AN: This is a collaboration between myself and Disgruntled Minion. This lovely thing started out as a one shot and quickly grew a plot and is slowly turning into a massive multi-chapter fic. Updates should be frequent.

Disclaimer: We do not own Kuroshitsuji, nor do we make money from this fic.

Chapter One

The clock on the once white wall clicked along each second while impatient blue eyes followed it's progression. Class would be starting in about five minutes leaving Ciel to tap his pencil anxiously. It was the third day of his life drawing class, and the first day that they would be having a stand in model. Ciel had heard the horror stories already. They ranged from models who were old and sagging woman that believed themselves to be sex gods to the almost laughable transvestite with the over the top breast implants.

Normally Ciel wouldn't believe such stories, yet the oddity that was his professor made him second guess himself. He wouldn't put it past a man who urged his students to call him Undertaker, to hire such odd balls to model. The man in question was currently out of the room, no doubt conversing with the model. Ciel could only hope it wasn't the transvestite this time, he could deal with perverted old women or so he thought.

The clock finally hit the dreaded time, and Ciel held his breath. He sat straight and kept up a calm appearance. There was no way that he was going to let this small matter get the better of him. It was only a two and a half hour class. He could do this!

Just then the classroom door swung open revealing his professor. Ciel tried to pier around the man's large and eccentric hat to get a good look at the model. As the two individuals walked further into the room, Ciel let out a sigh of relief.

The man who he guessed was the model seemed normal enough. He was a handsome man, a fact that was supported by the squealing females in the class. From outward appearances the model seemed normal and Ciel was thankful for that. His eyes continued to roam over the well crafted body, and Ciel found himself appreciating the build of the other man. He looked quite young, probably no older then twenty-five. It made Ciel wonder if he could be a graduate student at the university doing this gig for extra cash.

It was then that Ciel allowed his eyes to settle back on the mans face. Ciel felt his cheeks heat as he noticed that the man was looking straight at him, an irritating smirk on his face. Without hesitation Ciel turned away, his gaze going to his professor who was talking excitedly with the model.

As the blue eyes darted away, Sebastian's smirk grew a bit more before he forced himself to listen to the professor talking. He knew what was going to happen, he'd been in this same spot several years back only as a student himself. And even during that time, the professor had been an odd one.

His gaze traveled around the room once more, taking in the students. The girls were huddled together, whispering to each other while the men in the room looked slightly annoyed. He could only imagine that they were hoping for a female model and were now forced to deal with a very male model instead.

The thought made him chuckle as the Undertaker turned towards the front of the class, getting everyone to quiet down. He stayed silent while he was introduced, gauging people's faces as they were told what was going to be done that day.

With his introduction finished, he was directed to a small room in the back where he could change while the students pulled out their art supplies and started to set up their stands.

Ciel chanced a glance at the model, or Sebastian as his professor had called him, as he made his way into the small storage room. He had already taken out his sketch pad and set of charcoals earlier, preferring to ignore the 'Undertaker' and Sebastian. Something about the other man made him feel slightly nervous, a feeling Ciel despised.

The group of girls situated to Ciel's right exploded into a fit of sharp giggles and hurried voices. Blue eyes shot towards them with a glare then traced the girl's line of site back towards the front of the room. Ciel couldn't help the blush that raced up his cheeks and all the way to his ears. There stood Sebastian in all his naked glory. The man didn't even seem to have any shame as he stood in front of the class showing off every intimate curve.

Ciel tried to will his eyes to focus on Sebastian's toned chest, but to no avail. Against his wishes they traveled down a taunt stomach and to the man's flaccid cock. No sooner did Ciel register what he was looking at did he avert his gaze back to Sebastian's chest. He felt his cheeks heat up again, making him feel like the blushing idiots next to him.

'Oh god, how am I going to do this?' He groaned to himself. Having to draw a life like rendition of Sebastian meant having to look and scrutinize every aspect of the older male's body. At this point Ciel felt like cursing himself for acting like an virgin girl. He ignored the pointed voice in his head that reminded him that he was indeed a virgin.

Sebastian sprawled out on the white sheet that was spread out for him, all the while trying to hold back the smirk that threatened to cross his lips. This was one of the main reasons he enjoyed being a model for the art students. It wasn't an ego thing, but more of getting a sadistic kick out of watching the blushes grow on the students faces.

Such was the case of the blue eyed male, who's cheeks seemed to be stained in the red color. He shifted his body into a more comfortable position. His chest pressed against the sheet and he crossed his arms in front of him so his head could rest on them.

