I wanted to combine the friendship trope with the vampire trope with the first time trope. Seemed funny to me. I started writing this a bit ago, dunno what made me want to finish it up tonight. Next chapter of my other SoMa fic is next item on the docket with this out of the way!

Since vampirism as a trope is essentially a proxy for sex I did make this M, but it's a pretty softcore M. It just didn't read T to me.

Disclaimer: I don't own Soul Eater. Nope. Not a bit. But I do think Maka and Soul need to have like a million blond sharky babies.

"Why not?"

"No."

"You're not even curious?"

"Goddam it, Maka, this isn't something to joke about." Soul twisted the neatly folded UV blocking umbrella nervously in his hands as they sat in the shade of an overhang and watched Black Star run endless laps around the track. Tsubaki was cheering him on from a little ways away from the pair, carefully avoiding both the sun and the crowds in the bleachers.

"I said NO. And that's it." Soul pushed his sunglasses closer to his face and leaned back to lay down and put some distance between him and the scrawny neck of hers he wanted to wring right now.

"I swear if you don't do it, then I'll ask someone else." It was the only threat she could make that actually managed to make him feel like she had punched him in the gut. It was a low blow she'd never tried before, which let him know the stakes were higher today. From the tension in her frame he knew she hadn't liked saying it.

Soul sat up swiftly, putting a pale hand on her arm and squeezing more tightly than he meant to as he saw her grimace. "Absolutely not, stop being a brat about this!"

"I'm not being a brat. People think we're weird, you know, since we haven't…"

"I'm not going to drink from you." He had to draw a line somewhere and that's where it had to be for his own peace of mind and possibly his sanity as well.

They were silent a moment, watching Black Star sweating profusely and puffing as he made his way around the track too fast for the long distance race he was running. They had heard Tsubaki tell him to pace himself this time before the event, but he never did listen. He'd be lucky if he didn't collapse before the end.

"Soul… you don't look healthy. We both know the blood packets are just a stop gap measure, and we aren't kids anymore." She had been worrying about him for the better part of a year. They were both on the shady side of seventeen and he'd had the dubious pleasure of seeing their friends slide into feeding pairs without taking the time to acknowledge it was happening. At a certain point a vampire needed fresh blood or they'd start to fade away and go crazy. While his teeth itched in his gums and his parched throat demanded it, he hadn't chosen a partner. The obvious choice was sitting next to him, but he couldn't admit to her why he was holding back. He'd almost rather die, and if he waited too many more months that would be his reality.

From that first day in junior high school when a thirteen year old Soul had met a barely thirteen year old Maka, they had been nearly inseparable for unknown reasons. Maka yelled at Soul for forgetting his homework, Soul forced Maka to relax when her test grades were even a percent below 95. They filled in each other's gaps and evened one another out. When the other vampire kids had made fun of Soul for his atypical coloring and scrawny build, Maka had been the first one to run in fists flying even though she was putting herself into untold danger against the large bullies. When he had helped her limp her way to the infirmary with a black eye and a sprained ankle, she just gave him a thumbs up and a hug. He never forgot her unswerving loyalty in the face of crazy odds.

Maka was his champion. And everyone had assumed that fast friendship would be the foundation for a solid partnership. Vampires needed people to feed off of, and people needed strong vampires to fight the encroaching demon hordes. It was a beautiful symbiotic relationship, or so their textbooks had been telling them in social studies class since forever. He hated those stock pictures with the vampires holding hands with their feeding partner and smiling. Everyone in those pictures always had perfectly white, normal-looking teeth. (Or they did until he took his pen to that particular page on a few dozen books.)

"You're really pissing me off, Soul." Maka was reacting to her own insecurity, he told himself. Just because he hadn't fed off of her she thought something was wrong with her, as laughable as that concept was. Tsubaki had told him this one evening, after admitting she had begun to feed off of Black Star. They had both held out a long time because they were a little too close their respective best friends. She had understood his hesitation, but now he was alone in abstinence.

