Yeah. This is late. VERY late. Nightshade218 requested this more than a year ago, and I amso sorry for not getting it done. It was in the works, I just hadn't been able to find the umph to get it finished. Here it is now, new and improved and rather fun to read. Enjoy!

"I don't have the time, and even if I did, I'm not in the mood."

"But-"

"No, Zack."

"You're no fun."

"My answer is still no."

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In the end, Zack gave up and left Sephiroth to his paperwork. An hour or so later, Sephiroth looked at the clock. An hour and twenty until Zack was meeting that cadet.

I don't care. I'm not going to spar with some starry-eyed cadet just because Zack's taken him under his wing.

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Ten minutes before Zack and his new friend were due to arrive, Sephiroth took up a position in the corner of the gym's ground floor, keeping himself occupied with a punching bag. He preferred sword-work any day, but that would put him in position to be forced into sparring with The Cadet ™. Sephiroth glared at the bag and shed his jacket.

He was so absorbed in his methodic pounding of the bag that he failed to notice when Zack and The Cadet ™ arrived. He remained oblivious until a crowd had gathered around one of the sparring rings near the south wall. Probably a fight, judging by the yelling going on. Curious, he picked up his coat and Masamune and strolled over, attempting to disguise his interest.

It was Zack. And The Cadet ™. No fight. Just a whirlwind sparring session. Most of the commotion was because The Cadet ™ was using a blade that was almost as big as Zack's. No wonder they were drawing a crowd.

He must be big, Sephiroth thought, shouldering his way through the crowd so he could see more than just the swords. Otherwise he's never be able to wield such a heavy weapon at such a-

Sephiroth stood at the edge of the ring, staring at Zack's opponent. The kid was tiny, no more than five foot six, if that, and built small. He did have broad shoulders for someone of his height, but when they were viewed together with his slim waist and narrow hips, they didn't make up for much. To add to the absurdity, he had large, innocent blue eyes, lips that belonged on a woman's face, and a sweet, delicate face. He looked very out of place swinging a sword that big, bright blonde hair staying out of his face in the same inexplicable way that Zack's dark spikes did.

Zack brought the sword down and around, halting it sharply so the edge of the blade just kissed the skin of The Cadet's™ throat.

"Give?" he asked.

"Give," The Cadet™ panted.

Zack lowered his sword and grinned. Sephiroth flinched. Zack hadn't said anything yet, but he already knew he'd been seen.

"Wanna give him a try," Zack asked.

As one, the gathered audience began urging him to do it, to show The Cadet™ his place. What else could he do?

"Alright."

Sephiroth pulled his coat back on, for protection against wild swings, and unsheathed Masamune. The Cadet ™ backed up to the other side of the ring, lifting his sword into a standard beginning position.

"This is Cloud," Zack said."Cloud, this is General Sephiroth."

At least Zack had the sense to not call him Seph in public.

"Winner is declared when his opponent admits defeat."

Cloud struck while Sephiroth was contemplating how to go about sparring with suck a breakable little cadet. Sephiroth saw him coming and blocked on instinct. He had little time to do so, so the most he could do was deflect the blade. Instead of hitting his ribs, as it would have done, the flat of the blade smacked into his thigh. He winced. There was a surprising amount of power behind the swing. He would be feeling that one later. Roused from his thoughts, he drove Cloud back with a series of crescent and reverse-crescent swings that clanged (and occasionally shrieked) against Cloud's sword.

Five minutes later, Cloud was on the floor with the tip of Masamune at his throat.

"Give?" Sephiroth asked. He had Cloud's sword pinned under his boot. A previous near-win had taught him to do so, after Cloud had swung the sword up and he'd had to step away before Cloud removed him from the gene pool.

"Give," Cloud agreed. Sephiroth moved Masamune and stepped back, flipping his hair over his shoulder.

Bleah. I hate working out in this coat. It's like a personal sauna.

"Thank you for the match," Sephiroth said politely, inclining his head.

