Just a quick Charles/Erik one-shot… I've seen X-Men: First Class three times already, and each time I am totally stricken by the chemistry between Charles and Erik. All I kept thinking was "There has got to be more than friendship going on here!" haha. Anyway, ENJOY! I haven't posted anything in quite a long time, and I've never written an X-Men fic before. R&R please

Charles sat on the edge of his bed, once again thinking of Erik. For all of Charles' life, he had been attracted to women. He'd flirted with women, had sex with women. Never in his life had he had sexual feelings for another man. So why was it that now, every time he as much as thought about Erik, he became aroused? He rubbed the growing bulge at the front of his trousers, feeling guilty and confused.

A knock on his bedroom door jolted Charles from his musings and he cleared his throat, quickly pulling his hand away from his erection.

"Come in."

The door opened and Erik poked his head in.

"Are you busy?" he asked.

Charles' mouth went dry and he felt his entire body grow hot. Immediately, Charles was glad that it was he and not Erik with the ability to read minds.

"No," Charles said. "No, of course not, I'm all yours."

Charles mentally kicked himself. 'I'm all yours'? Bloody hell, Charles…

"I mean to say," Charles corrected himself, "no, I'm not busy."

"May I sit down?" Erik asked, smiling and gesturing to the spot on the bed beside Charles.

"Oh!" Charles said. "Yes, of course. I apologize. I don't know where my manners are."

"Don't worry about it," Erik said, sitting down.

Charles felt like his body was overheating. He and Erik were sitting on a bed…together. He averted his eyes; the last thing he needed was for Erik to notice the blush in his cheeks.

"They're doing quite well," Erik said. "I hate to admit it, but you're actually a rather good teacher. I'm quite impressed."

Charles smiled at his knees, still avoiding looking Erik in the face.

"Charles?"

Erik's tone had changed, his voice had quieted. Charles looked up, finally making eye contact. Erik had an odd expression on his face that Charles couldn't read.

"Are you reading my mind right now?" Erik asked, not breaking eye contact.

"No," Charles assured him. "Erik, I would never do that. We're partners. I wouldn't invade your privacy like that…it would be inexcusably wrong."

Charles continued to watch Erik's eyes. Erik opened his mouth, as if he was going to say something, but then he closed it. Charles was so tempted to just peek into Erik's mind. He was incredibly curious to know what he was thinking. But he had just promised Erik that he would never do such a thing. So he just continued to study Erik's face, hoping that he would tell him what he was thinking.

"I want you to read my mind, Charles," Erik said finally. "I need you to know something, but I'm too cowardly to tell you. Besides, you might understand better if you just read my mind, rather than if I tried to explain it to you…"

"Are you positive about this, Erik?" Charles asked.

Erik looked at Charles for a long time, quiet. Finally, he answered.

"Yes."

Charles concentrated, focusing in on Erik's mind. He felt what Erik was feeling. Guilt, confusion… He saw the dreams that Erik was remembering. Flashes of the two of them together, naked, covered in a shared sheen of sweat… He heard Erik's thoughts. Don't you see, Charles? I'm in love with you… And then, out of nowhere, he felt Erik's hands on his jaws, grabbing him roughly…and then Erik was kissing him almost violently, his lips and teeth and tongue all moving together in a way that Charles had never experienced before, because only a man could kiss like that.

Before Charles could gather his own mind enough to respond to the kiss, it was over, and he was staring at Erik again. There was a fire burning behind Erik's eyes, he was breathing heavily. Charles' body felt numb.

"I've never kissed a man before." Charles heard his voice speak the words, but he had never decided to make the confession.

"Nor have I," Erik said quietly, smiling awkwardly.

"But I liked it…" Charles continued—again, without ever deciding to speak.

"I was hoping you would say that," Erik said breathlessly.

All at once, Erik's hands were on Charles again. Their mouths fused together and Charles could feel Erik's nimble fingers unfastening the buttons on his shirt. Once the shirt was opened, Erik's hands were touching his chest, playing with his nipples and trailing down his ribcage. Charles reached forward, found the hem of Erik's t-shirt, and pulled it off over his head. Between kisses, they locked eyes for a moment and smiled at each other.

Charles buried his hands in Erik's tousled hair and kissed him again, their tongues tangling together, and he used his fingers to trace the defined muscles of Erik's stomach. This was so much better than touching a woman, somehow. Charles didn't know why. And he didn't care.

Erik's hands found Charles' belt, unbuckled it, and then unfastened his jeans. When he reached inside and cupped Charles through his underwear, it took every ounce of self-control that Charles possessed not to finish before they had even begun.

"Good God," Charles panted, as Erik reached inside the underwear and stroked his balls.

Erik grinned up at Charles devilishly, removed his hands from Charles' underwear, and then pulled off both underwear and trousers, freeing Charles' erection from its cloth prison.

"Impressive," Erik murmured, before dropping to his knees on the floor in front of Charles and taking him into his wet, hot mouth.

Charles' jaw dropped open. His mouth went dry. His eyes bulged as he looked down at Erik, who was looking up at him as he took the entire length of Charles' penis into his mouth, deep-throating him.

"Erik," Charles moaned, looking down at him. "Oh, God, please…"

Erik released Charles' cock with a pop and stood up again, undoing the fastenings on his own pants and dropping them to the floor along with his underwear. Once he had revealed himself, he made eye contact with Charles, looking directly into those clear blue eyes.

Charles looked back at Erik, slightly unsure. Erik put one of his strong hands on the back of Charles' head, winding his fingers into the soft, wavy brown hair, and pushed his face downward, toward his erection. And without any more hesitation, Charles took Erik's penis into his mouth.

The taste was different than anything Charles had tasted before. He ran his tongue over the glistening head, tasting the pre-cum. It was slightly salty, though not as much as he had expected it would be, and surprisingly sweeter than he had imagined.

"That's it," Erik murmured, his voice low and sultry. It filled Charles' head, warmed his body to the very core.

Charles took Erik's thick cock farther into his mouth, until it touched the back of his throat. Charles felt himself about to gag, but he willed himself not to, and pushed impossibly farther, until Erik's dick filled his throat.

Charles pulled back, swirling his tongue around Erik's flesh.

"Harder," Erik commanded. "Suck harder."

Charles obliged, wanting nothing more than to please him. He sucked as hard as he physically could, and then he felt Erik tugging on his hair, pulling him back. Charles looked up when Erik's penis fell out of his mouth, brilliant red and glistening with saliva.

Before Charles could utter a word, Erik shoved him backward, pressing his back flat against the large, plush bed. And then Erik's body was on top of his, covering him, pinning him down. Their hands twined together, squeezing almost violently as their erections rubbed together, slid against one another.

Erik spit on his hand before reaching for Charles' opening. And then, without much warning at all, he pushed one finger inside—reaching, reaching…

A quiet moan escaped Charles' lips and he locked gazes with Erik once more as Erik added a second finger. Charles felt the pain of Erik's fingers in him—invading him, stretching him—but there was pleasure there as well. And Charles felt that nothing that Erik could ever do would ever be enough to satisfy the consuming desire that was surging through his body at the current moment.

Erik removed his fingers from Charles' ass, and Charles sat up, wondering what exactly came next. Erik spit on his hand again, but this time he rubbed it all over his erection.

"Turn around," he growled, his eyes so intense that Charles couldn't have even conceived of disobeying him.

Charles turned away from Erik, positioning himself on his hands and knees. He felt Erik fingering his opening again, stretching it, lubricating it with his own saliva. And then Charles felt Erik positioning his erection against his opening.

Charles gasped as Erik entered him. He moved slowly, giving him time to adjust, but Erik's penis felt impossibly large. Charles pressed his face into the mattress, biting down on the comforter to stifle any sound that might have happened to escape. He felt his eyes water, but he ignored it. He wanted this. And he would be damned if he let a little bit of pain stop him.

After what felt like an eternity, Erik stopped pushing, and Charles realized that he was in to the hilt.

"Are you alright?" Erik murmured, leaning down so that his chest was pressed against Charles' back.

Charles nodded into the comforter, unsure of his ability to speak.

"Was that a yes?" Erik asked.

With some effort, Charles projected a thought into Erik's mind. I'm fine.

Good, Eric thought. Shall we continue, or did you wish to stop?

No. Charles didn't want to stop. That was the last thing he wanted. They'd come this far, but all the progress they'd made would be seemingly fruitless if they stopped now. Somehow, he found his voice, but when he spoke his lower than usual and slightly choked-sounding.

"I don't want you to stop, Erik…"

"Good," Erik said, pulling out of Charles as he spoke, "because I didn't really plan on stopping."

Erik pushed back into Charles—more surely this time, more quickly.

Charles gasped, fisting the comforter, biting down on it, moaning into it quite loudly.

"Tell me how good it feels," Erik panted, pounding into Charles now.

"So good," Charles choked.

"Tell me how big my cock is," Erik ordered, his fingernails digging into Charles' hips and thighs as he held him…as he fucked him. "Tell me you want more."

"You're perfect," Charles heard himself say. He was nearly whining. "You feel so big. I can barely take it all, and I still want more."

"Yes," Erik growled, reaching down and tugging almost roughly at Charles' cock. "Yes, yes. Charles, turn your head. Fucking look at me..."

Charles did as Erik said, turning his head until his eyes met Erik's. And then Erik kissed him, nipping at his lips with his teeth. Erik's hand was doing fantastic things to Charles' his penis, working it in the most perfect way imaginable. Without much warning, Charles came—hard. Erik watched the evidence of Charles' orgasm make a mess on the expensive comforter, and watching Charles' release triggered his own. Erik came hot and fast, still deep inside Charles.

Both men lay side by side, panting. Charles looked over at Erik to see that his eyes were closed, his mouth open as he caught his breath. Charles couldn't help but feel a little bit awkward as he lay there, wondering what came next. If he had been in bed with a woman he would have wrapped his arms around her, stroked her hair, kissed her shoulders, told her how wonderful she was…

But Erik didn't seem to require that kind of attention. He opened his eyes and sat up, running his large, strong, calloused hands through his hair, and looked at Charles.

"Are you alright?" he asked, looking slightly concerned. "You still look flushed."

"No, no," Charles said. "I'm fine…never better."

Erik stood up, and Charles couldn't stop himself from examining his backside. And, before he knew it, his thoughts were spilling recklessly out of his mouth.

"You have quite a nice ass, you know."

Erik turned to look at Charles, and instead of the look of disgust or revulsion that Charles had anticipated, he was wearing a grin.

"You think so, do you?" Erik said cheekily, climbing back onto the bed, leaning over Charles, pressing him back into the pillows.

Before Charles could articulate a response, Erik's lips pressed against his. This time the gesture wasn't so frantic. It was warm and intimate, and Charles couldn't help but reach up and stroke Erik's hair, his neck, his shoulders, the rippling muscles of his back…

"What are we to each other?" Erik murmured.

"I don't know," Charles said. "But I'm sure that, between the two of us, we can figure it out."