"Just don't do anything crazy, Maka. Not all vampires are cool guys like me, they would take advantage."

Face flushed with the very blood she didn't know he coveted, Maka stood up wiping at her eyes suddenly. "Maybe I want you to take advantage." She said viciously before running off fast enough to rival Black Star at the start of a sprint. Maka ran through an uncovered stretch and sunlight made her hair golden before she disappeared into the school building.

"Shit shit shit SHIT!" Soul sat there, paralyzed with the force of his emotions while Black Star finished his race on fumes. A winner like always. Bastard would be talking about it for days. First thing the blue haired idiot did was lock eyes with Tsubaki and give her a double thumbs up before collapsing face first on the track from exhaustion.

Soul wasn't used to Maka actively avoiding him. He supposed it had to do with her outburst a couple days ago, but she had had a whole weekend to calm down. Soul was used to Maka saying weird stuff when she got angry, and she rarely meant anything by it. She had just been twisting his words around to piss him off, he figured. Hoping for anything more would cause the fissures in his willpower she had been unconsciously making for years finally break him down. What kind of person did it make you if your best friend stopped liking you?

"Maka!" He had come to find her in the hallways before class since she hadn't met him in the parking lot like usual. It was weird to park his bike in the school's lot and then not see her bobbing pigtails under the UV umbrella she always brought out to him so he could take off his protective helmet and walk inside without feeling like an alien. The weight of other people's stares on them was almost as bad as being in direct sunlight.

"Soul." She stuffed her books in her locker and strode past him, pigtails swaying somehow angrily as well, while Black Star and Tsubaki looked on impassively. Obviously Tsubaki had been talking to her and she had cut them off to get away from him.

Grabbing her arm as she was moving away, he felt her stiffen under his touch. Everything was clenched, and he hated that he was causing her this kind of stress. Maka was thinking about his health and safety, like usual, but Soul couldn't man up and explain to her the reasons why he just couldn't do what she wanted. It would break him to expose himself to her only to have her inevitably pull away. He'd rather risk insanity and death than losing his best friend.

"Let me go." …but he was losing her anyway. The coldness in her voice and gaze was un-Maka-like. This whole situation was foreign territory with her.

All his good reasons were crumbling inside of him as Maka pulled out of his hands. Black Star and Tsubaki were still standing there, and Soul had just about forgotten them when his annoying friend piped up.

"Looks like you got dumped, bro. Bummer. Wanna play basketball after school?"

"Shrivel up and die, Black Star." Soul snapped, but all the boy did was give a wide grin and punch him in the shoulder as the bell rang calling them to first period.

With shaking hands, in the quickly emptying hallway, Soul tore out a scrap of paper from the back of his chemistry book (Maka would have knocked him unconscious for sure if she had seen him do it) and scrawled out a quick note before jamming it into the vents at the top of Maka's locker. She wouldn't see it until after lunch, she always carried everything with her so that she could maximize class time. Maka had a bright future ahead of her, unlike Soul.

Once done, he gave her locker a hard stare and dropped his books off in his own before heading out to his bike again. He couldn't face class knowing that his note was sitting in Maka's locker like a ticking bomb. Driving back to the sprawling mansion that his family called home, he took refuge in his dark room and turned his music up as loud as it would go. Soul wished he could just stop existing as worry tore at him.

"Soul!" He finally heard the pounding on his door over his thunderous music. The crashing notes had been hypnotic as he let himself float around in a world of chaos and discontent.

He turned the music down to a background hum, and wandered over to open his bedroom door. The blackout curtains were firmly in place, but his senses told him it was evening and he didn't need to have them drawn. Their deep rich red were another reminder of what he had told himself he shouldn't have and maybe didn't deserve.

Maka looked small and fierce on the other side of his doorway. He had standing orders with the staff that she could come and go as she pleased, and he wondered if that had been shortsighted as he wished he could just disappear under those unblinking green orbs of hers.

"You skipped class today. Even combat."

