So this is my first Pandora Hearts story ever! It's also the first time I've ever attempted to write anything smutty. It's definitely random, but hopefully somewhat enjoyable to read! I tried to make it funny, or at least awkward. :)

"Gil, run!"

Fourteen-year-old Gilbert Nightray received only a split second to register this warning before a hand seized his collar and tugged, upsetting the tray of tea and crumpets precariously balanced between his hands.


"Come on Gil, run faster before she catches us!"


Before Gil had time to inquire about the identity of this mystifying "she," the infamous, shrill voice of Mrs. Kate slithered down the corridor.

"Young Master Oz!"


Not wanting to be left behind with an irritable Mrs. Kate, Gil swiftly picked up the pace, blindly groping for his captor's hand and clutching onto it for dear life.

"Young Master Oz! Get back here this instant!"

"She's coming closer!" Gil whined, heart racing. What had he done to deserve getting into this rat chase? Once again he would have to take the fall for his master's mischief.

"Quick, in here!"

Before he could protest, Gil was abruptly shoved into a wardrobe located in a small guest room off of the corridor. The doors slammed shut behind them.

"Young master, what-?" A hand hastily smothered his mouth, silencing him.

"Shush, Gil!"

A single slit of light slipped in through the crack between the wardrobe doors, illuminating Oz's face faintly. Cheeks flushed, a wild spark of excitement glinting in his eyes, Oz peeked through the crack, listening keenly. Even though both boys were fairly small, the wardrobe was so jam-packed with clothing that in order to close the doors properly they had to stand almost on top of one another. Gil squirmed awkwardly, trying to shift into a more comfortable position and accidentally stepping on Oz's foot in the process.

"Gil, stop moving," Oz hissed, turning his head slightly to glare at him. Gil immediately desisted. The pair remained utterly silent, listening to the clicking of Mrs. Kate's heels against the hardwood floor. The clicking stopped just outside of the guest room, mere feet from the wardrobe.

"Now where could those boys have run off to?"

A younger, timid voice that Gil recognized as belonging to one of the new maids entered the scene.

"I-I don't know, ma'am. Katherine said she saw them run down this corridor."

"Well, they can't have gone too far! Keep searching!"

"Yes, ma'am!"

Before the clicking had faded off down the corridor, Gil started squirming again. Oz had yet to remove his hand from Gil's mouth, and as a result he was starting to feel a bit light headed from the lack of oxygen. Although he wanted nothing more than to pry his fingers off, he didn't want to insult his master, so instead he tried to take a step backward. Gingerly, he lifted his left foot off of Oz's, his knee inadvertently brushing up against Oz's inner thigh in the process. Oz's jagged intake of breath startled him and caused him to lose his balance.


Once again Oz clamped his hand over Gil's mouth to prevent him from screaming out loud as he grasped onto Gil's back to steady him. Gil's eyes widened when he realized the predicament he had gotten them into: he was now wedged in between the wall of the wardrobe and Oz, whose body stiffened as he maintained his death grip on Gil's shoulder.

"Young… young master?"

Oz didn't reply, choosing instead to control his uneven breathing. Gil's leg remained trapped between Oz's, pressing awkwardly against his thigh. Exhaling shakily, Oz leaned over to whisper into Gil's ear, his voice wavering almost imperceptibly.

"Uh… Gil, could you move your leg?"

"Oh! S-sure!" Not wanting to make his master uncomfortable, Gil slid his leg further to the right where there was more space, freezing when Oz let out a low whine in his ear.


Instead of moving his leg away from his lower regions, Gil had successfully managed to angle it directly into Oz's groin. Gil, oblivious to his mistake, opened his mouth to ask if Oz was okay, but he was silenced by a harsh squeeze to his shoulder. The pair remained motionless, quiet except for Oz's ragged breathing.

Hoards of thoughts and emotions flashed through Oz's mind in a panic. How had he gotten himself into this situation? More importantly, why, why did it feel so good to have Gil's leg pressed up against him there? Gil's thigh pushed against him at just the right angle to make him feel hot, dizzy, and excited at the same time. But he supposed he would be fine as long as Gil didn't-


Without warning, Gil sneezed violently, and in the process he involuntarily shifted his leg so that it rubbed right there. Hastily biting his lips to prevent a whimper from escaping, Oz buried his face into Gil's shoulder, hopelessly aroused. His member was now semi-erect, making his pants feel too tight. Shame filled him as he prayed that Gil hadn't noticed the needy bulge pressing against his leg. Gil started to speak when they heard Mrs. Kate's voice drift down the corridor.