His leg stretched out behind him while the other one bent slightly at the knee so he rested some of his weight on a hip and still gave the students a good view of his length. He could hear the professor snickering behind him as he gauged his position. It had been the only request that the man made; his male anatomy had to be showing.

Not that the man had used those words specifically.

He resisted the urge to roll his eyes and instead gave a small smile before settling in for the long class.

Regaining his nerve and what was currently left of his dignity, Ciel went to work. His hand glided across his pad as he sketched out a crude outline of Sebastian's form. The strokes were light and almost nonexistent, their only purpose was to give the artist a skeleton to work from. Ciel would then come in with darker lines to fill in the details.

Deciding that the safest route would be to start at Sebastian's face and work southward, Ciel fished out a softer charcoal for darker lines and looked towards the mans face. Ciel tried to hold back another blush as he noticed the man's intense wine colored eyes focused on him and him alone. This time around Ciel did not look away, returning the look for all it was worth. He only turned away to look back towards his sketch and placed a few choice lines as he began mapping out Sebastian's face.

As he worked Ciel continued to feel those burning eyes on him, and every once in a while returning the look. He could already feel the soft pink on his cheeks. Damn this man to hell.

As the blue eyes darted back to the sketch pad again, Sebastian mentally smirked. He was trying his best to keep his lips from twitching into a smile, knowing that he had to stay as still as possible but it was hard. The young student was making things too amusing and he just couldn't help himself.

He guessed the student was around eighteen, probably right out of high school. His eyes traced over the males features, taking in the pale skin and casual clothes. The word cute came to mind but he had a feeling if he called the younger male that, he'd get an ear full.

Blue eyes met his again and another staring contest began, neither of them wanting to back down. Sebastian had no reason to, but it seemed as though the student was trying to prove to him that he wasn't nervous at all.

Keeping his eyes locked on the blue ones before him, his tongue came out and the tip traced over the seam of his lips. He watched the male's face darken and didn't bother to hide his grin this time.

Ciel cursed, going back to his work. He brought the charcoal down to sketch out the man's chest, thanking god for not having to look at Sebastian's face any longer. From this point Ciel would only have to focus on the model's body.

He took his time in shading each muscular curve and every dipping slop. Not once did Ciel bring his eyes back to meet Sebastian's even though he could feel them watching his every movement.

Finishing off Sebastian's left foot, Ciel pulled himself back to admire his finished work. His smile soon became a frown as he noticed the area he had subconsciously skipped over. There, nestled in between Sebastian's nicely sketched thighs was absolutely nothing.

Ciel blinked once, and then twice. His eyebrows furrowed and he cast Sebastian the dirtiest look he could muster, almost as if this was all the older male's fault.

A stray lock of hair dropped in front of his face and blue eyes traced the movement. Sebastian's eyes watched the action, noting that the harsh glare that had been directed at him seconds ago had softened slightly. It was almost as though that little strand of hair had thrown the student off.

It either added to his appeal or was making the student frustrated with the new detail that had to be added. He liked to think that it was the first option compared to the latter.

Someone cleared their throat behind him and everyone glanced up to look at the professor. Sebastian's eyes lowered, knowing that his time was over; for now. He'd be back next week to torture them again. Still, he had been enjoying his time mentally screwing with the blue eyed student; he couldn't wait to do it again.

Ciel hurriedly looked from his sketch pad to his professor. Class was over already? He wasn't sure if he should be glad or not. It irked Ciel that he had not been able to complete his sketch, that empty space between his sketch's thighs only seemed to mock him. Maybe he could just wing it when he got home. Sketch something that looked similar to the man's penis. It wasn't like anyone was going to scrutinize that area, or so he hoped.

Sighing, Ciel packed his things away. His charcoal was placed back in his bag and Ciel dusted his blacked hands on his jeans. Dark smears decorated the denim but he couldn't bring himself to care. It was almost a given that you would dirty up your clothes at least once a day if you were an art major. Ciel had given up long ago with trying to be neat. He still didn't understand how people could paint a whole picture without get a drop of paint on them. Ciel figured it was due to a lack of passion. When you are so wrapped up in the beauty that you are creating, you can't seem to care if you've made a mess or not.

The class was already shuffling out the door by the time Ciel got his things together. His large pad was hung awkwardly under his arm as he tired to maneuver past easels and stools. The 'Undertaker', Ciel snorted at the name, was busy working on something or another and Sebastian seemed to have disappeared. The absence of the other man both relieved and disappointed Ciel, though he didn't question either feeling.

