A/N: My friend requested this, and I couldn't deny her XD Happy birthday, buddy! But anyways, all you die-hard Sephy x Cloud fans, please don't kill me. I tried my bestest.

I own nothing! This all belongs to Square Enix and all the other companies I can't name. Enjoy!

Cloud watched Zach walk away, wishing he was going with his brave new friend. But one day, Cloud would join his friend in the higher ranks of SOLDIER, and then they'd be doing the dangerous missions together.

"One day." Cloud promised himself. He took off his stifling SOLDIER helmet, glad to finally be off duty for a bit.

"You're a new member of SOLDIER?" A deep voice appeared from behind him, startling Cloud. He clutched his helmet to his chest and whirled around to see the legend himself, Sephiroth.

"Y-yes sir." Cloud hastily snapped off a salute. He couldn't believe that he was standing in the presence of the Hero, Sephiroth! Cloud watched Sephiroth smirk at how obviously flustered Cloud was. His long silver hair flowed down to his ankles, and his sword stretched out behind him. Sephiroth's hair and sword were just as famous as he was, but no one at SOLDIER dared tell him that to his face.

"No need for formality if you're off duty now." Sephiroth said calmly, tossing his bangs out of his face. Cloud was struck by how green his eyes looked in the sunlight, before mentally slapping himself. This was a superior officer, second only to Lazard! He shouldn't be thinking things like that.

"Uh, thank you. Sir" Cloud added hastily, not wanting to offend him in any way possible. Sephiroth extended his arm and gripped Cloud's shoulder tightly. Cloud was pleasantly surprised, and it sent an unknown thrill through his entire body.

"No need for formality since we're both off duty. Have you had anything to eat?" Sephiroth eyed him from head to toe critically. For a moment, Cloud wished that the look was a completely different one. He shifted from one foot to another awkwardly.

"Uh, no, I don't think so." Cloud mumbled to the ground. Why was he acting like a teenager all over again! The grip on his shoulder tightened, and he was being pulled inside the small motel that he, Zach, and Sephiroth were staying.

"Well, let's go get you something, shall we?" Cloud couldn't even muster a protest as he was embarrassingly pulled inside and sat down at a table like a child. Sephiroth sat across from him and signaled for the lone waitress.

"No, really, I'm fine." Cloud's feeble protest was waved away by Sephiroth, who was watching the waitress approach.

"You'll eat." Sephiroth said in a tone that brokered no argument. Cloud slumped into his chair as the waitress finally reached their table. She had a round face and her mousy brown hair was done up into a messy bun as strands of her hair fell into her eyes.

"What'll you boys be having today?" She asked kindly as she handed both of them yellowing laminated menus and pulled a pencil Cloud hadn't even noticed was there and held it poised over a notepad. Sephiroth looked expectantly at Cloud, and Cloud scanned the menu, not really seeing anything.

"He'll have the house special." Sephiroth eventually said, snatching away Cloud's menu and handing both of them to the waitress.

"And anything for you sir?" she asked Sephiroth curiously. He shook his head no, causing his long silver hair to seemingly glide over his face. Cloud wanted to reach over and run his hand through that waterfall of silver strands, to see if it was as soft as it looked. Cloud clenched his fist tightly against his thigh and sat completely still, not daring to even breathe.

"Something wrong?" Cloud opened eyes he hadn't realized he shut to see Sephiroth looking at him with mild concern.

"Why aren't you eating anything?" Cloud managed to grind out. He was just beginning to rein in his impulses, and he relaxed his hand.

"I'm not hungry." Whatever Cloud was going to say next was abruptly cut off as Sephiroth raised one hand for silence. "I may not be hungry, but don't tell me you're not hungry. I know you are." Cloud slumped back into his chair, realizing that it was futile to argue. They both sat in silence until the waitress came back with a steaming plate of food. Cloud's mouth inadvertently water as he inhaled the aroma of a sizzling cut of meat. Cloud also noticed there were mashed potatoes and greens with a large hunking roll of bread placed precariously on the edge of the plate.

