Oh Lordy, it's done! This is based on a prompt where the OTP slow dances and Person A is singing the lyrics into Person B's ear. Obviously a good thing for ectofeature.

The song is Close to You by the Carpenters, though I prefer the version from Mirrormask. It's Alive!Billy, and it takes place at some random school dance. Enjoy!

Spencer looked around the dark gymnasium from his spot on the far wall. The place was packed with adolescents, dancing errotically to some sort of dubstep song that didn't even have a detectable rhythm. Spencer hated dubstep.

The young brunette looked over at his friend. Rajeev was trying to get Lolo to dance with him, of course, as if the billions of times he'd been rejected had no effect on him. Spencer sighed and slumped lower on the wall. He wished Shanila was with him so at least he'd have someone to complain about this lame dance to. However, his friend was at home, working on some extra credit assignment, even though she didn't need it.

Spencer didn't really know why he was here. Out of their trio, Rajeev was the only one who really wanted to go; Spencer just had to be dragged along to be his "wingman." So far, the position sucked balls.

After a couple of minutes of contemplating whether or not her should just leave before his ears start to bleed, Spencer noticed someone walking up to him. In the dim lighting, all he could see was a silhouette. However, as the figure moved closer, he was able to define the face face.

It was Billy, a good friend he met from maths class. Even though Billy was a year above Spencer, he seemed pretty damn excited to get to know the young director upon meeting him. It was weird, considering Billy was always going on about his "image", yet here he was; ignoring all of the forlorn looks from eligible young ladies on the dance floor and walking straight up to Spencer.

"Sup, Statue of Libroty? You having fun?" Spencer scoffed.

"Do I look like I'm having fun?" Billy frowned.

"Well then, Mr. Snarky-Remarky, I'll just have to make you have fun!"

Spencer groaned. Although Billy was cool and hanging out with him was more than entertaining, sometimes the older guy was pushing him too hard to have "fun".

"And what exactly are you gonna do?" Spencer asked as he raised an eyebrow. Instead of getting a response, Spencer was met with a smirk. He noticed the mischief in Billy's dark brown, almost black, eyes.

As if expected by everyone except Spencer (which, let's face it, it was), Billy grabbed Spencer by the sleeve and pulled him out onto the dance floor, careful not to get caught in between people "dancing."

"C'mon, Brorishnikov. We'd best get our groove on while the night is still young!"

Spencer tried to protest, but was drowned out by the loud music. When Billy managed to get them in the centre of the dance floor, he started to dance just like all the other kids around him. Spencer simply stood there, awkward and sort of pissed at Billy. He rubbed his arm in an act of self-comfort.

Some time later, a girl with short, pink hair climbed onto the stage set up at the front of the gym, not bothering to use the stairs. Lucky for her, she was wearing pants. A few other students were already on stage, positioned next to various instruments. The pink haired girl made her way over to the microphone and tapped it to get people's attention as the loud music quickly decrescendoed into silence. Billy stopped dancing and moved a little to stand next to Spencer, who was already standing like a statue.

The girl cleared her throat. "Ahem. Hey, humans! I'm Ash, and uh, we're gonna play some music for yall, m'kay?" She ended her sentence in a fit of nervous giggles. Billy groaned and rolled his eyes, and Spencer turned to him for an explanation.

"She's in choir," Billy explained. "She thinks she's a better singer than she really is."

"Oh," was all Spencer could reply with. After all, Billy was pretty narcissistic, and it was kinda funny how he was annoyed by people who acted similar to him. Nevertheless, Spencer shrugged it off and turned his attention back to the stage because Ash had just tapped the mic again.

"Oh, and I guess it would be a good thing to point out that we're gonna play 'Close to You' by the Carpenters, and it's a slow song, so… yeah!" More giggles.

Billy's face lit up at the name of the song. He turned to Spencer and shook the younger boy by the shoulders.