Ciel swiftly turned around, wanting to leave the building before his luck ran out. His shoulder bag swung out colliding with a hard surface. The sudden collision forced the sketch pad to be wrenched from Ciel's hands, sending it sprawling onto the floor.

Soft footsteps approached the fallen sketch pad and lifted it off the floor. Carefully, the sketch pad was opened and a slightly bent page was straightened out before amber eyes regarded the rest of the book.

Sebastian held out a hand to keep the student away, even going as far as holding the sketch book up higher until it was out of reach. He smirked as the blue eyes narrowed at him but kept turning pages.

The sketches looked good and he was even more curious to see the most recent addition to the book. Finally he came across the fresh charcoal page and his eyes scanned over the page, his eyes dancing with amusement.

"Not too bad," he muttered. "I have to say this is my favorite sketch I've seen so far. Although it seems to be missing a small detail." The sketch pad was turned around and he tapped the blank area for emphasis.

Ciel blushed, huffing in dismay as he watched the older man point out his tiny alteration. He swatted away the hand that still rested on his head and patted down is tousled locks. "Forgive me," Ciel began, going again to reach for the sketch pad. It was pulled out of his reach once again, leaving him to curse his short stature. "But I couldn't see it well enough from where I was sitting."

It was a lie, Ciel had been sitting in the front and had a perfect view of Sebastian's nether regions. In actuality Ciel hoped that the man would take the statement as a insult to his manly pride. Would serve him right for teasing Ciel throughout the lesson.

Sebastian just chuckled though and continued to examine the picture. "I can offer a suggestion to fix that problem. Some private lessons might prepare you better for future classes." He leaned forward until he was eye level with the student. "And that blush on your face says otherwise. You did indeed have a good view."

He smiled, his eyes falling shut and giving him a look of content before straightening back up again. Glancing back at the book in his hands, he flipped back to the front of the book and found what he was looking for.

"Are you living on campus, Ciel?" he asked, letting the students name roll off his tongue for the first time.

Ciel could only stare. How the hell did this situation fall so quickly out of his hands? Finding his best option was probably to smooth talk his way out of this offer, Ciel sorted through his next words carefully. If he was lucky, he could give a quick and undeserved polite good bye and make a hasty exit. He would just have to count his sketch as a sacrifice for a greater cause.

Taking a step back, Ciel smiled pleasantly. "I live off campus, unfortunately not too close either. I wouldn't want you to go out of your way to help me." 'I don't want your help at all.' Ciel mentally screamed. "Now if you'll excuse me, I have somewhere to be." He said as he got ready to make a quick exit.

Sebastian's hand reached out quickly, catching Ciel's collar and holding him place. "It's your grade and future that will suffer if you can't get past this little problem. If you don't pass this class, you don't move onto the others."

He fished a card out of his pocket and slipped it into the book, making sure that the action went unnoticed. With a smile, he let go of the collar and handed the book back to Ciel. "And you can put your mind to rest with whatever your little brain is thinking, you're not my type."

"What made you think something like that?" Ciel snapped as he took his sketchbook back. The comment did put his mind at ease, if only for a bit. Still, Sebastian continued to make him feel slightly uneasy.

The comment was waved aside and Sebastian walked around Ciel without another word. There was no need to keep playing with someone as stubborn as the young student, when eventually, he would come seek out his help.

Once his grades in the class started to slip, he would realize that he'd have to swallow his pride and ask for help. And Sebastian was more than willing to wait.

Ciel watched the man as he left, relieved that this nightmare was now over. Now he only had to hope that he could fix his 'mistake' and pass it by his professor without his noticing. If all went well, Ciel could go about forgetting this little matter had ever occurred.

Two weeks had passed since that fateful day. Ciel had been relieved to find out that Sebastian would not be modelling again for them that month. Instead they switched over to the female figure which Ciel found himself much more comfortable drawing. He had all but forgotten Sebastian and the disaster of a sketch.

Even as the 'Undertaker' was passing back their graded sketchbooks, Ciel didn't even think to panic over what he might find awaiting him inside. Without much of a thought Ciel flipped open his sketch pad and fished out the evaluation paper.

The first clue that things were about to go down hill was the irritatingly familiar card stapled to the sheet of paper. It was the same damnable card that Ciel had found tucked away in his sketchbook once he had returned home from his encounter with Sebastian. It didn't take a genius to figure out how it had gotten there, although Ciel was surprised to see that it was a business card to a rather well known tattoo parlor.