"You're welcome," Cloud answered, picking himself and his sword up. "It was an honor to spar with you."

Not concerned with coming up with an answer to that, Sephiroth sheathed Masamune and stepped out of the ring, pausing at Zack's shoulder.

"We will talk about this when I get out of the shower," he hissed quietly, and stalked away towards the locker room.

---------------------------------

One rule that SOLDIER newbies and regulars privileged enough to have access to the SOLDIER gym learned fast was that they should never, under any circumstances, bother General Sephiroth in the shower. In fact, they should vacate the premises whenever it was possible. Thus, unless a First or Second Class happened to be there at the same time and felt man enough to share space with the legendary hero, Sephiroth enjoyed empty showers.

"Are you sure it's okay? I've heard we're supposed to stay out when he's in there."

No doubt about it. That was Cloud's voice, echoing slightly in the locker area, and Zack's voice answering.

"Nah, it's fine. He won't mind unless you do something stupid."

Oh, brilliant.

"Like what?"

"I don't know. Grope him, I guess. Or pull his hair."

Zack appeared in the arch separating the lockers from the showers, a towel wrapped around his waist and Cloud's wrist in his hand. The little blonde wasn't actively resisting Zack, but he looked less than happy. His free hand had a death-grip on his towel.

"Hey, Seph. Mind if we join you?"

"Go ahead," Sephiroth muttered. He put a hand into the spray from his shower, checking the temperature. Satisfied, he hung his towel on the nearest wall-hook and stepped into the water.

"Zack, I really don't think this is a good idea. I don't need a shower, so I'll go back and head to mess," Cloud fumbled. Zack shook his head.

"I saw you taking that uniform off. You were drenched, Cloud. If you honestly intend to wear that thing without a wash, then you're crazy. That's disgusting."

"But-"

"No buts. I'll scrub you myself if I have to."

"I didn't bring anything to change into."

"Wear something of mine. I can throw your stuff into the wash when I get home. Wanna stay for dinner?"

"Zack-" Sephiroth began.

"I can't send him back in my clothes, Seph."

"Zack, it's really not-"

"Zack, I don't want-"

"Great! It's settled! C'mon, Cloud, get that towel off."

Zack yanked Cloud's towel off, removed his own, and hung both on a hook. While Sephiroth watched, faintly amused, Zack hauled Cloud into the cold spray of another shower, then took the one between Sephiroth and Cloud. Unlike Cloud, who was shivering while he waited for the water to warm up, Zack wasn't at all bothered by the coldwater he was standing in. He ran his fingers through his hair, head tipped back, entirely comfortable.

Sephiroth took advantage of Zack's distraction to give Cloud a quick once-over. He was curious to see what the cadet looked like under the bulky, unflattering regular's uniform. How muscled? Was he scarred? Tattooed?

No scars yet, and only a small tattoo, a small tribal wolf on the back of his right shoulder. He did have an uneven muscle build, though, making it clear that he was a right-handed swordsman. And he was blushing clear to the roots of his hair. He was kind of cute like that.

"Here, Spiky. You can use my shampoo."

Cloud took the bottle with a little nod of thanks. He was standing at an angle, apparently trying to keep himself covered while his hands were busy.

So modest, Sephiroth thought, amused. Most of the cadets I've seen in locker rooms have no problem with being seen naked.

"You're gonna fall standing like that," Zack observed, busily working shampoo into his hair. "It's not like you've got anything I haven't seen before."

Cloud fidgeted nervously. Zack stopped shampooing and cocked his head to one side, thinking.

"Or…you don't like being naked in front of Seph."

"Or he's hiding something," Sephiroth put in.

"Why would he be doing that? 's not like I care if he's pierced or anything. Cloud, quit standing like that; I don't wanna have to carry you up to the Clinic when you fall and brain yourself on the tiles. Turn around or I'll carry you up there without a towel on when you slip."

