Full Summary: Butters has a stomachache from too much physical movement. Kenny wants to help Butters by having him focus on different physical movements…

I'm thinking of so much fluff, it's amazing. This time I'll try something new. Let's see if it works out. Just a little Bunny before I start writing Dip.

Obviously, I don't own any of these characters. Just making sure you know (:

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Butters sits in his classroom holding his stomach. Mainly because it hurts like a bitch, but he wouldn't tell anyone that. He had no idea what brought it on. He had a perfectly normal morning, did everything that he usually did ate everything he usually ate. The only difference was that he had to run to school or else he would have been late.

Oh.

Okay, maybe that was it. Was butters really this out of shape?

He held his stomach tighter and closed his eyes, taking a small breath. It felt like it was cramping, but he didn't know for sure. All he knew was that it hurt and he wanted to go to the nurse as soon as possible and sleep this off.

Behind Butters and to the left sat Kenny, hood tied tightly to cover most of his face. He used his eyes to communicate these days, but at the moment all they were doing was staring at a seemingly uncomfortable boy. Butters was hunched over in his seat, arms wrapped around his stomach, head on desk, and it seeming as if trying to fall asleep.

Kenny continued to stare uncomfortably at the boy and came to the conclusion that Butters needed help. From the way the arms were wrapped tightly around the slim waist, Kenny knew it had to be because of a little 'problem' the boy was having.

Kenny could definitely help with that.

Of course, it's all in Kenny's good nature. He's always wanted to 'help' butters. Look at the short, soft hair (Kenny got to touch it once, in the locker room. Butters had hit his head against his locker, and while everyone laughed Kenny came over and rubbed Butters head, seeming to be a kind action, but inside Kenny was laughing his ass off.), the slim and small body (again, seen in the locker room), his tight ass (…no explanation for that). Kenny loved to look at the boy, and now since Butters has something that Kenny can touch, he's going to take this chance in his mouth and suck it dry.

Kenny shook his head from the last thought and coughed. He needed to get a hold of himself. What he'll do is catch Butters coming out from the room, and persuade Butters to walk with him to the back of the school.

Kenny began to shiver with excitement. He couldn't wait to 'help' his friend.

Unbeknownst to Kenny's dastardly plan, Butters sat in pain and self-wallow. He would never again run to school so fervently, even if it meant being late.

As the bell rang and Butters couldn't remember anything learned in class, he slowly stood from his seat and followed the other students out from the classroom. He tried to walk slowly as to not engage another cramp.

Kenny followed closely behind. He couldn't believe how slow butters was walking. Was it really that bad?

Kenny would find out. Once the second bell rang for the next class, Butters was still walking through the hall. Kenny quickly walked up to him and tapped his shoulder.

Butters froze. Was he getting in trouble now for not being in class? He slowly turned around and calmed down once he saw Kenny.

"Hey Kenny," butters said lightly, giving a small smile. "What are you doing here?"

A slow smile spread across Kenny's face and Butters gulped.

Okayyy…

"Hey Buttercup," Kenny said, switching his smile to a regular one. Butters relaxed at the endearment. "How you doing?"

Butters flinched at the question and laughed nervously. "I could be better."

I could help you be better. Kenny faked a worried expression. "What's wrong?"

Butters fiddled around for a moment, tightening his arms around his stomach. Should I tell him that I'm getting cramps? No, that'd sound really childish. It'd be as if I'm a girl! I don't want that.

Kenny waited for a moment then decided to save the boy from saying it.

"Ooooohh," Kenny faked realization. "I get it."

Butters looked worried, but once he saw Kenny's reassuring smile he calmed a little.

"Don't worry butters," Kenny walked forward, "it's completely normal!"

"R…really?" Butters asked.

Kenny backed Butters against a locker. "Of course," he whispered. "Perfectly normal."

Bending down next to Butters ear, placing a hand against the locker next to Butters head, Kenny whispered hoarsely, "I can help you, if you want."

Butters shivered at his voice. His stomach seemed to tighten even more, but it felt different in a way.

As Kenny licked the shell of Butters ear, Butters shivered and released a heavy sigh. "W-…will it make the p-pain go away?"

Kenny didn't really understand how a boner could give you pain, unless its been happening for quite a while…oh.

Ouch. Poor butters, having to deal with this on his own!

"Oh, yes," Kenny said. He looked in Butters eyes and waited for him to answer.

It will make the pain go away? Butters thought. He seemed elated at the idea of being able to walk fast!

Butters nodded, smiling, and Kenny smiled too.

Both for completely different reasons.

The boys were walking side by side in the hall, toward the back of the school.

"Um, Kenny…where are we going?" He tugged at the hand Kenny used to grab his. Weren't holding hands for…never mind. Butters didn't want to think of that.

"You'll see," was all Kenny said while tightening his grip on Butters hand.

"Well…can we slow down? It hurts to walk fast."

Kenny stopped and looked away, the biggest smile gracing his face.

So…so naive!

"Kenny?"

He cleared the smile and looked at Butters, nodding. "Yes?"

Then Butters yelled as Kenny quickly pulled him foreword. Kenny caught Butters and lifted him up so he was holding him bridal style.

"Better?" Kenny asked with the goofiest smile.

"Uh, yea, sure," Butters replied, gripping into Kenny's shirt and praying to God he wouldn't fall.

Once they arrived at the back of the school, next to the big ass tree and hidden by the even bigger wall, Kenny knew he would be able to get it done here.