"I heard them! They're hiding somewhere nearby! Search every nook and cranny! Don't let them escape again!"

Fearful of their imminent capture, Gil began to tremble fiercely. The vibrations sent shock waves of pleasure through Oz's body as more blood rushed down to his groin. He was starting to feel lightheaded and woozy and was certain that his face was bright red from embarrassment and arousal. Luckily the darkness covered his problem well. But if Gil were to move again, he would certainly feel Oz's obvious arousal; as it was, Oz was shocked that he still remained ignorant of it. Oz couldn't recall feeling this humiliated in a long time, if ever. Embarrassment was something felt by other people who were easily upset, like Gil. And while Oz was no stranger to the workings of the body and had experienced arousal on many occasions, he had never been aroused in such an awkward situation before. Why now, trapped inside a wardrobe while hiding from his governess and pressed suggestively against his innocent servant? These things were supposed to happen when one was alone and could be taken care of in the privacy of one's room. Not here. Not like this.

Minutes passed, Oz still clutching Gil as if his life depended on it, breathing shallowly as his swollen member throbbed. Gil continued to squirm ever so slightly, creating a wonderful friction in between Oz's legs. Conflicting thoughts rampaged through Oz's mind. Part of him wanted nothing more than to rub against Gil's leg and provide more of that wonderful friction to his groin. The other, more sensible part demanded that he resist his perverted urges and get out of that wardrobe immediately. But how could he, he argued, with Mrs. Kate on the prowl just outside the doors? Exposing his hiding spot and getting reprimanded for running away from his lessons was one thing; getting caught sporting a massive erection was another thing entirely. The thought alone mortified him enough to dispel that idea faster than Gil ran away from a cat. But what other choice did he have? Remain here and suffer with an aching hard-on, praying that he wouldn't get caught by Gil or Mrs. Kate? That option didn't seem too promising either.

Lost in his own mind, Oz had begun to rock his hips gently against Gil's trapped leg. Full of self-loathing and disgust at his actions when became aware of them, Oz shut his eyes and hoped that Gil wouldn't notice. He was so hot, and it felt so wrong but so good at the same time that he could no longer form coherent thoughts. Every move he made filled his stomach with a warm, tingling sensation so gratifying that it brought relieved tears to his eyes. Oz couldn't recall ever feeling so aroused before in his life; his whole body felt as if it were on fire as he rubbed his erection harder, his breath coming in short pants. Pre-come spilled from the tip of his erection, dampening his underwear. Tension coiled tighter in his stomach. Uhn… hah, ah! So close… Vaguely he noticed that Gil had started trembling harder than ever, but he didn't stop to consider why because the vibrations sent an electric shock up his body, making him groan softly in appreciation. And then Gil unexpectedly rammed his thigh up into Oz's crotch, generating a wave of pleasure so powerful that he came unexpectedly with a sharp cry, releasing his seed in his pants.

Shuddering violently as he rode out his orgasm, Oz focused on regaining control over his erratic breathing. As semen dripped steadily down his leg and grew cold, the reality of the situation set in: he had just gotten off riding his best friend's leg while hiding in a crammed wardrobe! Blush returning with full force, Oz's heart sank with shame, guilt, and self-loathing. What did I just do? There's no way in hell Gil didn't notice that! And he's so innocent too! He's probably scared and confused! I just as well molested him! Panicked, Oz wasn't sure what to do next. Should he say something or wait for Gil to speak? Knowing Gil, he wouldn't speak up first, so Oz would have to say something… But what was he going to say? Uh, sorry Gil, but I was so aroused that I couldn't stop myself from riding you until I climaxed? Yeah, that would go over well.

After finally steadying his racing heart, Oz became aware of a soft whimpering filling the wardrobe. Great. Looks like he'd have to suck it up and take responsibility for his actions.

Taking a deep breath, Oz began, "Look, Gil…" He paused, unsure of what to say next. Why did I get myself into this situation? He tried again. "Gil, I-I'm really sorr-" He cut himself off abruptly when he felt something hard brush up against his leg. Eyes widening in shock, Oz turned to face Gil, eyes straining to make out his face in the near darkness.