"Here you are hun." The waitress smiled kindly at Cloud before settling down a large glass filled with a thick brown liquid. Cloud thanked her before eagerly digging into his food, moaning quietly at the taste. He plowed through his food, only remembering his guest when he managed to look up. Appalled at his manners, Cloud cleared his throat and set down the fork full of food he was previously going to eat.

"Don't worry about me." Sephiroth said, almost as if reading Cloud's mind. "Believe it or not, you make the cutest sounds when you eat." Cloud nearly spewed his drink all over his commanding officer.

"W-what?" Cloud stammered, heart suddenly going like a racehorse. He felt a blush spread to his cheeks, and he lowered his face in an attempt to hide it.

"I don't repeat myself. You heard me." The last bit was said in a low tone, and Cloud felt the blood begin to leave his head and travel somewhere south.

What am I doing? He asked himself furiously. He enjoyed women! Okay, sure, he may have thought about it a few times, maybe even a fantasy or two involving him and Zack, but never…lust, for another man. He confirmed it was lust when he looked back at Sephiroth, and saw his mako green eyes glowing.

"Are you hungry?" Sephiroth asked, leaning across the table. Cloud was hypnotized by his eyes, leaning closer to get a better view, he told himself.

"Am I hungry?" He repeated, and Cloud suddenly got the feeling it wasn't food Sephiroth was referring to. His tongue darted out to moisten his suddenly dry lips, and he saw Sephy watching it in fascination, his eyes glowing brighter.

"Yes. Are you?" Sephiroth's hand came up and traced the path Cloud's tongue had taken, allowing Cloud to marvel at the buttery softness of Sephiroth's leather gloves.

"I- I think so." Cloud stammered, even though he had plowed through a hefty plate of food. Without warning, Sephiroth's gentle hand snapped away from his mouth and locked around his wrist, heaving him up and away from the table like a rag doll. Cloud could feel a habit beginning to form.

"Hey, what are you doing? Where are we going?" He protested, and even struggled a bit. He watched Sephiroth drop an insane amount of Gil on the table before he in the hotel lobby again and being dragged up the stairs.

"Sephiroth, where are-" Cloud's words were cut off by Sephiroth's hot mouth covering his own, shoving him out of sight and against the wall. Cloud was shocked and unresponsive at first. But Sephiroth refused to let him be inactive, and he reached between them and cupped Cloud's cock beneath his pants. Cloud gasped, and then groaned as Sephiroth's tongue swept into his mouth.

He heard the sound of a door opening, and Cloud was suddenly thrust into a strange room. At the sound of the door locking, he whipped his blonde head around to see Sephiroth storming towards him, green eyes glowing. He was swept into those leather clad arms and kissed again. Cloud didn't hold back this time, either, allowing himself the pleasure of running his hands through as much of Sephiroth's hair as he could.

"We shouldn't be doing this." Cloud mumbled, hating his rational side and breaking off the kiss. Sephiroth just began to kiss along his jawline and up to his ear.

"Why not?" Cloud felt a shiver of desire run through him at Sephiroth's voice in his ear. He began to nibble and lick Cloud's ear, drawing out another moan.

"Because- oh!" Cloud exclaimed as Sephiroth's gloved hand slid into his pants and wrapped around his engorged cock. The soft leather drove Cloud insane, and he wantonly thrust his hips forward.

"I thought not." Sephiroth said, and Cloud could hear the smile in his voice. Pushing backwards until Cloud's back bumped the wall, Sephiroth continued to expertly work Cloud's penis, drawing more moans from the little blonde's body.

"Sephiroth.." Cloud moaned before tensing up, his body exploding into orgasm and releasing his seed all over the front of his pants and Sephiroth's hand. Embarrassed, Cloud looked away from Sephiroth when he could remember what had just happened.