Cloud turned unhappily and closed his eyes, rinsing suds out of his hair.

"See? Nothing to be ashamed of."

Sephiroth shot a peek behind Zack's back. Nothing to be ashamed of indeed. Uneven build in his shoulders aside- and that wasn't something most people were going to notice anyway- he had a nice, lean body. The kind of body he could be proud of. The kind of body that attracted people.

"So, Seph, what's for dinner?"

"Who says I'm cooking?" Sephiroth asked coolly, wringing suds from his hair.

"I'm a disaster in the kitchen."

Touché.

"Pasta of some sort."

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They were silent for a few minutes, until Zack looked down.

"Jeez, Seph, where'd you get that?" he squawked, pointing at Sephiroth's thigh. When Sephiroth looked, he saw a massive bruise spreading over his skin. At least as large as both of his hands, it was mostly a nasty eggplant color. He prodded it experimentally and winced.

"That would be where Cloud smacked me with his sword," he said delicately. Beyond Zack, Cloud went very red.

"Wow, Cloud," Zack breathed, bending to get a better look and poking at the bruise until Sephiroth cuffed him."You put some serious power into that swing. This is impressive."

"Sorry," Cloud mumbled, but, when Sephiroth looked at him, he looked faintly pleased with himself.

--------------------------------

Things quieted again, until Zack volunteered to wash Sephiroth's back. He forced Sephiroth to come to his shower and stand facing Cloud while Zack scrubbed.

He really is a pretty boy, Sephiroth observed. He was warming up to the idea of having Cloud around now and then.

"Hey, Seph."

"Mmm?"

"You do Cloud."

"What?"

"Wash his back. He can't reach any better than you can. You both need to be more flexible, by the way. I can wash my own back."

Sephiroth and Cloud sputtered and protested in tandem, but Zack handed Sephiroth a bottle of bodywash and a bath pouf. Sephiroth sighed and took them, working up a handful of suds while Cloud continued to protest.

"Turn around," he said shortly. "Let's get this over with."

Cloud obeyed, turning and letting Sephiroth start to scrub at his shoulders. It was hard not to notice the tense knots in them, or the way they shifted and twitched at his touch. Either Cloud was even more uncomfortable than Sephiroth had thought, or he was enjoying the touch but didn't want to let either of his superiors to know.

To test the theory, Sephiroth dug his finger-tips into the tense muscle and kneaded at it. Cloud relaxed with a little sigh. Ah-ha. Someone liked being touched by another man.

"There ya go, Seph. You're done, and so am I. We don't have milk, so I'm gonna go pick up some while you two finish up. Make sure Cloud gets to the apartment, okay? No ditching him in the lot or anything."

Sephiroth said nothing as Zack collected his things and trotted out to the lockers. He kept up his methodic scrubbing and massaging, waiting until he heard the squeak and thump of the outer door closing. He waited a moment longer, then spun Cloud around to face him and crushed him against the wall. Cloud had enough time to squeak before Sephiroth silenced him with a bruising kiss.

When Sephiroth pulled back for a quick breath, Cloud put a hand up between them and looked up with wide, confused eyes.

"Sir?" he ventured.

"What?"

"What are…..what does this…..why?"

"Does it matter?"

"Yes!"

"I have no answer, cadet."

Cloud bit his lip.

"C-can we move?"

"Why?" Sephiroth demanded, impatient.

"The knob for this shower is right against my spine, and it hurts when you push me into it."

Sephiroth jerked Cloud a step to the right and kissed him again, taking the request as an assurance that he didn't mind being squashed against a wall and kissed silly. Cloud proved his further by getting his hands free and wrapping them around Sephiroth, one as far up his back as he could reach and the other low on his hips.

"Mmmnn," he mumbled. His tone suggested that he was quite comfortable now.

After a few minutes of busy kissing, Sephiroth put more of his weight against Cloud, shifting to grind his hips into the little cadet's. Cloud moaned into his mouth and let his hand drift down, fingers digging into Sephiroth's skin. Sephiroth growled his approval and shoved hard against Cloud.