"Dude! I love this song! C'mon, we gotta dance, bro." Billy tried to pull Spencer closer to the stage, but the director-in-training stood stiff. Billy raised an eyebrow. Spencer let out a deep breath.

"Billy... I can't dance." Spencer looked down at his feet. Billy half-heartedly stuck his tongue out, as if telling Spencer that he was obviously lying. Then, without warning, he put his hands on Spencer's hips and hoisted the smaller teen up, placing him gently on top of his own -quite large- feet. Spencer looked up at Billy with wide, confused eyes, causing Billy to laugh.

"Now you don't have to 'dance' dance, Zambroni!"

Spencer was about to ask Billy what he meant, but the raven-haired teen simply took one step forward with his left foot, causing Spencer to do the same thing. Well, sort of. Think of Spencer as a puppet and Billy is trying to make that puppet slow dance.

At first, Spencer clung tight to Billy's arms (much to the Cobra's pleasure), worried he would fall off. But after a little bit, Spencer took notice of how smooth and steady Billy's movements were as his large hands rested on Spencer's hips. Spencer looked up from the floor and into Billy's dark, eager eyes. The older boy grinned.

"Don't worry, bromeo. I gotcha." At those words, Spencer finally relaxed. He didn't give a damn if other kids were staring, because he was with Billy, floating on a cloud, and nobody could push him off.

After a few practice steps, the two boys heard the band start to play and the music began. Billy looked down at Spencer, grinning like a Cheshire Cat on crack (as if that poor kitty wasn't on something already). The girl on stage, or Ash as we now know her, took a deep breath before singing. But Billy didn't want Spencer to hear her voice, so instead of letting Spencer listen to whatever noise came out of Ash's mouth, he leaned down and started to whisper the lyrics into Spencer's ear.

"Why do birds suddenly appear…"

Billy was taken aback at how Spencer was so willing to hold and be held like this. From the moment Billy met him, he wanted to hold Spencer, just like this, forever. He just never thought he would get the chance.

This kid, Billy liked to think, had a special spark in his eyes unlike any other Billy had ever seen. Well, except for his own eyes, but Spencer was different. Spencer was like a breath of fresh air, and Billy intended on taking deep, wonderful breathes.

"...every time, you are near?"

They only shared one class, so Billy had made it his goal to see Spencer as much as possible. He had even snuck a peek at Spencer's schedule to navigate the perfect routes from each class to ensure he would "bump into" his little bromethues. Over time, Spencer seemed to warm up to Billy, and would even let Billy hug him in the middle of the hall ways.

"Just like me, they long to be…"

Sometime near the middle of the school year, Billy was told that if he didn't improve his maths grades, he would flunk out of the class and not be allowed to partake in after school activities. This included the school-wide talent show, something Billy was preparing for for a long time.

He told Spencer about it during class once, and Spencer simply suggested that he tutor Billy and help him study. He then told Billy that they could start studying at his house.

Billy was ecstatic.

"...close to you."

Soon, Billy became a regular guest at Spencer's house; even after he improved his grades. Somewhere along the line, he'd invited Spencer over as well. Just to hang, as Billy put it.

Spencer seemed to enjoy "hanging" with Billy. The two would talk about generic "guy stuff" and they seemed to have a lot in common. Some time later, Spencer asked Billy if he would star in one of his horror films. Billy accepted the proposal without batting an eye… even if he wasn't particularly fond of the horror genre.

They became close friends in about two months time.

"Why do stars, fall down from the sky…"

Billy scanned the gymnasium he and Spencer were in. There was a fair amount of people, and they seemed too wrapped up in their own little worlds to notice the two boys slowly dancing together... or rather, one boy dancing while the other held onto his arms. Good, Billy thought. Although he loved getting any kind of attention, Billy was happy, for Spencer's sake, that they were invisible. Being invisible had many advantages.

"...every time, you walk by?"

