Title: "On Dreams Of You..."

Author/pseudonym: xof

Fandom: Queer As Folk (USA)

Pairing: MN/BK

Rating: Nc-17

Status: New/Complete

Archive: Yes. Please. (Across The Pond, especially)

Feedback: xof@rose.net

Website: http://the-nesting-place.com/xof.html

Series/Sequel: Third in Dreams Series.

Disclaimers: I don't own these characters. I presume Showtime does...

Notes: This story is a fleshed out (groaning at my unbelievably bad pun) continuation of the events I caused (hee hee) to occur for our two lads in my stories, "Only. Everything." and "Drifting." I strongly encourage you to read those first. They're on my site and at the archive mentioned above, among others. Hope you enjoy.

Summary: When Michael won't let Brian's pain push him away . . .

Warnings: Spoilers for US QAF. Up through episode nineteen. Another missing scene - that carries on the events of my previous story.

FEEDBACK is definitely desired. Would really appreciate knowing how you all feel on this one. Details gladly accepted. Not betaed.

"Why do you let me?"

Hearing Brian's words as they breeched the long held silence, Michael couldn't help but flinch. They had both kept quiet after Brian had rolled off his friend following his botched attempt to escape his demons and the pain of his father's death by sticking his hand down Michael's pants. Michael didn't say a word as he sat on the edge of the bed with his back to Brian . . . torn between wanting to stay and be supportive . . . and wanting to escape the awkwardness he felt at having been asked a question he'd avoided for most of their friendship. He could still hear the tone of Brian's voice as he'd asked, "Isn't that what you always wanted Michael?"

Just as Brian could hear the quiet yet determined echo of Michael's response . . . those soft words that had spoken to the issue but didn't answer the question. "What? A drunken fuck so you don't have to think about your dad. I never wanted that . . ." Rolling over onto his side, Brian looked at the sad slump of Michael's shoulders and the downward tilt of his head. Not questioning the reason or the altered inhibition that usually had him stirring clear of the topic he asked again, "Why do you let me?"

Michael glanced over his shoulder as he smiled sadly. "I thought it was quite obvious that I didn't let you."

Brian gave him his best irritated look before shifting nearing on the bed so that he was seated leaning against Michael, his legs straddling those of his friend. He pressed his face against the back of Michael's neck to focus his shifting sense of equilibrium on the man who'd been his most constant source of support. Brian placed his arms around Michael's waist to hold him before continuing, "That's not what I meant. Why do you let me use you? Hell, every time I open my mouth around you lately it must feel like a bad dream."

Tensing briefly, Michael forced himself to take a deep breath before answering. Letting his head fall back to rest on Brian's shoulder, Michael decided to speak the truth. After all, today seemed to be about truth of memories perceived. "Having you in my dreams has never been a cause of pain." Smiling as he heard Brian chuckle, Michael continued, "I don't know. With you it's never been about one instance or harsh word. We . . . Our friendship isn't some fragment or series of episodes. We're more than the sum of our parts." He paused as he struggled with how to phrase his thoughts. "Deb always calls me a caretaker. I guess that means that I try to see beyond what's expected . . . to what's needed." Wrapping his arms around the circle of Brian's, he spoke with more strength than he'd known he could show with his friend. "You push so hard in life, Brian. You push to succeed. You push to avoid. You push to forget. I never wanted you to feel the need to push when you are with me."

Brian stayed silent for a moment, thinking about how he continually took Michael's presence in his life for granted. "I don't deserve you."

Michael hesitated before speaking. Wanting to ease some of Brian's sadness, he teased in a serious but grave voice, "I know. But you'll attend my sanctification ceremony anyway, right? Me being the first living gay saint . . . should be one heck of a party. Interesting crowd. Emmett's doing the decorations. Though the silver lame and leather theme may be a bit controversial."