The sight he found there almost made him come again. Instead of finding horror and fear written upon his face, he found… arousal? Eyes half-lidded, mouth agape, and a bit of drool hanging off the corner of his lips, Gil looked as though he had been enjoying himself almost as much as Oz had. The thought of Gil writhing underneath him, needy and begging for release, made blood rush once more to his softened member.

"Gil," Oz whispered, mouth dry. "Gil, are you… okay?"

In a daze, Gil blinked up at him, mouth still ajar.

"Young M-Master," he breathed. "I… S-Something's… w-wrong… with me." A blush spread across his cheeks. "It's hot… and I f-feel funny."

Oz simply stared. Did Gil seriously not understand what was wrong with him? Had he really never –?

"Gil… Has this ever happened to you before?"

Gil's eyes widened. "U-Um…" he stuttered. Truthfully, he had woken up a few times in a similar predicament, but he had been so frightened and uncertain that he had done his best to ignore it until it went away. He nodded his head viciously, not trusting himself to speak.

Oz's member twitched eagerly. Gil was so adorable.

"Did you… do anything about it?" Oz had started masturbating when he was twelve. The intense pleasure that he experienced as he touched himself had been scary at first and he always stopped himself before going over the edge, afraid of what would happen next. But one day he got so caught up in the moment that he forgot to stop, and it all went downhill from there. Oz was certain, however, that Gil wouldn't have been as daring and probably tried to ignore any erection that he got. But now that he was the proper age… Oz figured that it was up to him to provide Gil with a little sex education. After all, who else did Gil have to turn to for help in matters like this?

"N-no… I didn't know what to do. Is… Is something wrong with me?" Gil asked, fear evident in his tone.

This is going to be easier said than done, Oz thought bitterly. But he couldn't back down now. Gil needed him.

"Um… No, nothing's wrong with you. It's completely normal to feel like this."

"But… What's wrong down there?" Gil's eyes started to water. "Why is it all hard?"

Oz choked back a laugh. "Uh… It's called an erection… And it happens when you are… excited." I can't believe I'm doing this.

"Well, how do you make it go away?" Gil demanded.

"You have to… touch it."

"Wh-whaa-? T-Touch it?"

If Oz had thought that Gil's face couldn't get any redder, he was dead wrong. He could feel his groin warming up again. Gil wasn't making this easy.

"Y-Yeah… and then it'll… go away." Or something like that.

"Is that what you do?" Gil asked, staring up at him with innocent eyes.

Oz choked on his saliva and spluttered, "W-what?" Did he seriously just ask me that?

"Do you touch yourself?"

Oz stared at him in disbelief. What was he supposed to say to that? He averted his eyes from Gil's uncertain ones, flushing.

"Uh… y-yeah, I guess."

"Is that…" Gil hesitated. "Is that what you were just doing?"

Trying to remain calm, Oz replied, "What makes you think that?"

"You… ah, seemed to be enjoying yourself," he mumbled, bowing his head shyly.

Oz stared at him, embarrassed yet amazed at the same time. Since when did Gil become so bold?

"I… yeah, but… I'm really sorry, Gil. I got caught up in the moment and… lost control of myself. I shouldn't have done that. I'm really, really sorry." The last thing he wanted was for Gil to be upset with him, but given the circumstances he had every right to be upset. He watched Gil carefully, waiting for his reaction.

Gil bit his lip uncertainly, debating his next words. Finally, he mustered up the courage to ask the burning question on his mind.

"Can you… teach me?"

Of all the words that he'd expected to come out of Gil's mouth, those were not them. He hurriedly backed away from Gil, smashing his head against the door in the process.

"Young Master, are you okay?" Gil cried, worried.

"Ow…" Oz complained, massaging his sore temples. For a moment, the two sat in silence.

"F-forget I said anything," Gil mumbled, ashamed. What had he been thinking to pose such a ridiculous request to his master?

Oz stared at him for a while, an indescribable emotion flickering in his eyes.


"Wh-what did you say?" Gil breathed, hardly daring to believe his ears.

"I said I'll do it. I'll teach you." His tone was resolute.

"A-are you serio-!" Before Gil finished his question, Oz approached him from the other side of the wardrobe, staring into his eyes with that same foreign emotion.

Leaning down to bring their faces within inches of one another's, Oz brought his lips once again to Gilbert's ear.