"No." Sephiroth growled fiercely, forcing Cloud's face towards his. "Don't ever look away from me." Cloud watched in fascination as Sephiroth withdrew his hand and licked a bit of Clouds's seed off his hand. This made Cloud hard all over again, and he was surprised at himself.

"We shouldn't even be doing this. You're my superior officer, and Zack will be back soon." Cloud blanched at the thought of Zack finding out that he'd come for another man, and that it was also his idol. Zack would be furious.

"One more unpleasasnt word out of you, and you'll be punished." The threat did nothing more but excite Cloud. "Now take off your clothes." Obediently, Cloud stripped until he naked in front of Sephiroth, cock standing at attention.

"Shouldn't you be naked too?" Cloud asked Sephiroth, snapping him out of some sort of trance. Sephiroth staring at his aroused body was pure torture, especially when he saw him lick his lips. It drove Cloud insane.

"If you want." Sephiroth said with a smile. Cloud watched as little by little pieces of Sephiroth's perfect body was revealed to him, making Cloud's mouth water. But the image of Sephiroth stripping was ruined by his friend's face, which he couldn't stop picturing.

"I told you to stop, didn't I?" Sephiroth growled, bare only on his chest. Cloud marveled at the hard planes of Sephiroth's chest, each inch of exposed skin nothing but pure muscle. Cloud watched those muscles expand and contract as Sephiroth stomped over to where he was still standing like an idiot. "And now I'll punish you."

"You said if I said anything negative-"Cloud was cut off as Sephiroth's tongue swept into his mouth, taking and conquering it. The kiss was rough and fierce, nothing like before, and exciting Cloud even more.

"I could read your thoughts." Sephiroth said before he was hauled towards the large bed. Sephiroth stopped right at the edge and turned to face Cloud, silver hair swirling at his feet.

"On your knees." Sephiroth commanded. Cloud was stunned into compliance, and also with the hand on his shoulder pushing him down until he was indeed on his knees. Cloud was eye level with Sephiroth's crotch, and he was pleased to see he was just as aroused as Cloud was. Sephiroth ruined his view by sitting down on the edge of the bed, but scooting closer until his knees brushed Cloud's forehead.

At the sound of the zipper, Cloud almost died in anticipation. He looked up at Sephiroth, his eyes now an unnaturally green glow.

"Suck." Sephiroth commanded, and Cloud watched Sephiroth finish undoing the zipper, his huge cock springing forward. I guess you don't need underwear when you're wearing leather pants Cloud thought wrily. He felt a strong hand tangle in his hair and urge him forward, Sephiroth's legs falling open.

"You have to face your punishment." Did Cloud hear a bit of strain in Sephiroth's voice. Soon he was face to face with Sephiroth's manhood, and it was glorious. Cloud observed in fascination the flared head, and the droplet of pre-cum on the tip. Without much thought, Cloud's tongue darted out and he licked the slit of Sephiroth's penis, making him groan. Cloud found he liked it when Sephiroth groaned, and so he took the head of his cock into his mouth

"Yes." Sephiroth hissed, throwing back his head and fisting the back of Cloud's hair even tighter. Cloud's tongue darted around the head and even underneath it to the sensitive skin, making Sephy shift his hips forward. Bold now, Cloud took as much as he could into his mouth and sucked, making Sephiroth groan. One of Cloud's hands came up of it's own accord and fisted the rest of Sephiroth's cock, while the other began to play with his balls.

"Oh yes, Cloud." Sephiroth ground out. Cloud enjoyed the salty taste of Sephiroth, and marveled at how something that was so hard be as satiny smooth as it was. He puffed out his cheeks and sucked again, this time tasting more pre-cum. Sephiroth thrust himself into Cloud's mouth once, twice, before settling down into a restless writhing.

