his eyes still tightly closed.

"it hurt?" Nick mumbled, still preoccupied with prepping the kid.

"…..s'weird" Ellis choked out. Nick chuckled, removing his digits.

The conman was a little reluctant about using the lotion, his dick was going to smell like a fucking flower garden for the next couple of days. But he new with out it the kid would never spread his legs for him again. So Nick squeezed more of the gel into his hand and began spreading it over his member.

When he was satisfied he glanced up, going to grab Ellis hips and noticed his eyes were open again.

And his gaze was currently focus between Nicks legs.

The card shark smirked.

"enjoying the view?" Nick purred leaning over the hick, placing his hips in his lap once more. Said Hicks face burned red, his blue eyes darted to the side, but he remained silent. Nick let out a sharp breath, catching Ellis's attention.

"deep breath kid" Ellis did as advise.

And Nick pressed into him, slowly burring himself deeper into the southerner as Ellis released the breath, scrunching his eyes closed.

When Nick had gotten half way, Ellis let out a sudden gasp and grabbed hold of Nicks shoulders as his back slightly arched off the bed.

Nick froze.

"…want me to stop?"

Ellis whimpered.

"…."

He shook his head sharply, lifting his hips, to push Nick further in. Nick grunted in response, tightening his grip on Ellis's hips. Oh yeah, they're where definitely going to be marks there in the morning.

The conman succeeded in fully encasing his dick inside the southerner with out further interruption and began, slowly at first, thrusting in and out of the younger.

"god, El, you so tight it-it's hard to move" Nick all but purred in to his ear, closing his hand around the mechanics member. Ellis moaned in response, but refused to not respond. And he had been doing such a good job of remaining quite.

"maybe if yew weren't so big-ngh" Ellis cut himself off by moaning again, digging his fingers into Nicks shoulder blades. Nick almost broke his pace.

He wasn't expecting that.

He was quickly brought out of his slight stupor by Ellis. Crying out his name and clawing at Nicks back, his own arching off the bed. "oh gawd Nick, Nick d-do it- do tha agen" god he had hit his 'spot' without even trying, guess he'd might as well fulfill the kids pleas. So he thrust harder, hitting his prostate.

Again.

And again.

And again.

And Ellis moaned Nicks name.

Again

And again.

And again.

And after a few more thrusts, and a quick jerk of the kids member the sweet, god fearing, innocent southerner was arching off the bed, moaning Nicks name and Cumming in to his hand.

And god, if it wasn't one of the hottest things Nick had ever seen.

With that and the friction of the kid shuttering and clenching around him, the conman hit his peak.

Nick grunted and buried him self inside Ellis as far as he could as he came. The younger gasped at the sensation of being completely filled with the conman and dug his fingers into Nick skin as he let his forehead come to rest on the kids shoulder.

Panting and spent Nick removed him self from the Hick and raised his head to meet his eyes.

But Ellis's eyes where averted, staring down and somewhere to his right and his bottom lip was between his teeth being viciously gnawed at.

Nick sighed.

Of course the kid wouldn't be completely okay with what he had just done. Not with growing up having his head filled with evil tales of homosexuals and their consequences hell. But Nick would be damned if the kid hadn't enjoyed it. So Nick ignored the guilty look plastered to the mechanics face and cupped his chin, freeing the abused lip from between Ellis's teeth with his thumb.

"don't beat yourself up about it kiddo" Ellis met his eyes, brows furrowed in confusion at the soft tone lining Nicks words

He hadn't meant to say that out loud.

"…I…I'll go tell the others we're bunking here for the night." Nick cleared his throat and got up off the bed to retrieve his shirt form the bath room. "you might not wanna move for a bit, " Nick mumbled and laid his now cleaner then before jacket over the mechanic and left the room.

When he came back into the room to inform Ellis that their comrades had found a room for the night as well he had stopped as soon as he had opened his mouth.

The younger was laying on the bed, Nicks jacket still placed over his lower half. He had curled up on his side, resting his head on his arm and had fallen asleep. A small smile pulled at the corners of the conman's mouth as he approached the bed. Ellis's dark lashes rested against his pink tinted cheeks and even in sleep a small smile graced his lips. God, for a stupid, annoying little hick, he really was attractive.

Nick scoffed and joined Ellis on the bed, pulling the covers over both of them, wrapping his arms around the sleeping mechanic.

Looks like this "piece of cake" wasn't going to be as easy to chuck out as he had thought.

Props for the longest story I have ever written and finished? Yeah….um O/o ho shit I've never written a sex scene befooooore, that took me the freaking longest…. I literally wrote ever last thing save for that scene….. Ermm hope you enjoyed?