"So?" He shrugged.

"In a couple years you'll be eligible for active duty. You need all the practice you can get."

Ouch. She didn't usually start below the belt like that. "What do you care? I thought you didn't want to talk to me."

"I want to know what you meant by this," She held up the page that had his neatly drilled cursive scrawled across it, cutting to the chase faster than he hoped. "What is 'FINE' supposed to mean?! And don't think for a second I didn't notice there is a page number on it which means you ripped it out of one of our books. Just because you don't care about them doesn't mean some other poor person who gets it assigned to them next year won't care and—"

He cut her off effectively by grabbing her face with his hands and searching for some sign in her eyes that this was about more than survival or pride. Soul saw she had bitten her lip today and the tiny split he could see was still healing. It made him so hungry. Fractionally his body swayed towards her, and only her gasp kept him from bridging the distance.

"You win, Maka. That's what it means." Soul pulled back from her and retreated into his room. Clothes were scattered around, records and sheet music too, but she had seen it all before so he didn't bother to feel awkward about it. How many times had she smacked him after forcing him to study for a test at the desk in the corner, telling him to clean up his room like a human being only for him to remind her he wasn't one.

She hadn't moved from her spot at the entrance, and he wondered with a sense of irony if she needed an invitation.

"Don't tell me you've changed your mind now?" Something like despair had numbed him. It was all out there and in her hands. He wouldn't survive her rejection.

"Of course not! What kind of friend do you take me for?" It was like she was going to completely ignore the way he had manhandled her a moment ago. He'd play along for now. "So… how do I… I mean we, how do we do this?"

Soul watched as she closed the door behind her and then forced her tightly balled fists to relax by smoothing her palms down the material of her short skirt. She looked as nervous as he felt on the inside. His mouth was watering and instincts in him were rising, so unless she wanted this to go badly for both of them she needed to calm down and stop acting like prey.

"Did you drink enough water today?"

That was startling enough that Maka seemed to forget herself for a moment and scrunched up her face. "Of course I did, I always do."

"Did you eat lunch?"

"Luckily, your note only made me distracted for the whole rest of the day. I choked down the sandwich I packed. But if I have horrible notes for math, I'm holding you personally responsible."

This was closer to normal for them and as Maka walked towards him Soul forced his desire to pounce on her to fade into the back of his mind. The first time was always the most dangerous, and control would be paramount. Never in his wildest dreams did he think he and Maka would be in this situation.

Well, in some of his dreams they were, if he was going to be honest. But a lot more happened in those dreams than just feeding.

"Hey, Earth to Soul, are you chickening out?" Zoned out in fantasy, Soul hadn't noticed she'd bridged the distance between them to sit on the bed with her arms crossed in front of her.

This was so embarrassing. "So, uh, do you have a… preference?" There was not enough blood in him to cause him to blush, but the salivation he couldn't stop had him swallowing over and over again.

"I've thought about this before." Of course she had. "I don't think I want the neck don't worry…" The neck was usually for established partnerships anyway. Starting there would have been a faux pas, and too risky. "And there is a possibility you'll have trouble, not that I don't trust you I just have to take statistics into consideration as well, and if you're going to maul me I don't want to take a wrist or arm out of commission."

"Maka, this is not helping," Soul groaned, mortified she had been planning for the eventuality in which Soul tore her apart even a little bit.

"Oh hush, you know how I am." Maka finally turned her face towards him, and covered one of his cold hands with her own warm one. "I think the thigh is the only logical choice."

She was trying to kill him. As surely as if she was wielding her scythe in combat class, trying to behead him instead of the witchy holograms, she was going to be the death of him.

"Maka, for Death's sake, do you remember in health class when they talked about feeding…?" He was glad she could blush for them both.

"You think I would forget something I learned in school?"

"Are you ready then?" He had to steel himself and just get this done. "I'll go get some bandages for afterwards, wait right here."

She gave him a look that told him a scold was forthcoming. "You mean you don't keep any on hand? You know you'll need to be prepared in the future to feed anywhere. What if you got attacked and you needed the energy?"

This would be infinitely more difficult if she wasn't being so Maka. "And I'm just sure you're ready to bleed any time anywhere huh? What about last week when you were on the rag and you ran to Kim in a panic for a tampon? I don't think you're one to talk." Smelling blood on her a week out of every month usually prompted him to be absent at least one day out of said week. They had had frank discussions about that all of never, and even him referring to it now was forcing an angry blush to her face.

"Idiot! Don't talk about that right now." She picked up his pillow and smacked him with it hard enough that his nose still smarted as he made it to his bedroom door.

Maybe, he thought, this wouldn't change things as much as he feared. "Just wait here like five minutes."

Maka tried to concentrate on everything in the world except the one important thing. She had a paper to edit tonight, her scythe forms to go through, and she half expected Tsubaki to call and ask about the chemistry work since the gentle vampire had a hard time in science class. The way her leg was bouncing was most certainly not from nerves. And why didn't Soul at least pick up his room a little if he thought there was an outside chance this would be happening tonight?

Absently Maka brought her fingers to her mouth, still caught in the moment when his face had been scant inches from hers. Bluster and banter felt normal, but her blood was rushing in her ears like the ocean. She had thought she was purely motivated by survival, particularly ensuring Soul's survival as her best friend. That she had been kidding herself and stuffing her feelings down hadn't even occurred to her until Tsubaki had accused her of it this past weekend. The pressure she was putting on Soul to make a decision wasn't fair to him, her friend had said, and after some thought she agreed.

But agreeing intellectually and agreeing emotionally turned out to be very different things, and no matter what she had promised Tsubaki in the end she had to keep at him until something broke. If it hadn't been her then she would have tried to find someone else for him, even if it killed her (and the way her heart constricted when she thought of him feeding off someone else really made her think death was possible).

This was really happening!

Feeding was an intensely private activity, and Maka wasn't really sure what it all entailed, but she had heard the first time could be messy and there was no way in hell she was going to let her school clothes be ruined tonight. It was easy enough to strip out of her shirt and slip on one of Soul's, a black one that fell to the top of her thighs. The faint metallic odor from it let her know this shirt should have been tossed in the hamper, not the floor, but she didn't hate being surrounded by something that made her think of him. Pulling off her boots, socks, and skirt next she made sure to make a pile neatly in the corner.

"Makaaauuunnnngh." It sounded like Soul had lost control of his tongue for a moment, and the plastic med kit dropped to the hardwood floor with a plop from his limp hands. She wondered if just the sight of her in only her underwear and his shirt sitting cross-legged on his bed had melted his mind.

He pushed the door closed behind him with a slam, never breaking eye contact, and was on her so fast she hadn't even tracked his movement. Sprawled beneath him, she wasn't afraid. Soul was the one person in this world she knew she'd never fear. Some of that might have to do with having seen him shoved out of the boys locker room with just a pair of boxer shorts on during gym class in junior high school, but mostly it was because she trusted him with her life.

"You're not making this easy for me, Maka." He grit out. Saliva was already pooling in his mouth because just a speck of drool tried to ease out the corner before he gave it a self-conscious swipe with his arm. "You're going to see things… feel things… and I won't be in control of them. Maybe someday I'll be able to stay in control but,"

Maka saw he was already freaking himself out. "Will it hurt?"

"You'll feel a pinch at first, then… I don't know."

"Well, the more we talk about it, the more nervous we'll make ourselves." Maka put a gentle hand on his chest and pushed him back. Easily he moved, sliding to the floor next to the bed with wide eyes never leaving Maka's determined face. "Soul Eater Evans, we don't have an eternity."

Soul watched as Maka scooted to the edge of the bed so her legs draped over the side, and then gave one more aggressive push so her legs were spread wide in front of him. It was the powder pink undies today, part of an eight pack of pastel colors she had gotten on sale shopping with Tsubaki weeks ago. What had seemed so practical at the time had Maka wishing now she'd thought ahead to this and bought navy or black. Blood spray was never going to come out of pink.

"That's my shirt." Soul said, swallowing so frequently she considered keeping score on how many times his Adam's apple appeared to ping pong up and down his neck. "You're in my shirt."

Maka knew she had nice legs, Black Star had commented on them once in gym class absently shortly before both Soul and Tsubaki had simultaneously punched him in both his arms. As Soul's shaking hands grasped her ankles and ran reverently up her calves to grasp her slim thighs, there was an open mouthed smile on his face that told her he was not immune to their charm. The shivering feeling she was getting was brand new to Maka, and she wondered if feeding was always like this.

"Shit Maka, this is going to get weird." He looked hypnotized by her inner thigh, but he tore his gaze away from her skin to look up at her piteously.

"It's already weird, Soul. But it's our kind of weird." It made no sense, but it seemed to reassure him, as she ran her fingers through his thick white hair. Soul sighed and leaned in to place an open mouthed kiss in the center of her thigh.

Maka bit back a gasp as she realized, somewhat horrified at herself, that she wished he had kissed a little higher up. The other thing pastel panties would not hide was how suddenly moist things were getting in that general direction. Was feeding always this sensual? She had committed to this so Maka firmly locked her legs in place rather than snapping them shut from the mortification at herself for her body's brazen reactions.

Soul was licking slow circles across a small patch of skin. He would pause every so often and suck at her, not enough to mark her, but his coolly methodical process was causing her heart to beat in her ears. Maka wanted to push forward and make him relieve some of the terrible and wonderful pressure he was causing to coil in the base of her stomach. She ached for him, and he hadn't even punctured her yet.

"Soul," She was just trying to get his attention, but his name was a groan torn from her lips and she let her head roll back a moment as she tried to pull herself together. "Is this part of it too?"

"It is for us." He was emphatic, and his cold hands tightened their grip on her thighs as he gave a spot one more swipe with his tongue before he bit down with those sharp teeth of his and began to suck.

It hurt, but no worse than taking a loose punch during a grapple or getting smacked by a baton in the agility obstacle course in combat class. The pain was a relief since it refocused her desire into a meditation on how to channel the pain. The clarity Maka was feeling now brought the world into hyper reality: from the strong smell of Soul surrounding her from his shirt, the silky feel of his hair as her fingers threaded in it again absently, and the sound of him drinking her hot blood from her body. The music he had turned down but not off finally came to her attention and it added on another layer to this moment, as scattered as her thoughts.

Maka was floating, her feelings slowly spiraling to concrete conclusions. She wanted Soul to be like this with her forever. She wanted to be the one there to have his back on the battlefield. She wanted to be his source of strength. She wanted to love him the only ways she knew how—with her body and mind if not with her words.

And then something wonderful happened and the world didn't feel so distinct to her anymore. Her heartbeat felt like it was doubled up and as her blood flowed out, in another sense she could feel it moving into Soul and lighting up every thirsty cell in his body. Maka understood on one level that she was feeling her pain, but on another level so was Soul. It turned out this was just as sensual for him as his desire caused the tremor to start up all over again in her stomach. Beyond the basic bodily understanding there was also this overwhelming warmth that Maka realized in a rush was like a tide of affection for her that would have been intimidating in its ferocity if she hadn't reciprocated and balanced him out. He had been her best friend for years but in that moment they felt almost like one whole being. If souls could kiss—Incredible was a word she grasped at, magical even, but then whatever had brought them on the same wavelength seemed to degrade.

"I'm getting dizzy." Maka tugged on his hair, then tapped his hand still in a vice grip on her thigh. He wasn't responding, and as she felt herself weaken she put a firm hold on her rising panic and came up with a plan.

Calmly, and with a great sense of love and respect for her best friend in the whole world, she swiftly jabbed her thumb into his left eye.

