A/N: Honestly, no excuse. First time writing Yullen and first time sucking ass at it. Ye have been warned...

"I thought you said that you knew how to do this?"

"Well if you're so smart, why don't you show me how to do it?"

"Fine Moyashi, I will!"

"Kanda…Kanda-wha-No! Kanda wait-!"

The shout that came from the training room had Lavi stopping in his tracks, the usual panicked frenzy sounding much different than the noises that were gracing the redheads ears. The curiosity flowing through his veins had Lavi walking over to the door, placing his eye to the crack between the sliding door and the frame, his jaw dropping and heart stopping as he took in the sight before him.

At first glance it looked like the two boys were wrestling, but the truth was so much better than that. Kanda had Allen pinned between his legs, the younger squirming uncomfortably against the elder, pants opened with his cock glistening faintly. Kanda reached down, pinning one of Allen's legs against the ground as he lifted the other over his shoulder, turning the boy's torso towards Lavi as he forced Allen's pants as far down as they would go.

Lavi gasped, his breath escaping him at the sight of the other boy, his face flushing into a portrait of pure bliss. The silver haired boys mouth dropped open, his eyes fluttering shut as Kanda's elegant hand trailed nimbly over Allen's ass, his middle finger sliding between the supple cheeks. The other made quick work of shoving the white shirt Allen wore up to his armpits, revealing his blushed chest to their audience.

The redhead could only sit and watch, his eyes glued on the events before him. His hand reached down to his own pants, the fly slowly opening as not draw attention to his self with the additional noise. With a well-practiced turn, the button of Lavi's pants was open, his hand grasping his hardening length in a firm yet burning grip. His strokes started off as slow and languid, his mind still on the sight before him more than his own predicament.

Kanda had his mouth suckling hard on Allen's chest, tongue peaking out from his silken lips every so often to encircle the swollen buds of his nipples. The younger was squirming under him, hips rolling against the hardness that was before him and the fingers beneath, two slowly opening the boy up for the other. The soft gasp escaping his lips could hardly be heard by Lavi, the words heating up his rejected flesh, "Kanda… please… I need…"

The elder lifted his head slightly, a thin strand of saliva glistening in the sunlight, branching from his mouth to Allen's chest, "What Moyashi?"

Allen gasped, his eyes widening as Kanda crooked his fingers, hands tightening where they rested on the elders shoulders. Grinding his teeth, Allen forced the words from his mouth, "I need you, now."

Kanda smirked, his eyes sparking as he challenged the boy, "I'm right here moyashi."

Allen scowled, grinding hard against the male above him, "Baka."

Kanda locked his jaw, the retort dead on his tongue and his figure towering over Allen's as the younger started to hump his abdomen, his cock running up and down his shirt, raising the fabric with every stroke until his abs were freed. Each rotation of his hips had the sparkling pre-cum coating Kanda's body, the liquid gathering in each dip and crevasse of his torso. For a brief moment Lavi wanted to know what it would feel like to lick each drop from the perfectly chiseled muscle, what the mixture of Kanda and Allen would taste like.

The harmonious moan had Lavi tightening his grip on himself, his pace increasing with the new sight he was witnessing. Kanda had his mouth covering Allen's, tongue diving deep into the warm cavern as he kissed him hard and sloppily. They would pull back for a fraction of a second before diving back for each other, mouths open and wet as lust blown eyes closed in ecstasy.

One of Kanda's thumbs started to rub hard circles over Allen's chest, catching his sensitive nipples every few turns to drink in the desperate moans that would echo from the boy's lips each time it happened. Taking his time Kanda opened the front of his pants, pulling his length out to trail lightly over Allen's opening, just enough to have the other boy groaning in frustration at the feeling. Dropping the boy's leg from his shoulder, Kanda grasped his waist, tugging the boy down between his legs.

Lavi moaned into the back of his hands, teeth pressing hard into the flesh there as Kanda straddled Allen's head, cock ghosting over his lips as he commanded, "Open."