Ignoring the card for a moment, blue eyes went to inspect his grades. Unsurprisingly the first few were 'A's. It had been a piece of cake to sketch out life like resemblances of the three female models that had followed Sebastian's opening 'performance'.

The last grade made Ciel's blood run cold. There, written in mockingly bold red ink was a finely executed 'C'. Closely following it was a lengthy note written by his professor. Ciel found himself dreading what he was about to read.

'Ciel,' The note started out. 'While this piece is well drawn with the composition taken into account, I can't help but feel that your talents are severely lacking in this sketch. Your proportions and representations in this sketch seem to be drastically different in areas then what the model actually offered.' Ciel frowned at this, not liking where it was going. 'I would like you to redo this sketch not only to better your grade but to refine your talent. I believe you will find it to be a fulfilling experience. Sebastian has already agreed to model for you once again. You can reach him using the card I have attached. I look forward to your finished product. Due next class.' The note was then ended with an unreadable signature that would make any doctor proud.

Ciel's first instinct was to approach his professor and sweet talk his way out of this mess. A quick glance around the room crushed that hope. By the look of things the 'Undertaker' had taken a quick exit after returning their grades, no doubt a smart move on his part.

Given the due date he had been given, Ciel only had the weekend to work on this sketch. A part of him, a very unsightly part of him, wanted to just take the 'C'. It wouldn't hurt his grade too much, but the more prideful part argued that he had never gotten a 'C' before let alone a 'B'.

Without further thought on the matter Ciel resigned himself to his dismal fate. He glanced to the card once more noting the parlors name and address, not that he needed to. The place was only a few blocks away from his apartment. Ciel walked past it every morning on his way to campus.

"Might as well get this over with," Ciel mumbled as he pocketed the card and stuffed the rest of his belongings into his bag. This was sure to be a long and tiring week.

The sign flashed 'Tea Leaves' in bright neon green. To anyone not from around here, it might have been slightly misleading. To Ciel he knew this place to be home to one of the top tattoo artist for miles, or so he had heard. Currently it was only home to his worst nightmare.

A bell chimed somewhere in the back of the shop as Ciel forced the door open. The main entrance was dimly lit but obviously spotless and high class, something Ciel had not been expecting from a tattoo parlor; though perhaps he was being stereotypical.

Sweet smelling incense were burning behind the counter and were not entirely unpleasant. It was just light enough to not be overbearing. He watched the smoke billow up as he waited at the counter hoping that this wouldn't take long.

A thin female poked her head out of the door behind the counter and approached him with a small smile. Her large glasses were perched carefully on her nose and she rested her arms on the glass surface.

"Welcome to Tea Leaves," she said and looked Ciel up and down carefully. "Mr. Sebastian is currently with a customer and should be finished shortly. Unfortunately, Mr. Sebastian can only take in consolations today, if you'd like to proceed with your tattoo, you'll have to make an appointment. He's booked for the next few days."

Ciel waved the woman off, shaking his head as he did so. "I'm not here for a tattoo." He paused for a moment as he sought out the most proficient way to word his next sentence. "It's a personal matter. Just tell him Ciel is here."

She blinked before nodding and walked off to the back of the store. A few assistants worked in the various booths, working on smaller tattoo's or piercings. The steady hum of needles filled the space, along with a low murmur of voices.

Reaching the stall near the back, she waited for Sebastian to take a break from inking before speaking. He was almost done with the art piece, adding in the final marks of white that would help to bring some depth to the piece. Once he was done, he wiped the ink away and looked up at her.

"A Ciel is waiting for you at the front desk. Said it was a personal matter," she said lowly.

Sebastian nodded and covered the tattoo with some ointment before placing a wrap over the inked skin. It was taped down and he stripped his gloves off. "Take him to my office and tell him I'll be there in a few minutes."

"Yes, Mr. Sebastian," she said and padded back to the front of the store. She smiled at Ciel and gestured for him to circle around the desk. "This way please. Mr. Sebastian will be with you in a few minutes and has asked that you wait in his office."

Ciel hesitated for only a moment before following the lady into the rather spacious room. It wasn't surprising to find the office just as clean as the entry. Everything seemed to have it's place, even the orchid on the window sill. The only slight mess was the scattered paper covering a portion of Sebastian's desk. From what Ciel could see they seemed to be drafts and sketches of tattoo designs.