"I'll teach you what it feels like to orgasm," he whispered, his hot breath tickling Gil's ear and sending shivers down his spine. Without drawing his eyes from Gil's, his right hand slipped between them and crawled downward towards the semi-hard bulge in Gil's pants. Gil inhaled sharply as his fingers ghosted over the thin fabric teasingly. Oz reached down further to cup Gil's erection and gave it a firm squeeze.

"Ah!" Gil yelped, closing his eyes tightly.

"Gil, open your eyes," Oz demanded roughly.

Slowly, Gil reopened his eyes, panting lightly. That had felt…

Oz began to massage the bulge through the pants, causing Gil to whimper softly. Every noise emitted from his lips turned Oz on more. He ignored his own erection for now, focusing instead on pleasuring Gil. When Gil was so hard that it was painful, Oz stopped his ministrations, causing Gil to whine and look up questioningly. His eyes widened as Oz started to undo the buttons on his pants, and within seconds he had exposed Gil's aching member to the cool air.

Here, Oz hesitated for a moment. He had never done this to another person before, so he was a bit uncertain about how to proceed, but figured that he may as well try what he himself enjoyed and hope that Gil found it enjoyable as well. Gently, Oz took hold of the tip and rubbed, coating it with the pre-come that had gathered there. Gil moaned and jerked his hips upward involuntarily, panting heavily. Entranced by his passionate reaction, Oz abandoned the tip, grasped the shaft, and began stroking up and down slowly. Legs trembling, Gil gradually slid down the wall of the wardrobe, unable to support his weight. Oz slid down with him, and as he did Gil became aware of Oz's painful erection poking his leg. Feeling guilty for only receiving pleasure, Gil reached out to grope Oz's hardness and was rewarded with a low groan. Eager to hear the noise again, Gil tried to undo Oz's pants as well, but he fumbled clumsily with the buttons. Oz batted his hand away impatiently.

"I have a better idea." Letting go of Gil's throbbing erection, he quickly unbuttoned his own pants and pulled his fully erect member out, sighing in relief. He had never tried this before, but if it worked, it would most likely be the most pleasurable experience of his life. "Give me your hands." Gil obliged, and Oz promptly stuck his fingers in his mouth, sucking hard.

"M-master!" Gil yelped.

Oz ignored him, instead continuing to coat each finger in saliva while Gil squirmed and moaned, beside himself in pleasure. When he was satisfied, he eased Gil into a sitting position against the wall. Settling in between his legs, he wrapped their hands around both of their erections. "Now move your hands," Oz panted.

Gil and Oz moaned simultaneously as they began pumping their hardened members, slowly at first and then with increasing vigor. The friction created as their erections rubbed against each other was unlike anything either of them had experienced before in their lives. Utterly caught up in the moment, Gil rested his head against the wall, eyes rolling back into his head as he murmured incoherently. Oz couldn't stop trembling as his stomach clenched repeatedly. At this rate, neither of us will last long, Oz thought through a haze of pleasure.

"Uhn… ah! Oh, Young Master! Nh… haa... haa..." Gil moaned piteously.

"Gil… I-I'm gonna-!"

With one final pump, they came together, shooting their seed in between them and covering their stomachs. They lay there panting in the aftermath, completely spent. After a few peaceful moments of rest, Gil spoke up.

"That was… amazing."

Oz couldn't agree more. He reached up and kissed Gil on the forehead. Gil flushed bright red. Oz silenced him by kissing him gently on the mouth. He pulled away after a few seconds.

"You are amazing, Gil."

Gil blinked at him, tears welling up in his eyes. "Why… Why would you do this with someone like me?"

Oz's gazed into his eyes, smiling softly.

"Someone like you? Don't say things like that. Gil is my most important person."

Unable to speak, Gil threw his arms around Oz's neck, hugging him fiercely.

"Young Master is my most important person too," he mumbled into Oz's neck.

Oz returned the embrace, feeling more content than he had in a long time.

"I know that, silly!" he retorted cheekily. After a few minutes, both boys had drifted off into a peaceful slumber. When they awoke several hours later, they hastily cleaned themselves off with the clothing in the wardrobe, checked to make sure the coast was clear, and snuck out quietly. When Mrs. Kate eventually did find them, she scolded them until her face turned purple. Although Gil's ears turned red as he protested his involvement in the hideaway scheme, Oz ignored her entirely. No scolding ever could dampen the wonderful memory of the time that he and Gil had spent together.