Allen obeyed, Kanda forcing his length down the other boy's throat in one fell sweep. The younger shuddered at the feeling, his head craning up to get all of Kanda in his mouth at once, saliva seeping out of the corners of his mouth as the older started to roll his hips lazily. Lavi slowed down his strokes, matching the speed of the Japanese as his cock slowly, inch by inch, appeared from Allen's mouth, the thick girth covered in a thin coat of the boys spit.

Lifting his hand to his face, Lavi licked a thick stripe up his palm before returning it to his dick, the warmth of his own body just not enough. Breaking another moan with his fist Lavi bucked into his hand, over stimulated just by the idea of his two friends fucking each other as they were. The sensation grew as Kanda leaned forward, putting his weight on his arms and knees as he started to push back into Allen's mouth, the line of his cock visible as it made it's way down the other's throat. Allen whined, taking Kanda's hips in his hands and forcing the Japanese down, swallowing him to the hilt in one go. The moan that came from Kanda's throat had Lavi groaning, his hand going to the base of his cock to hold himself back; holding himself back until the last possible second.

The Japanese slowly sped his hips up, Allen's head rising and falling with the time of each thrust, tears leaking from his eyes as he took in as much of Kanda as he could. Lavi kept his grip tight at the base of his cock as he could while he watched, the thumb of his free hand trailing and dipping into the slit of the head, his pre-cum flowing over the digit and continuing down the hardened length. Lavi wasn't sure how much more of this he could take as his body thrumming for release.

He watched with unblinking eyes as Kanda's arm started to shake, his hips slowing down as he stuttered out, "Moyashi…stop…"

Allen pulled his mouth off of the elder, lips loosely trailing up the side of him until they nestled in the pitch-black hair at his groin, inhaling deeply as he kissed along the sensitive flesh, his voice husky and wrecked "Can't stop."

Kanda let out a pained groan, his lower lip caught between his teeth as he threw his head back, the sight of Allen enough to send him over an edge he was no ready to jump off yet. Moving back Kanda took Allen's face in his hands, forcing the younger to look at him before claiming his mouth one more time.

His hands went to grip his waist, turning the other over and on to his knees before running his tongue from Allen's tailbone to neck. Nibbling on the thick muscle between shoulder and neck, Kanda lined himself up, the head of his dick pushing into Allen before pausing, his mind flooding with euphoria. Both remained still, their bodies slick with sweat and panting, the oxygen rushing to their brains not enough to keep the haze from their minds.

With a deep breath Kanda pushed into Allen, his chest plastered to the others back as just his hips moved, arms circling around the other as he clutched him tighter and tighter. Allen begged, pushing back in a plea for Kanda to start moving. Kanda listened, dragging out slowly before slamming back into Allen at a brutal pace, nearly pulling out each time before shoving back in with all the force he could muster, pulling the smaller body towards him to get deeper with each thrust.

The room filled with the sound of flesh on flesh, the familiar smack singing the sweetest of melodies to Lavi's ears. The bookman shook from the exertion of holding back, his body ceasing to listen to the pleas of his mind as he neared his climax with a rush of ecstasy, his firm grip the only thing stopping him. His escape came soon enough though, the broken gasps of both Allen and Kanda telling him of their simultaneous release. Both crying out with broken voices as they climaxed, Allen's face completely relaxed as Kanda's tightened up; the polar opposites fitting together so well.

Lavi sat watching the two of them for a moment, every one of the three panting as they came down from their relative highs. Kanda's arms finally gave out on him, the taller collapsing on the junior in an overly exuberant huff of air. Allen groaned, struggling to get out from under the body that was lying on top of him, "Get your fat ass off of me Bakanda!"

The Japanese let out a 'Che, pushing himself off of the other as he stated, "Calm your tits Moyashi…" before landing on the ground in a huff.

Allen looked over at the raven-haired boy, his eyes sweeping over the form in a slow drag before teasing, "Don't think I'm going to be dragging you out of here."

Kanda dramatically raised one arm to cover his face, his smirk reaching the startled green still peering through the slight crack, "I think Lavi can do that, can't you rabbit?"

The heat from his blush could be felt throughout the entire order and Lavi, in that moment, died.

A/N2: GOD I HATE ENDINGS. IT'S THE ONE THING I CAN'T DO. SWEET MOTHER THERESA ON THE HOOD OF A MERCEDES BENZ. Review?