Though his voice didn't show it, Billy was nervous. His feet were falling asleep... what if he dropped Spencer? Spencer seemed awful quiet… what if he felt awkward? He wanted to kiss Spencer… what if Spencer didn't kiss back?

"Just like me, they long to be…"

Instead of singing the next line into Spencer's ear, Billy stopped dancing, took one hand off of Spencer's waist, and lifted the brunette's chin so he could look him in the eyes. Spencer's eyes were wide and hazel; it was intimidating.

But Billy was older. He was taller. He was bolder. He was more dexterous. And was not going to be intimidated.

So he leaned down and kissed him, whispering the next line on Spencer's soft, pink lips.

"...close to you."

Spencer didn't flinch. Spencer didn't stiffen. Spencer didn't push Billy away. Instead, he smiled and nuzzled his face into Billy's neck; his hot, red cheeks warming up Billy's entire body.

Billy would've jumped for joy.

If only his feet weren't asleep.

"On the day that you were born the angels got together…"

Billy's low voice was as smooth and sweet as molasses. Spencer loved molasses, especially in cookies. One time, when Billy was at Spencer's house "studying", he found some molasses and a jar of smooth peanut butter. He then practically begged Spencer to make them both some peanut butter and molasses sandwiches. The brunette reluctantly made two sandwiches, and waited for Billy to take the first bite. It would be easier for him to call Poison Control if he wasn't gagging to death himself. After Bill raved on and on about how amazing the combination was, Spencer took a bit.

He never let Billy know this, but it was pure heaven.

Yeah, Spencer thought. Billy's voice wasn't just molasses. It was a peanut butter and molasses sandwich. Smooth and sweet and sticky in the best ways possible. (Sticky in the sense it was going to be stuck in Spencer's head for a long time)

"...and decided to create Brozo the Clown!"

Spencer stopped nuzzling Billy and looked up at him with a very puzzled expression. The older boy bit his lip to keep from giggling, though it wasn't very effective.

"Hey, you put me on the spot to think of a rhyme for brown," he explained.

Spencer rolled his eyes, but laughed nonetheless. He then rested his head on Billy's shoulder again and waited for him to resume singing.

"So they sprinkled nutmeg in your hair…"

Spencer liked the way Billy was altering the lyrics to fit him. He started to rub little circles into Billy's arm to show his content. He closed his eyes, not worrying about where Billy would lead them, or if people stared, or if he looked like a little kid in Billy's arms.

Spencer only cared about Billy's peanut butter molasses voice.

"...and amber starlight in your eyes of brown."

Spencer was tempted to open his eyes, but he was afraid doing so would break some special force he shared with Billy. It was like he didn't need to open his eyes to see the glint in Billy's eyes. He could feel it.

It felt amazing.

"That is why, all the chicks in town…"

Billy had strategically moved them both over to a corner of the gym to get away from the rest of the crowd. Spencer didn't make it that hard to move, though. He was light, maybe a little too light. Billy wondered if he should feed Spencer more peanut butter sandwiches.

Or maybe the ones with the molasses, too. Those ones tasted good and Spencer liked molasses. Yeah, Billy thought. He was gonna make more peanut butter and molasses sandwiches for his brorangutan.

"...follow you, all around."

Billy smirked to himself. No girls followed Spencer around. Well maybe Shanila, but her relationship with him seemed mutual. And though the fact that girls never seemed interested in his bro was a little degrading, Billy couldn't be happier.

He had Spencer all to himself..

"Just like me, they long to be…"

Billy noticed Spencer was taking long, noisy breaths. He looked at Spencer's face. Sure enough, the young director's eyes were closed and his mouth was slightly open. He looked like a angel, with his dark eyelashes all fanned out like that. Billy stopped slow dancing and started to gently rock in place, helping Spencer fall into a deeper sleep.

Then, Billy closed his eyes and thanked every god in existence that Spencer had came to the school dance.

"...close to you."