"Strip. Now."

"But, sir, I-Ah!"

Angeal grabbed a handful of Zack's hair, pulling his head back roughly. He brought his lips close to Zack's ear, just barely brushing against the sensitive outer shell. "When I want you to open your mouth, I'll tell you to. Now, strip. That's an order." He released his hair, pushing him forward and watching him stumble before he was able to catch himself on the end of the bed.

Tears welled up in Zack's eyes, but he remained silent as he started undoing the buckles on his harness and belts with shaky fingers. He could feel his mentor's burning stare on his back as he pulled off the leather pieces, dropping them to the floor. He continued adding more and more of his clothing to the pile until he was left in nothing but his boxers. He hesitated then, his cheeks burning with humiliation as he slowly slid them down his thighs, exposing his shameful hardness. Once his underwear had joined the pile of clothing on the floor, he stood, his head hanging as he awaited his next command.

"Turn around. I want to see you."

Zack swallowed, keeping his eyes subverted as he slowly turned to face his mentor. He forced himself to stand tall, knowing that any attempt to cover himself would anger Angeal.

"On your knees."

A soft sniffle escaped Zack as he sank to his knees.

"Look at me."

Zack looked up, his breath hitching at the sight. Leaning against the wall with his arms crossed over his bare chest and wearing nothing more than his loose uniform pants Angeal was a sight to behold. Zack had never seen anything more terrifying. Or arousing. Seeing his mentor looking down on him like that made Zack's cock twitch, a soft whimper escaping him as he shivered under the scrutiny. His flush of shame deepened, staining his cheeks a bright pink as his gaze sank to the floor once more.

Fresh tears sprang to his eyes as his hair was grabbed again, his head pulled back to a painful angle that forced him to look up into Angeal's glowing eyes. Remembering his previous warning, he kept quiet, even as Angeal slowly unzipped himself a mere few inches from Zack's face. Keeping one hand firmly in Zack's spiky locks, Angeal drew out his massive length, pressing it against Zack's trembling lips.

"Now, Zack. Open that mouth of yours."

"Sir, please-" Another sharp tug of his hair and the tears finally spilled, sliding down his cheeks. Sniffling quietly, Zack obediently opened his mouth. This time, when the tip of Angeal's cock pressed against his lips, he parted them further, opening his mouth wide to take the length in. He tentatively licked at the underside of the hardened flesh in his mouth, the hand in his hair releasing the strands to gently pet his head as the large man over him hummed contentedly.

Zack closed his eyes, sucking and licking at the large member in front of him. The hand stroking his hair moved again, pressing against the back of his head and forcing more of the thick cock into his mouth and down his throat. Zack gagged momentarily, struggling for air as he tried to relax enough to take the entirety of it in. Angeal's hand tightened in his hair again, holding his head steady as he pulled out, giving the boy a second to breathe before thrusting back into Zack's throat and fucking his student's face.

Tears began to drip from Zack's chin as the pain in his scalp mingled with the frightening choking sensation. Fortunately, it wasn't long before Angeal pulled out roughly, releasing Zack's hair as the boy slumped to the carpet, gasping for air.

"On your hands and knees on the bed," Angeal commanded, slipping the last of his clothing off.

"No, please," Zack whimpered quietly. A strong hand grabbed his arm, pulling him up and spinning him around to face the bed. His shoulders were pushed forward and he bent at the waist, bracing himself over the mattress with his arms. He gasped as Angeal leaned over him from behind, feeling the large soldier's impressive length pressing into the cleft of his ass.

"I said on your hands and knees, Zackary. Don't make this harder on yourself."

Zack's chest hitched with a quiet sob as he placed a knee on the edge of the bed, crawling forward enough to bring the other knee up. Strong hands on his hips stopped him from going any further though, leaving his feet hanging off the end of the bed and his tight ass open for Angeal's investigation. A hand on the back of his neck pushed his face down into the comforter and Zack wrapped his arms around his head, hiding as his legs were spread wider, exposing his most intimate of places.

"Don't move."

Zack obeyed, his entire body trembling as he waited, listening as Angeal moved around the bed. He heard a drawer slide open and his shaking increased as he heard the man pulling something out before closing it and returning to his position behind Zack. He could feel Angeal's eyes roving over him and he started to pant heavily, droplets of sweat beginning to bead on his tanned skin.

Zack jumped as fingertips stroked their way down his back, the gentle touches trailing down his tailbone and brushing teasingly against his entrance. As Angeal spread him with the fingers of one hand, he gently traced the tight ring with the tip of one finger from the other. "Please, no," Zack whispered, the fingertip pulling away before returning, slicked with cool gel.