The outer door creaked open. Cloud's eyes widened and he squirmed out of Sephiroth's hold, diving for his towel. Sephiroth turned his back to the archway, feigned a final rinse of his hair, then stalked over to his own towel as if he hadn't been moments away from shoving Cloud onto the floor and having his way with him.

When the two SOLDIERs wandered in, chatting amiably, Sephiroth was quietly brushing knots out of his hair while Cloud fumbled with the clothes Zack had left for him. Once they were in the shower, Sephiroth cast a heated glance Cloud's way, but the little cadet was too busy trying to figure out where the arms were in his borrowed t-shirt to notice. Now was not the time.

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Zack was lounging on the couch when Sephiroth and Cloud arrived at the apartment, watching some sports show that Sephiroth wanted nothing to do with. Cloud drifted over to watch with him, leaving Sephiroth to cook and fume about horrible timing.

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Dinner was three-cheese tortellini in a cream sauce and green beans. Cloud dug into it with the enthusiasm characteristic of anyone who'd spent too much time eating in the Regular's Mess. Zack followed suit, though simply because he liked Sephiroth's cooking. He hadn't had to suffer the Regular's Mess in some time.

Sephiroth watched Cloud take such pleasure in his dinner and couldn't help but feel proud of himself. That was his cooking Cloud was enthusing over. His work that was making such a lovely expression on the blonde's sweet face.

After dinner, Zack settled in the armchair and insisted on watching a movie. Sephiroth sighed and agreed, stretching out on the couch. Cloud looked at him, then went over and tried to squeeze into the chair with Zack.

"There's not enough room," Zack informed him. When Cloud persisted, Zack picked him up, stood, carried him over to the couch, and dropped him into Sephiroth's lap. Both Sephiroth and Cloud squawked, but Zack put his hands on Cloud's back and held him down until Cloud stopped squirming. "Stay put."

"But-" Sephiroth started.

"And you be nice. He's a guest."

They both scowled at Zack, but while he was picking a movie, Cloud settled down, stretching out on Sephiroth's chest and legs with a little sigh. Sephiroth eyed him, then gingerly put one arm across the small of Cloud's back. Cloud smiled faintly and relaxed, letting his body mold itself to the contours of Sephiroth's.

Somewhere in the middle of some spy comedy movie, Cloud wriggled up from Sephiroth's legs and folded his hands under his chin, looking Sephiroth straight in the eyes.

Hi, he mouthed.

Hello? Sephiroth mouthed back.

Cloud smiled.

Don't want Zack hearing.

Sephiroth nodded slowly. It seemed utterly ridiculous to be lying here with a little blonde cadet on his stomach, mouthing a conversation like a couple of children or love-struck teenagers.

What do you want?

What do you think I want?

Leave it to Zack to find something that appeared to be so utterly innocent and turned out to be eager and calculating once it had been assured a comfortable place to stay.

Not now.

Cloud pouted. Actually pouted. Sephiroth ran a mental checklist to see if there was anything he had put in the food that might have either been a mind-altering substance or could have had an aphrodisiac effect. This was not the Cloud he'd been in the shower with.

Why not?

Zack.

He put me here in the first place. Maybe he wants us to have fun.

You're a child.

I'm fifteen.

Exactly!

Fifteen is the age of consent at home.

This isn't your home!

No, but I'm still a legal resident there, so the rules apply to me.

And you expect me to-

Cloud huffed and dropped flat on Sephiroth's chest, apparently defeated. Then he rolled onto his side, twisting so Sephiroth could see his face, and casually put two fingers into his mouth. While Sephiroth watched, dumbfounded, Cloud calmly sucked on his fingers while wearing an expression that said exactly what he would rather have in his mouth.

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Twenty minutes and some creative combinations of tongue and fingers later, Sephiroth had had quite enough. He was not going to sit here and be sexually harassed by some cute little cadet that Zack had all but adopted. Not if there was anything he could do about it.