"Kenny?" Butters waved a hand in Kenny's face. "Can you let me down now?"

Kenny set him down and watched as Butters got his bearings. He sighed deeply and smiled at Kenny. "Okay. What can help me?"

Kenny smirked evilly.

Let the fun begin.

0o0o0o0

Butters is against the wall, slightly confused but letting Kenny do whatever because it felt so good.

After the heavy make-out session, Kenny was now licking and biting any skin he could see. He sucked on Butters collarbone, receiving a soft moan from Butters. He smirked and trailed his tongue back to Butters ear and nibbled on the lobe.

The noises the elicited from Butters made Kenny very happy down below. He blew into Butters ear before moving his lips back to the lips of the shaking boy. He turned his head and roughly forced his tongue into Butters mouth. Butters tongue cautiously fought with Kenny's, but as Kenny sucked in Butters tongue he let a low moan escape his mouth.

Kenny's hands are trailing down Butters body, and then playing with the seam at the bottom of Butters shirt. Kenny slowly lets his hands graze the skin underneath, and it shocks Kenny that Butters bucks his hips, letting loose a soft moan.

"K..Kenny…" He whispered, then whimpered, and Kenny couldn't help the evil smile that spread slowly across his face.

FUCK yes.

Kenny raised his hands beneath Butters shirt and played with nipples. Butters threw his head back against the wall and gripped onto Kenny's shoulders. Kenny's lips moved across a cheek as his hand twisted a nipple. Butters bucked into Kenny and he growled deeply next to Butters ear, sending rough shivers down Butters spine.

"Oh my.." Butters moaned. Kenny bit down on Butters neck and caused Butters to moan loudly and thrust hard into Kenny.

Oh fuck, Kenny thought. Fuckfuckfuckfuckfuck. Focus Kenny. This is for Butters.

He took a deep breath and placed his lips against Butters. He took one of his hands from underneath Butters shirt and placed it on Butters hip.

He distracted the smaller boy as much as he could, sucking his tongue and twisting Butters nipples as the boy shook with pleasure and gripped onto his shoulders, all so that Kenny could get to his final destination.

Kenny took a chance and quickly forced his hand down Butters pants, gripping onto the pulsing member.

Butters yelped. "Kkk-enny! What are you doing! Ssst-ahh-op!" Butters moaned loudly as Kenny moved his hand down Butters cock.

"You didn't tell me to earlier," Kenny murmured against Butters lips.

"That was…uhmm…" Butters seemed distracted and Kenny took it as a chance to grip tighter and begin pumping.

Butters hoarsely moaned as his head fell onto Kenny's shoulder. The pumping was slow, but Butters felt as if his entire body was on fire.

Kenny was whispering into Butters ear, but Butters couldn't hear. He was only focusing on the tight hands that was gripping his dick and making him feel so good.

As Kenny began to pump faster and Butters began to thrust against Kenny's hand, he decided quickly what he wanted to do.

Kenny dropped to his knees and dropped Butters pants along with him. He pushed Butters body against the wall and quickly went to work.

The feeling of Kenny's tongue gliding on the underneath of Butters dick silenced the smaller boys' shock, chocking on his words as a low moan escaped his mouth instead. Kenny tongued the tip of Butters dick before enveloping the entire thing in his mouth. Butters tried to grip the wall for leverage as he whimpered and gasped. Kenny's mouth was hot and wet and Butters bucked into Kenny's mouth, wanting more but not knowing how to say it or what the hell to do.

Kenny realized Butters predicament and told him what to do, but failed to remember that his mouth was still on Butters dick. The vibrations from Kenny's words sent the greatest tingling feeling all the way up Butters body and forced him to thrust deeper into Kenny's mouth, throwing his head back and moaning deeply.

Kenny quickly popped off of Butters dick and swallowed his spit. He ignored Butters whimper from loss of contact.

"Butters, grip my hair."

"W…what? Why would I-"

"Butters, never fight with the man holding your dick. Just do it."

Butters flushed face became redder as he nodded and reached his hands forward to gently grip Kenny's hair. One last smile, and Kenny licked Butters dick one more time before enveloping him.

Kenny began to bob slowly on Butters cock as the grip tightened in his hair. Butters thrust in time with Kenny's mouth and breathed heavily. The pace quickened and somewhere beneath Butters haze of pleasure he realized that maybe it hurt Kenny for him to be gripping and pulling so hard on his hair.

Butters used his fingers to massage Kenny's head as he quickly bobbed up and down. The feeling of the amble fingers dancing across his scalp turned Kenny on, and he quickened the pace as thanks.

Butters moaned throatily and felt a tightening in his stomach. He began repeating Kenny's name as the pressure built and built, and Kenny knew it was coming, so he grip tightly onto Butters hips and sucked hard, hallowing his cheeks and licking the tip.

Butters came with a pleasurable yell into Kenny's mouth. Kenny swallowed it as it shot to the back of his throat, and he continued to bob slowly to let Butters get as most as he could out of it.

Kenny came off of Butters dick with a pop and stood, licking his lips. He grabbed Butters and kissed him softly.

"Do you feel better?" Kenny whispered.

Butters realized that throughout his entire ordeal he hadn't thought of or even felt the stomachache. Butters nodded and smiled.

"Thank you Kenny," he whispered, his voice hoarse.

Kenny winked. "Any time."

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Eh…don't shoot me if it's not good. It's kind of my first time writing something like this, so…nya!

Still, R&R please! I like feedback. Keeps me going. (: