A/N

An old kinkmeme fic. ;)

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What first awoke Arthur was the light bump to his shoulder. He was normally a pretty heavy sleeper, and so he didn't even open his eyes as he simply shifted slightly. The sudden stillness that fell over the room made the veil of sleep hanging over him slowly fade—had things been moving? Well, it wouldn't be too surprising. Alfred always was a restless sleeper. The older man tried to stay as still as he could, keeping his breathing regular as if he was still asleep. If Al thought he had disturbed the older man, he was probably trying to stay still until Arther fell back to sleep after all.

What he heard at last was a low, shuddering breath. Had the younger blond been holding it? There was a very light movement then, he swore he felt it on the mattress. It wasn't a shift, more like the other was moving only part of his body. Was he reaching for something?

"Nn!" Came the sudden, bitten off groan. Arthur's eyes opened, and he was about to turn to see if maybe the other blond had developed some sort of stomach ache—it had to be all those cheeseburgers—but he froze solid when the next sound came forth. "Ahh...!" The end of the moan was muffled, as if Al had covered his mouth. Arthur's cheeks felt hot, and the blush quickly spread to his ears as he felt another small nudge—an elbow to his side this time.

"Hah, nn..!" More muffled sounds followed. He couldn't believe it! Alfred was... he was... and right in bed with him! Right behind him, as they were back to back, he was... touching himself! He had half a mind to turn right around and give the younger nation a very stern, very parental lecture about manners and decency. There was only one problem...

Arthur was half-hard.

Though he was loathe to admit it, the realization that the younger man—the very man he'd raised, was masturbating on the bed behind him had actually managed to arouse him. He bit his lower lip as he tried to rein his body into control. Get a grip on yourself you bloody idiot! What the hell are you thinking, getting it up over something like that? Am I really that desperate? Truth be told, it had been a while... And since Alfred had been staying with him, he must have been just as pent up.

"Nn—ah...!" The small nearly squeak of a muffled moan eliminated all chances of his arousal going down. The bed shifted slightly, and he could feel the heat from Alfred on his own tense back. Slowly, ever so slowly, Arthur's hand slid down his own bare, taut stomach. Fingers dipped past the waist-band of his pajama pants, and he bit his lip to fight a hiss as fingertips met the head of his already weeping cock.

"...Arthur?" Alfred's breathless whisper flooded the older man's senses, and he felt a hot bolt of shame pass through him. The Brit remained silent as possible, despite the throbbing erection at the tip of his fingers. "...I know you're awake, idiot... You're not even breathing." The American's snide remark made the Brit hiss in agitation. "I knew it!" Al exclaimed, all too happily for the older man's taste. It was all he could do not to turn and throttle the younger blond. "I was just thinking of you."

"Oohh..." A moan passed Arthur's lips as if it was someone else's. The throb of pleasure he got from those words alone made his cock twitch in anticipation. Al was encouraged, and the bed moved slowly as he no doubt resumed stroking himself.

"Ah, yeah... I was thinking, how your fingers would feel on my skin..." Alfred's voice became a little louder, but it was still husky and breathless. "How hot and wet your mouth would be, your fingers wrapped around my cock as your hot, wet tongue flickered over the head...Nn!" The blond American shifted so that his back was flush against the Brit's own, bare skin damp and hot. Arthur arched his back, hand wrapped firmly around his own arousal, and stroking slowly.

"W-why am, I the one sucking...!" Arthur protested. Al gave a hiss of frustration from behind him.

"F-fine! I'll suck you..." The American shot back, shocking the older man into silence as they both began to stroke themselves faster. "I'd wrap my lips around the head, and rub the end of it with my tongue...!" Both of them licked heir own lips simultaneously. "I'd use my hand to rub the base, stroke the shaft slowly... You'd moan under my touch..."

"Ahhaaa..."

"Oh God, Arthur... like that!"

"Don't stop...!" Arthur's shoulders hunched a bit forward as he imagined it, a low whimper issuing from his throat.

"Of course not..." Al reassured. Elbows bumped, and their backs slid against one another's as they moved, eyes closed as they lost themselves in imagination. "I'd suck you so hard you'd think you were gonna die... Ohh, you'd beg me...!"

"Please...!" Arthur offered,

"Yes! Ah, yes...!" Alfred hissed, his voice growing deeper with an edge of command. "But I wouldn't let you come."

"Alfred...!" Arthur's brows knitted together in a frown, his own stroking slowing down to keep himself from doing just that, his voice on edge.

"I'd stick my fingers in my mouth, and make them nice and wet..." Al grit his teeth, back arching so that it pressed firmly against the older man's. "And then I'd slip one right into your tight, hot body...!"

"N-now wait just a—!" Arthur was almost shocked to find himself stroking faster again.

"—You'd protest, but I'd shove it in deep..." Al continued. "You'd moan, and wiggle as I slid another one into you..."

"A-Alfred...!" Arthur breathed, tensing his body as if to ward off such intrusive fingers.

"—God, you'd squeeze them tight...!" The American's response was surprisingly accurate. "But I'd lick your cock as I fucked you with them, shoving them deep before pulling them back to thrust in again...!"

"O-ohhh, Al...!"

"Don't you—!" Alfred warned, but it was too late.

"Alfred!" The Brit cried out as he came, nearly curled into a ball as he shuddered violently.

"Aw shit... Arthur!" The American cried out through gritted teeth as he too gave in to his stroking hand, pumping himself until he was completely spent. The two lay still for a while, panting heavily on the damp sheets. Neither man could muster the courage to face the other, faces hot with shared pleasure and the slight embarrassment that was settling in.

"Blasted... You blasted git!" The Brit sat up quickly, swinging his feet over the side of the bed. "Look what time it is! It's four in the bloody morning! We've got two hours until we have to get up, and now I need a shower before I can..." Arthur stopped ranting as something flew past his head. He blinked at the crumpled pair of boxers near his feet. "Just what are you..." He turned half way around to find Alfred sitting up on his knees, facing him. Toned thighs were spread, and in his long fingers was an already half-hard erection, and it was growing quickly under his careful ministrations.

"You didn't let me finish my fantasy... So, I thought I'd just make it a reality instead." Al said in a matter-of-fact tone. And any and all protests that the Brit made were promptly sealed off by the American's always-hungry mouth.