Note: Despite what my fanfiction implies this is a rated M story. I'm sorry if I caused some confusion, but THIS CHAPTER IS M RATED. I'll change the rating as soon as I can, but for now just know that it is a MATURE story. Enjoy.

"Ah come on…" America smirked against the Britain's cheek as he let his hand wonder down to his thighs. His hand rested on the other's, kissing his neck tenderly.

England blushed wildly from the touch as he tried to sit up, "H-hey. You need to respect your elders y'know. Get off of me."

"Why are you so against it?" America seemed to look disappointed.

Arthur felt embarrassed from their closeness, "I-I'm not…"

"Then," He squeezed his hand tighter as he ran both of them up his thigh, "we don't have a problem." He smirked as he kissed him; his tongue nudging for entrance, but was only denied when Arthur broke away, gasping longingly.

England scooted back against the head board, trying desperately to hide the thing that was pulsing between his legs, but the American only followed him, a hand resting against his thigh once again. "W-wait… I can't." This wasn't a nightmare despite how he was acting. In fact, this seemed like one of those fantasies he always thought about when he was alone. Even if he wasn't,just seeing his face sent unhealthy images through his head and that only made him more embarrassed.

His blush darkened and he let out a small yelp when Alfred brushed his hand through his hair, keeping it there and gripping it tightly. England's green orbs stared into the American's blue ones and saw something he never seen in him before. Was this look-

Need?

He had certainly never seen this look on him before and only his eyes spoke it as his lips wore a smirk. "A-America please! M-my head…"

"Only for a little while okay?" England paused, staring up at him with furrowed eyebrows as he gave in, wrapping his arms around the other. He gulped, closing his eyes slowly as he parted his lips and soon they kissed. America's tongue trailed along the Britain's bottom lip until he reluctantly spread them further apart. He moaned in response at the intrusion, their lips and tongues moving in unison, short and gently.

England was thinking too much, he knew, his head pounding with as much intensity as his heart was hitting against Alfred's chest. He almost wondered if America would draw back from this, but once he pulled him in even closer he guessed he didn't seem to mind. In fact he welcomed it with a smile, breaking the kiss as he moved down to the Britain's neck, breathing on it heavily. His warm breath made the other shutter.

All this attention that Arthur was getting seemed to come all at once. They had never, since the time that they had been together, shared the love that only lovers would, not even a kiss. Just thinking about how he had always wanted such attention made him want to cry.

He covered his eyes with his arm as America lifted his shirt, exposing him. It suddenly felt so cold in the room and he could feel his cheeks burning against his skin at the thought of the American's face staring at his body. Alfred grabbed the other's arm and pulled it away from his face. He leaned in closer, pushing the other down slowly as his lips brushed against the Britain's smooth chest. Arthur let out a small gasped, feeling pressured to rest his arms around the other's waist and as he did so the American slid forward, his lips to his ear, "You wanna undo it for me? Hm?"

The words danced in his ear and it almost made the Britain feel nervous. It wasn't a request, but it wasn't a demand either. It was something he knew that the other would do. England's hands didn't have to go far to unbuckle his jeans. America smirked against his shoulder as the Britain's hands quivered at the start of pulling them down, but Alfred quickly grabbed his hand. Arthur gasped as the other intertwined his fingers with his, moving down to kiss the Britain's abdomen.

England started to enjoy the feeling of the American touching him though his embarrassment overshadowed this feeling. It was new and frightening, but at the same time nice and exciting. He wanted Alfred to look at him and only him, but he knew this fantasy was impossible to stay a reality. But either way the affection he was showing him right now… He felt tears form in the corners of his eyes. It was enough…

America started to stroke his half hard length and at that point the Britain was getting dangerously close to losing it. But the American only clinched his hand tighter to reassure him as his mouth went over the top, his tongue grazing it slightly. England jerked up, his gasps turning into heavy moans.

He never liked being like this. Looking so weak especially in front of America, but for some reason it only made Alfred enjoy it more. He saw his face and lifted his head, smiling. Arthur's cheeks that were the deepest shade of red, his eyes that were cloudy, but clear, his parted lips that were a pale shade of pink… He loved it all and he had never found him so arousing.

This look was going to belong to him. Yes… only him. It was such a turn on seeing him this way and the lips that seemed to be longing for attention met Alfred's again, harsh, but reassuring. The younger's finger slid down to his entrance and as he slid in a finger the Britain gasped into his mouth. The taste of tea never seemed to leave his lips no matter how long he'd been asleep. Their bodies only got closer as Arthur continued to buck his hips. He was getting even dizzier that he had to force to keep his eyes closed as another digit entered him.

America pulled out his fingers slightly and then thrust them back in, hitting that special spot that made England shutter and cry out in pure pleasure after just one try. He wanted to hear it again; it was such a turn on. He pulled them out again and pushed them back in harder, faster earning another arousing cry and made the American wonder how he would sound if he was the one pushing up against him.

At this point England felt exhausted, breathing heavily as he gripped the soft sheets for support, his eyes half closed. He wasn't sure what was supposed to come next. It felt like hours since he pulled out his fingers, but when the younger lifted him up and held him close to his chest he knew something else was about to enter. He shuttered at the thought before it even entered him, sending a shock of pain through is body. His grunts were staggering and he's almost had it, practically supporting all his weight on America's shoulder as his head continued to spin even faster than before.

Alfred let out a breath before laying England back down again; feeling is body sucking in his length, threatening him to move. "A-are you okay…?"

Arthur reached out for the other's hand and smiled tiredly as he nodded in response. His cheeks weren't as red as before. Perhaps he was used to the attention by now. America started to rock back and forth, thrusting in and out whenever he thought it was necessary. He only stared at the Britain's face noting that it was the most provoking face he's ever seen on any man or women. He loved his face and it only made him thrust faster.

The American almost forgot about Arthur's neglected length and started to stroke it, sending a whole new wave a pleasure through his body. England tried his best to rock along with him to add to the intensity and friction and it made both of their experiences even more pleasurable. Alfred remembered that special spot and once again thrust into him harshly, making the Britain arch his back and shutter at that amazing feeling. He cried out again at the feeling of almost coming as his prostate was hit once more in the most intoxicating way that all he knew was that he wanted more.

But the heat off the moment and the fact that England was almost close to fainting was the end result as they both released, one after the other. The tears finally spilled from the Britain's eyes as there was silence and they both stayed still for the longest time. America slid out of his which made him grunt and Alfred put an arm over his eyes and started to sob. I-I'm-!

Alfred smiled softly and leaned forward, kissing his cheek lightly, "Ah, what's wrong?"

I'm sorry for forgetting! America sat England up and embraced him tightly. The affection you showed me… that you are showing me right now… Is all I've ever wanted…

England hid his face in the other's chest. Perhaps losing my memory was the best for us… But I promise…

The sun shined strongly through the curtains. I promise… that I'll never forget ever again…

From England,

With love.

Hm… Not that long, but I hope it was still enjoyable. Sorry it took so long. I was never really good at writing smut in the first place and I only actually wrote and finished writing it today.

More stories coming soon. Sayonara!