"Get up." Sephiroth said in a harsh tone. Even if Cloud wanted to, he couldn't, cause Sephiroth had already hauled him up by his shoulders and tossed him onto the bed. Cloud watched from half lidded eyes as Sephiroth tore out of his pants and boots, baring the rest of his body to Cloud's gaze. Sephiroth's ass was so firm and tight, Cloud wanted to sink his teeth into it.

Sephiroth hopped onto the bed and dove for Cloud's mouth, devouring him in another hot passionate kiss. Cloud yelled loudly when he felt three of Sephiroth's fingers enter him, giving him no time to adjust. The pain last for a few minutes before Sephiroth removed his fingers and flipped Cloud onto his hands and knees.

"I need to be inside you. Now." Cloud almost came at the sound of harsh desire in Sephiroth's voice, and without warning, he felt Sephiroth enter him completely in one powerful thrust. Cloud bit his hand to keep from yelling out again. He felt Sephiroth pulsing hotly inside him, and the pain of being stretched again only heightened his desire. Sephiroth almost fully withdrew himself before slamming forward, rocking them both.

Cloud could barely contain his groans and pants, and at some point he didn't care. Let the world know that he was having one of the most incredible experiences of his life. Sephiroth's pace was furious, almost painful, but Cloud found he could tolerate a lot from Sephiroth.

"Sephiroth!" Cloud cried out as he finally hit Cloud's sweet spot. Sephiroth grunted and changed the angle, hitting it over and over again. The sensations around Cloud were driving him wild; the smell of sex and man permeated his nostrils, the still lingering salty of Sephiroth in his mouth; the feeling of Sephiroth's balls slapping against his ass. It was all too much for Cloud, and he felt like the inferno raging inside him was going to burn him alive.

He felt himself coming closer and closer to the edge, almost but not quite to the point of no return.

"Come for me, Cloud." Sephiroth grunted out. Cloud's hand left the bed and wrapped around his own cock, pumping his hand up and down. His body rocked forward, Sephiroth's cock slammed into his ass again, and his hand squeezed himself. Cloud's orgasm exploded within himself, and he yelled until he felt his throat go raw. Wave after wave of pure ecstasy washed over Cloud, his neck and head thrown back, locked there as he came all over the bed comforter.

"Cloud." He heard Sephiroth moan before Cloud felt the muscles around Sephiroth's pelvis contract and tense. The hands on Cloud's hips tightened painfully, and he felt Sephiroth's hair fall over his feet as Sephiroth froze, orgasm rippling through him. Spent, the strength in Cloud's arms failed him, and he fell forward. His hips and ass were still in the air, held tightly by Sephiroth.

Soon, Sephiroth's death grip relaxed, and Cloud felt Sephiroth withdraw and roll over, taking Cloud with him and holding him close. They lay like that for about five minutes, Sephiroth pulling Cloud's body into his and throwing a leg over his hip.

"What do you cherish most?" Sephiroth asked him quietly, almost as if it were to himself. Cloud was struck with confusion at the odd question.

You. His mind whispered, but he blanched at that. He hadn't known Sephiroth for that long, and their short lived relationship was just that. Short lived. Cloud leaned his head back and felt his hair brush Sephiroth's chest. He felt so comfortable in another man's arms, even a bit more so than when he held a woman in his bed.

"I'm not sure." Cloud didn't know what he cherished most. He never thought that far into things. Sephiroth was silent for a few moments before untangling himself and getting off the bed. Cloud watched Sephiroth gather his clothes and put them on with a cold efficientcy.

"You're leaving." Cloud made that question a statement. He held his head down and also got of bed, searching for his clothes. They both silently got dressed, as if they were two strangers who'd never met before. Sephiroth strapped on his sword and headed for the door. He opened it, but hesitated. Cloud heared booted footsteps approach him.

"I'm leaving, but I won't ever forget this. Didn't I tell you to never look away from me?" Cloud's chin was jerked up and he felt Sephiroth's lips press softly against his, a feather light touch. Then he whirled away and was out through the door, never once looking back.