Angeal spread a copious amount of lube on Zack's entrance before just barely pressing in with the tip of his finger. He could feel Zack shaking as he forced his way in, stretching the tight opening the smallest amount before pulling out again. He continued for several minutes like that; just barely teasing his way in before pulling back out and stroking around the outside, toying with the now-quivering hole.

"Please, no more," Zack begged, his plea falling on deaf ears as Angeal slid his finger in again, this time not stopping until he was as deep as he could go. A few slow thrusts and a second finger was forced in, stretching Zack as the two fingers were scissored and twisted inside of him. The fingers were pulled out and Zack gave a small sigh of relief. It was short-lived, however, as Angeal slid the slickened tips of his thumbs into Zack, pulling them apart to stretch him even wider.

Zack's eyes flew open and he screamed into the comforter at the sudden, intense stretching. His hands fisted in the blanket under him as he struggled to remain still, unwilling to incite his mentor's wrath. When Angeal removed his fingers again, he shook with fear, knowing it was only to replace them with something much larger.

Zack tried in vain to pull away as the thick head of Angeal's cock pressed against his entrance, but the man's large hands held on to his hips, keeping him in place as he was slowly penetrated. "No! Please, sir, I can't- It's too big, I-Ah!" One of the hands on his hips moved, grasping his hair again and pulling him sharply backwards, forcing him to take Angeal in to the hilt.

Zack let out a low, keening wail as Angeal slammed into him, the hands in his hair and on his hip holding him in place as he was roughly taken. His eyes rolled back in his head and his hands clenched spasmodically in the soft comforter as the rapid pace sent jolts of electricity arcing up his spine. "Nngh! I'm- oh fuck! Angeal!"

The strength in his arms gave out and Zack nearly fell forward; Angeal's grip on his hair the only thing keeping him from collapsing. He screamed loudly, his body contorting as he came, spraying the comforter beneath him with his release. His muscles still quivering with pleasure, Zack pushed back, impaling himself even more deeply on Angeal as the large man grunted, thrusting in and spilling himself inside of his student.

The hand in Zack's hair immediately released, Angeal's arms wrapping around him and cradling him as he was gently lowered onto the bed. The burly soldier covered Zack's neck and shoulder with soft kisses as he carefully pulled out, grabbing a previously placed, wet washcloth and cleaning the both of them up.

Zack lay motionless, panting open-mouthed as Angeal cleaned him before dragging himself up to lay at the head of the bed. He felt the elder soldier lay down behind him and he rolled over, grinning at his mentor as he pulled him close and settled comfortably in his warm embrace. "Oh gods, that was hot," Zack said breathlessly.

Angeal hummed softly in agreement, happy to see Zack's smile again. "Did I pull your hair too much?" he asked, his concern evident as he carefully ran his fingertips over Zack's abused scalp.

"Huh-uh. No way. That was everything I asked for. It was perfect. You're perfect," Zack babbled happily. "Seriously, when you grabbed my hair and shoved your dick down my throat, I almost came."

"You are one sick puppy, Zack," Angeal sighed, gently kissing his student on the top of the head.

Zack giggled. "Yea, but I'm your sick puppy." He nestled comfortably against Angeal's side. "Besides, if we have plain old sex all the time you'll start to think I'm boring."

"I doubt that," Angeal chuckled. "I don't think it's physically possible for you to do anything boring."

Zack grinned, nuzzling into Angeal's chest before the implication sunk in and he looked up with a stubborn pout. "Hey, I can do boring," he said indignantly. He lifted himself up, leaning over Angeal with a spark of deviation lighting up his eyes. He leaned down slowly, gently brushing his lips against Angeal's. "I'll show you just how boring I can be."

Angeal's breath caught at the look of determined passion in his student's eyes. So fierce. So wild. So Zack. Angeal parted his lips, expecting Zack's usual hungry kisses. But the spiky haired youth seemed perfectly content to remain poised over him, almost-kissing him and ever-so-gently nibbling on his lips. He felt Zack's tongue flick out, lightly brushing over his open mouth, just barely entering before receding again. Angeal groaned at the teasing, his arousal flooding back with a vengeance.

Zack drew away from Angeal's parted lips, moving to his sensitive ear. He softly nibbled the lobe and traced the outer curve with his tongue. "I love you, Angeal," he whispered tenderly, moaning almost inaudibly as the body beneath his gave a small shudder of pleasure. "So much..." He placed several small, feather-light kisses on Angeal's neck and jawline as he carefully slid a leg over the larger man's stomach, straddling him. He held in a chuckle as Angeal tried to thrust against him, the first's eyebrows drawing together in frustration over lust-glazed eyes as Zack stayed just out of reach.