As the woman left, Ciel took a seat in the chair opposite Sebastian's and he waited. A rather large metal framed clock hung on the wall and caught Ciel's eye. Swing below it was it's pendulum. The movement caught his eye and Ciel found himself staring and listening to the quiet ticks that told of passing time. It was the twist and click of the door that finally brought Ciel's attention away as he turned to greet the newcomer.

The door was shut quietly behind Sebastian before the man rounded the desk and took a seat on the edge of it. "How's class going?" he asked and smirked at the harsh glare directed at him. Smiling, he stood up and moved to a small refrigerator. "Would you like something to eat?"

The door was opened, showing various sweets stacked inside the small box. He reached down and took out a small plate for himself before turning to Ciel.

Blue eyes roamed over what the fridge had to offer and Ciel couldn't help but shrug. He might as well get something good out of this trip. "Sure, why not."

Sebastian picked out a slice of cake for Ciel and set it down on the desk before him, letting the fridge door swing shut. He moved to the table next to the small appliance and picked up a kettle that sat on a plate warmer.

He poured the hot water into two cups and offered it to Ciel before taking a seat once more. Sebastian pulled open a bottom drawer to his desk fishing out a package of loose tea and a pair of strainers. With practiced ease he divided up a proper amount of tea into each strainer, closing them and setting them to steep in each cup.

Once done, Sebastian cleaned his mess and replaced the tea back into his desk drawer. His eyes danced slightly as he looked over to the other male and he reached for his plate. "I take it you know why you're here."

Ciel scoffed as he took a bite of his cake, surprised when he found it utterly delicious; he kept that opinion to himself. "More or less," he answered between bites. "I wouldn't be here if I didn't have to be."

Sebastian set the plate aside and glanced at him. "Obviously," he muttered and took a sip of his tea. "I'll be finished by seven tonight, if you'd like to get started today. Otherwise you need to tell me what times can work for you."

Ciel mirrored the action, taking a sip of his own tea. He grimaced at the lack of sugar but didn't ask for any. "Tonight will be fine. It's not like I've been given much time, so the sooner the better." Ciel took another sip of his tea. "I just want this done and over with."

"Of course," Sebastian said and glanced over his cup to look at Ciel for a brief moment. With a small smile, he set the cup down and looked at his watch. "Come back here tonight after closing and you can try again."

'Try what again?' Ciel wanted to ask, having the odd feeling that Sebastian wasn't referring to his failed sketch attempt. Instead he nodded and went back to his almost forgotten cake. Normally Ciel would have left without a second glance, but he had cake to think about; it couldn't go to waste.

"So a tattoo artist?" Ciel broached, trying to find some form of small talk to take up the silence while he gobbled down the sweet cake.

"I dabble in art styles," Sebastian answered and set the plate aside now that the cake was gone. "Tattooing was the one I liked the most as you can tell. But that's a story that wouldn't interest you of course."

'No it probably wouldn't.' Ciel mentally remarked. Granted having the story withheld from him reluctantly drew his interest. "I can see why you would like it. Practice art and inflict pain at the same time? I just knew you were the sadistic type," Ciel joked as he finished his cake, placing the plate on top of Sebastian's.

Sebastian shrugged. "You could say that." He stood up and grabbed the plates, setting them in a small bin so he could wash them later. "But what you do is just as sadistic as me, and its on a more personal level. As an artist, you have the power to inflict pain emotionally. Should you do a portrait for example and make the nose too big, or the lips too thin on a female subject, they would still feel pain. Only on a different level than the pain that I give."

He sat back on the desk and gazed at the student. "So in a way, you and I have much in common. Only difference is that the pain that I give is intentionally and people know it'll hurt. Yours on the other hand, is unexpected and much more harsh."

Ciel couldn't keep the smile off his face. "You assume too much," he said. Sebastian couldn't have spoken truer words. An artist had the ability to stir conflicting emotions, whether good or bad, within a person through their art work. It was one of the reasons Ciel enjoyed the subject. Toying with peoples emotions through art, what a delightfully twisted notion.

"Well I believe I have taken up enough of your time. I'll be back tonight... Seven?" Ciel reconfirmed.

"Correct," Sebastian answered and rose to his feet. He followed Ciel to the front of the store where another customer was waiting patiently for him. A quick nod to Ciel dismissed the younger male and he turned his attention fully on his customer. Ciel would be dealt with tonight, for now, he had other work to do.

To Be Continued . . .