"Fuck me, that hurts!" He sputtered as he fell backwards onto the floor, spraying blood all over his shirt, the sheets, and Maka's face in the process of yelling.

"That's what you get for being so greedy your first time! I told you you shouldn't have waited so long!" Maka was clamping down on the wound as best she could but it was bleeding rather freely and she needed it to stop before they had to seek medical attention. "Stop whining and get the medical kit! Get a stitch in me while I'm still angry and can't feel it!"

That snapped him back to reality as he scrambled across the floor to where he had dropped the kit near the door. "Oh Death, I could have killed you, oh sweet Death I never would have been able to live with myself…"

While Soul mumbled recriminations at himself he swiftly got the kit open and Maka had a couple stitches and a clean bandage wrapped solidly around her in very little time. They had been through this before, as combat lessons hadn't always gone perfectly when she was still growing into her scythe. As Soul worked Maka tried to make him feel better, because she could already see it in his hard face that he was blaming himself for letting it go too far. His pained left eye already looked a little swollen, but he'd recover from it quickly.

"Remember when I jumped in to save you from those bullies? We had to stop in that corner near the nurse's room so you could wipe the tears off your face… but I never brought it up. That was the first time I thought you seemed like a really cool guy. None of the other boys would have been brave enough to let a girl see them like that." Maka felt his now hot hands rest on the skin of her leg next to the bandage, but his tight lips were worrying her. "I remember thinking, 'I hope we get to be partners someday'…"

Soul was still, just staring at her nonexistent chest, but more likely unfocused and in a feedback loop of blame.

"Hey, talk to me…" She couldn't put her normal dose of confidence in there because her calm, casual Soul was not the man she was interacting with right now.

His face was flushed with her blood when he finally stood up and looked down on her, so anguished she forgot her aching leg for a moment. The painkillers that were also in the med kit would be a relief tonight as she tried to sleep. No skirts for tomorrow, either.

"I could have killed you, Maka!" Some of her drying blood was on his chin, and perversely she wanted to lick her finger and wipe it off. Now was not the time.

"So? I stopped you." Time to knock some sense into him before she had to go home and pretend like none of this happened in front of her papa (who would no doubt smell the blood and suspect something immediately). "You're thinking we shouldn't do it again, but don't you dare. The only way I'd let you starve yourself like that is if you can look me in the face right now and tell me in all seriousness you're not my friend."

"Maka!"

She couldn't vocalize the loaded L-word that was the tersest embodiment of what she knew they both had felt as he fed off of her. Had that been the reason he'd been unwilling this whole time? That moment was as good as a confession on both their parts and she wasn't sure she was ready for that step—out loud—just yet.

"If I could stand up right now you bet I would be kicking your ass. Are you my best friend or not?!"

Soul grasped handfuls of his hair and pulled at them, a frustrated animalistic noise escaping his lips before he flopped next to her on the bed. The shift in weight on the mattress lifted her up and Maka gave a huge grin at the ceiling.

"Fine." Soul covered his face with his hands and groaned. "You're a pain in the ass, you know that right?" The tired whine in his voice was as good as a waved white flag. "I swear you'll be the death of me."

"No, my papa will be the death of you if you don't get me a damp rag to get all this blood splatter off of me. Next time we need to figure out a signal..."

"I do not want to talk about this right now."

Maka leaned back to join him, their legs brushing as they hung off the side of the bed, and poked at him until she saw the hint of a smile underneath his hands.

"Stop being lazy and go get me a towel."

"I might as well go get an ice pack for my eye while I'm at it!" Soul said with playacted vindictiveness behind his tone as he sat up with a groan and shuffled towards the door. He moved slower and slower towards the door until Maka noticed and located a discarded shoe from the floor and tossed it at him, making him laugh.

"No regrets!" Maka called after him as he picked up speed and exited the room. Everything was different now—the humming memory of his open mouthed kisses to her thigh were causing her to blush furiously—but her body practically sagged with happiness at how it simultaneously seemed exactly the same.