He got up, sending Cloud tumbling to the floor, grabbed Zack by the arm, and dragged him to the front door.

"Go find something to occupy yourself for awhile," he hissed, shoving Zack out into the hallway and closing the door.

"Ummm…Sephiroth?"

"You are going to regret that," Sephiroth growled, striding back into the living room. Cloud was still sitting on the floor, cross-legged with his back against the couch.

"Regret what?"

He pounced, kneeling with his legs to either side of Cloud's. He bent low to stare into Cloud's eyes for a moment; they were so blue and apparently innocent.

"I don't like being toyed with."

Cloud smiled nervously.

"What are you going to do?" he asked.

Sephiroth smiled toothily.

"I think I'm going to start with throwing you onto my bed and-"

"Y'know, he's my cadet, not yours. Don't I get a say in this?"

Sephiroth jumped. Zack was leaning over the back of the couch, grinning. Apparently he had gotten back in without Sephiroth hearing, which was no mean feat.

"I'm a superior officer," Sephiroth growled. "Do not interfere."

"Never said I was gonna. This was part of the plan, after all."

Still sitting between Sephiroth's chest and the couch, Cloud giggled nervously.

In that moment, Sephiroth realized he'd been had.

Zack slunk out from behind the couch and wrapped his arms around Sephiroth's shoulders.

"Next time you want a little alone time with a guy, Seph, tell me. That way I don't feel like I have to pick the lock and get back in here, hmm?"

"I-"

"You two have fun. I'm gonna go get a drink with Reno."

The door closed. Sephiroth stared at it, then turned to look at Cloud.

"That was-"

"Planned?"Cloud finished quietly. "Yeah."

"And what exactly, did you plan?"

Cloud blushed and looked up at Sephiroth through his bangs. It made him look even younger and more innocent than he did normally, and it was entirely unfair.

"The plan was to fight with you and then come back here for dinner and the movie…Zack threw the shower in because he's just like that, and…"

"And?" Sephiroth prodded. This whole thing was proof that Zack could indeed plan and be quite intelligent when he wanted to. If anyone ever found a way to direct that energy at something worthwhile, then the army would be even more formidable. As it was, his creative energies usually went into schemes like this one.

"And it's good for everyone all around. You get laid, I get more protection, Zack stops worrying about you."

Sephiroth cupped Cloud's chin in his hand and stared at him for a moment. Okay. That was the truth. It was a weird truth, but a truth all the same. Huh. So Zack was worrying about him, was he?

"I never like doing things that are expected of me, Cloud."

"Y-you don't?"

"No. If I choose to still throw you onto my bed and have my way with you, it will be for my own reasons and not because Zack thinks I need it. Understood?"

"Um…yes?"

"Good." He stood, taking Cloud with him, and strode for his bedroom. "You will be getting much more than just protection. And I'm excusing you from drills tomorrow morning."

"Sir?"

"You won't be able to walk straight, so there's no point in you trying to march."

"Oh. Okay."

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The bedroom door slammed shut and locked. From their vantage point three floors down, Reno and Zack gave each other a high five.

"Victory!" Reno crowed.

"I told you having Spike acting like he knew what he was doing would do it."

"Yeah, you did. But when you got busted, I thought it was all over."

"Guess he really had it bad for Spike."

"Yup. Chalk up one on your side of the scoreboard."

Zack grinned and turned to look at Reno.

"When do I get my prize for winning?" he asked.

Reno got up and headed towards his own bedroom, slowly undoing his shirt and letting it fall to the floor.

"Whenever you get in here," he murmured, pulling his belt through the loops on his slacks and dropping as well. "Where I'll be getting naked and deciding on a flavored oil. Don't keep me waiting."

Zack swapped the cameras over to the ones in Sephiroth's room, set them to record, and hurried after Reno. The bedroom door closed.