Zack leaned in again, finally pressing his lips against Angeal's and slowly stroking the elder's tongue with his own. Angeal moaned again, the sound tinged with desperation, and Zack had to struggle not to give in to his own reawakened desires. He stroked his fingertips down Angeal's arm, gently tangling their fingers together and pressing his hands into the pillow on either side of his head. Unable to resist, he rolled his hips, the very tip of his hardness rubbing against the SOLDIER first's stomach and smearing it with precum.

Angeal's hips shot upward as Zack rubbed against him, the teen's eyes positively glowing with a powerful mixture of love and arousal. He gave another groan of frustration, the sound bordering on that of a whine, as he once again hit nothing but air. Zack leaned back then, the tip of Angeal's cock sliding between his still-slick cheeks. Angeal's eyes rolled back in pleasure and further frustration as he thrust again, the angle of it forcing his member against-instead of into-Zack. He tried to reach out and grab onto his student's hips to pull him down properly, but found himself unable to.

This time, Zack did chuckle as Angeal's eyes flew open in surprise as he tried to pull his hands away from the youth's grasp. He held onto them tightly, lifting them over Angeal's head and grabbing his wrists as he pressed them even more firmly into the man's pillow and shook his head. Zack could feel Angeal beginning to shake beneath him as he slowly rubbed himself up and down the man's length, occasionally angling himself to let the tip just begin to slide into his stretched and ready hole before pulling away again when his captive mentor tried to thrust. "Now, now, sensei. For all your preaching about control and focus, you certainly aren't exhibiting any right now," he purred into the man's ear.

Angeal felt like liquid fire was running through his veins and Zack's smooth, wicked voice only fueled it. The burly soldier could have easily broken out of the teen's grip and overpowered him, but he refrained, the pleasure Zack was giving him freely so much more enjoyable than anything he could ever take by force. He let out a soft, needy whine. "Zack, please, I need you," he panted.

Zack tightened his grip on Angeal's wrists, squeezing them almost painfully. "Tell me what I want to hear," he demanded.

Angeal drew a shuddering breath. "Ah! I love you! Oh gods! I love you so much it hurts! Zack, please-mmh-" Warm lips cut him off as Zack kissed him with more passion that ever before. His eyes rolled back and his hands flexed and clenched in desperation as Zack slowly began impaling himself on Angeal's thick member. Unable to stop himself, he thrust up into that tight heat, gasping in unison with Zack as the sensation overwhelmed his senses. Angeal's heart beat furiously in his chest as Zack gave in to his own lust and started to ride him hard and fast.

Zack bit his lower lip, gripping his mentor's wrists hard enough to bruise as he watched the burly man's perfectly formed abs contract with each powerful upward thrust. His mouth fell open and he panted harshly as Angeal's cock was forced deep into him over and over again. Zack released his wrists and leaned back, spreading his legs wider to take even more in. The new angle was intense, and Zack arched his back, moaning loudly as he carefully teased the tip of his own head with his fingertips, not ready to come just yet.

He toyed with himself as much as he could before the pleasure was too much to bear. "Angeal," Zack whimpered as he sat down hard, pinning the man beneath him as he stroked himself quickly, his body rhythmically clenching around the thickness inside of him as he edged toward climax.

As soon as his arms were released, Angeal grabbed a hold of his headboard, nearly bending the wrought-iron bars as he watched Zack teasing himself. The sight of his student touching himself and the feeling of the tight passage massaging his cock had Angeal seeing double as he was pressed down into the mattress, unable to move. He was overwhelmed and he could feel the familiar tightness coiling in his lower abdomen as he hurtled toward release. "I love you, Zack. I love you, I love you, please, don't stop!" Angeal begged incoherently as Zack's body stroked him with increasing intensity.

Zack reached behind himself, grabbing on to one of Angeal's legs for support as he threw his head back, exposing the smooth column of his throat, his mouth falling open in a silent scream. The rhythmic clenching of his body turned spasmodic and frantic as he shuddered his release, spattering his and Angeal's torsos with his milky seed. He continued the stroke himself, the aftershocks sending tremors through his body until he felt the twitching and bucking of the thick member inside of him go still, spent.

Zack flopped forward bonelessly onto Angeal, uncaring of the sticky mess now trapped between their bodies. Immediately, strong arms were around him, holding him tight; large hands caressing his back and sides. "How- was that?" Zack panted out.

"N-not- hah- not- boring," Angeal gasped.

Zack laughed softly, a more sedate version of his devious grin returning. "Oh damn... I guess that means I'll just have to try again later."

"Oh, Gaia. Yes, please."

The long-awaited follow-up to Paralyze. Huzzah! Okay, it was just an excuse to write some more Zangeal smut. So sue me. :P Seriously, though. You'd think this was my favorite pairing...

(It's not, btw. My favorite pairing can be found in my fic "So Very Yes". :3)