DISCLAIMER: I own nothing and no one. Promise. So this was orignally supposed to be Caleb/Austin with Caleb-knows-he's-there voyeur!Kyle, but it sort of morphed and took a life of it's own and become, basically, sad-smut. This is the first story I've finished in only one day in a looong time. Includes phonesex and saddepressednotoverCaleb!Kyle.

Caleb and Kyle had an okay breakup. There was some crying involved, and a lot of hugging, but ultimately neither of them got angry. They had seen it coming for weeks now, anyway. Caleb was antsy, afraid of being tied down for too long, and Kyle had a strong form of committed romanticism that, frankly, frightened Caleb.

They broke up on a Monday. By Wednesday, Caleb was locking lips with Austin Bello and Kyle was pissed. Pissed that Caleb could already move on, pissed that he still wasn't over the redhead and probably never would be. He never once thought that maybe Caleb and Austin had been hooking up behind his back because Caleb just didn't do that. Kyle knew him, or at least thought he did.

Caleb, on the other hand, still wanted to be best friends with Kyle, tried hooking him up with other guys ("Jonathan, dude. Totally your type." Kyle had huffed and replied, "That kid is so far into the closet he's in Narnia. No thanks, but I don't want to be hidden like a cheap whore."), tried taking him out to the movies every weekend, sans Austin because the awkwardness that would ensue would be of epic proportions.

He could see that Kyle was still in love with him, and he really did feel sorry for him because their relationship had been fantastic in every aspect, and things had been awkward since the breakup. Caleb hated it; he wanted his old Kyle Burns back.

Still, he had to move on.

Austin was away a lot, on tour as a tech for some band Kyle didn't care to remember, and he knew Caleb was lonely. It wasn't unusual for Kyle to show up at Caleb's apartment in the evening with a plastic CVS bag full of movies and bags of popcorn and Caleb would smile that dazzling smile of his and let him in. They'd watch movies until the early hours of the morning, the smell of popcorn hovering like an invisible blanket over the apartment, blue screen glaring as they both slept on each other's shoulders, having fallen asleep somewhere in the middle of The Science of Sleep, ironically enough.

Austin just left again yesterday and Kyle's on his way to Caleb's apartment. This time he doesn't carry a bag, instead hoping to take Caleb out to dinner since a new Mexican restaurant just opened up not too far from them. He gets up to the fourth floor and stops in front of Caleb's door, turning the knob since Caleb usually never locks it.

Caleb's talking on the phone when he enters and Kyle leaves the door slightly ajar, as it was when he got here. He sees Caleb's lithe body spread out along the length of the couch that's angled to the door but offers only an obstructed view, and before Kyle can open his mouth to talk and make his presence known he sees Caleb switch the speakerphone of his iPhone on and now Austin's tinny, crackly voice fills the room alongside Caleb's.

"What'd you say you were wearing again?" Kyle hears Austin ask, and his stomach does a flip.

Caleb giggles, that way he used to with Kyle. "I told you, baby. Those briefs you bought me." He fingers the waistband and Kyle stands, frozen to the floor and he's really, really glad it's difficult for Caleb to see him from the angle he's spread out at.

"The silk ones?"

"Mhmm." Caleb makes a nod of affirmation and rubs small, tight circles on his lower stomach.

"I love the way those hug your cock, Caleb," Austin replies, and even through the bad connection that's amplified by speaker Kyle can hear the audible hitch in his breath, the strain in his voice. Caleb's beginning to develop one too, and Kyle feels to disgusting for watching avidly as the bulge in those fucking fantastic briefs starts to grow.

"That's why you bought them," Caleb says, doesn't ask, and he stops rubbing geometric shapes to palm his cock, thumb rubbing over where the head must be. The silk is red, and even though Kyle's a good twenty feet away he can see the fabric start to dampen and darken with Caleb's arousal. He licks his hips and tries to ignore his own cock taking interest inside his cargo shorts and fraying boxers.

"Shit, yeah," Austin says, and the strain in his voice becomes more apparent. "Are you touching yourself?" Caleb sucks in a breath and quickly strips off his shirt, tossing it to the floor. His movement jostles his phone, which is lying precariously in the small strip of couch available. It settles and Caleb uses his free hand to tweak a nipple. Kyle bites back a groan.

"Of course," he replies. "Thinking about it being your hands, rubbing me. Your lips marking every inch of my skin." Sucks in a gasp now. "Your hand on my cock, then your mouth. Fuck, I love when you suck me off."

Austin breathes out a laugh. "I love it too. I love that look on your face, those tiny little thrusts."

Caleb whimpers, the sound followed by a short, quiet moan. He slips his hand under his briefs and Kyle's stomach flutters, nerves tingling with anticipation as Caleb angles his hips up enough to slide them down and off, dropping them on the floor next to his shirt. Kyle swallows, eyes glued on the wanton spread of Caleb's legs, the darkness of his cock against the pale skin of his stomach.

He really can't help the hand that comes down to rub slightly at the front of his shorts.

"You just took them off, didn't you?" Austin asks quietly and Caleb doesn't hesitate to answer back with a breathy "Yes." He licks his palm before wrapping it around his cock, and Kyle lets out a tiny whine at the wet flash of the redhead's tongue, the sleek, slender movement of his fingers around his cock. Caleb is like poetry in motion, Kyle swears by it.

"I bet you miss my fingers," Austin says, voice low and gravelly.

Caleb strokes once, twice, before answering. "You have no idea. It's only been one day and I'm already crazy without you."

This is wrong, this is so, so wrong but Kyle can't leave. He's magnetized to the slow, twisting strokes of Caleb's hand on his cock; hell, he's even captivated by Austin's loss of control as he moans and the sound's carried thousands of miles on a bad cell phone connection.

Caleb's back arches slightly as he moans through his teeth. "I miss fucking myself on those fingers," Caleb drawls, and Kyle knows by that quick, sharp upstroke and the touch of his fingertip to the underside of his head that Caleb's close.

"God, you're close," Austin murmurs. "I bet you're aching to get off." Kyle's almost a little surprised that their conversation has taken this turn, though it is phone sex; he probably should have expected it eventually. He feels a stab of jealously because even though they dated for a year Caleb never once initiated phone sex.

Caleb whines, says, "Fuck, yes," as an answer to both statements and Austin adds, "I love watching you come. The way you tighten around my cock, how your back arches and your nails dig into my back. You're fucking hot, you know that."

"Jesus, Austin," Caleb murmurs as his cock slides in and out of his fist, slick and hot and bringing him close, closer. "I wanna suck you off so bad, watch you come. Two can play at this game."

Kyle sorely misses watching Caleb suck him off. He'd have his fingers buried deep in the redhead's curls, once-straightened and coming lose with each droplet of sweat collecting on his pale, perfect chest, sliding like glittering jewels from his hairline down his cheeks. He bites his lip against the onslaught of emotion and tries to focus—he shouldn't, oh God—on the minute rise and fall of Caleb's hips as he fucks his fist.

"Austin," Caleb whimpers, whines as his eyes squeeze shut. "God, I want you to fuck me so hard, like you hate me, and whenever I move I can still feel it."

Austin makes a pleased noise. "Fuck you all night if I could, bury my fingers first, then my cock. Make you scream. You'd like that, wouldn't you, Caleb? To lose all sense of control."

"Yes," Caleb hisses on an exhale, and Kyle's trying to imagine all of this, if any of it's actually happened, and he's too turned on to feel any sort of emotion besides strong, blinding pleasure and the achingly hard sensation of his cock.

"You're gonna come, aren't you," Austin supplies, and it's not even a question because he knows, like he's in the room with them. Caleb can barely say anything back, gets out a mess of, "Shit, I—I," before he's bucking up into his fist, thighs shaking as he tightens his muscles.

"Fuck, fuck, you just came," Austin babbles, "Jesus, Caleb." He groans, words choked off as he comes, miles and miles away. Now there's only silence in the room, heavy breathing heard from three different people.

Caleb catches his breath first. "Start a hotline, please, Austin."

Austin laughs, and now his voice sounds tired and worn, if not sated. "No way. This is just for you."

Kyle can see a tiny twitch of a smile grace Caleb's features. "Aw, all for me?" he coos.

The knots in Kyle's stomach grow and tighten, and despite the fact that he's in desperate need of release like right the fuck now, he feels the hot sting of tears prick at his eyes. He shouldn't be feeling this, not now, should be over it, but he's not. He's not okay.

He slips out of the door as quietly as possible, hopes Caleb doesn't notice or hear, but he probably won't. Too busy cooing over his new boyfriend, Kyle thinks bitterly as he descends the stairs of the complex. He'd get home, jerk off to thoughts of Caleb speaking like that to him, feel disgusting and spend the night watching movies, just like it's been for the past few months.

He'd get over Caleb someday.