Brian felt the laughter well up through his body, drowning out the darkness as he burst forth with the first true laughter he'd had in days. The feelctification ceremony anyway, right? Me being the first living gay saint . . . should be one heck of a party. Interesting crowd. Emmett's doing the decorations. Though the silver lame@ Brian felt the laughter well up through his body, drowning out the darkness as he burst forth with the first true laughter he'd had in days. The feelctification ceremony anyway, right? Me

Shivering with the guilty pleasure that shot through his body at the change in Brian's voice, Michael released a small hum before leaning forward a bit . . . putting some space between them so he could think. "Now who's dreaming." Closing his eyes as his friend ran a hand down his spine, Michael sought to put him at rest. "You should sleep. It must have been days since you've let yourself be still."

"I'm too wired. I close my eyes as little as possible. Helps me not focus on . . . things." He didn't want to say that the only sleep he'd gotten recently was from total collapse or black out . . . self induced with alcohol or the like. But then since it was Michael, he'd probably already guessed.

Hearing the weariness in Brian's speech, feeling the weight of his friend's head as it lay on his back . . . Michael made a decision. "Lie down." He had to smile as Brian shook his head in ignorance to his friend's true intent, his forehead rocking over the plain of Michael's shoulders. "Brian Kinney. For once do as you're told." Shifting forward off the bed, Michael turned around and knelt before Brian. "Lie down." Pushing him back and then climbing up to straddle Brian's thighs, Michael looked into his questioning gaze. Trailing his fingers lazily up the naked expanse of Brian's chest, he pulled playfully at the grey silk tie. "It's time for Sandman to be put to bed." He leaned forward and brushed a kiss across Brian's perfect mouth, then pulled back for his response.

Brian met his gaze steadily. After all these years, Michael still had the power to surprise him. He looked up at his friend's mouth, watching as the full lips spread in a nervous smile that spoke so much to his nature. "Mikey? I thought that you didn't . . ." His words were cut off by the returned pressure of a kiss, brief but captivating to his attention.

"Shh. That wasn't about care or comfort. It wasn't about finding that place within us where we can give in, let go and just . . ."

Together they finished the line, " . . . drift."

Smiling in return now, Brian threaded his fingers into the short strands of Michael's hair . . . pulling him forward into his kiss. The first real kiss they'd shared since that night during the whole Kip debacle. The sense memory of how Michael tasted exploded over his tongue as Brian moved to draw him closer, pressing insistently down on his shoulders. Brian groaned at the feel of Michael's tongue as it stroked across his bottom lip, his friend's teeth gently nipping the soft moist surface of his mouth. Mentally he had to shake his head. It still surprised him to find Michael so damn seductive at kissing. It was like he possessed a talent that lay outside the boundaries of their shared experiences . . . until recently. Brian couldn't remember ever seeing Michael respond this way, this well to any other man he'd seen kiss him. The way he murmured softly . . . the way he reveled at his friend's teasing licks . . . all served to heighten Brian's own desire. He thought for a moment that he could have happily continued to drift in their connection for hours without noticing the passage of time. But then it was only a fleeting notion, barely acknowledged in the wake of the heat that flooded his system.

Michael gasped into their joined mouths as Brian arched his hips, brushing his erection along Michael's stomach in reaction to the gentle sucking of his tongue. Fingertips played over his cheeks, teasing across the sensitive flesh behind his ears before being threaded through his hair to pull him closer. The glide of lips, each over the other . . . addictive. He felt Brian move his hands away, reaching for the tattered remains of his own ruined shirt . . . fumbling to release the buttoned cuffs without ceasing their play. Pulling back to look at Brian's face, Michael smiled. "Oh no. Not like that. Undressing you is one of my favorite parts. I've had all this practice, you see."

Biting his bottom lip as he took in Michael's amused expression, Brian tried to quell his own sense of regret. There had been too many occasions where he had ambushed Michael in the midst of his own drunken pain, showing up at his door, collapsing in his bed . . . leaving the job of clean up and concern to his friend. He reached up to take Michael's hands, drawing them to rest on the bed over his head . . . their arms stretched, fingers intertwined as Michael leaned forward again until his face was level with Brian's own. "Yes. You have, mostly for the wrong reasons. But then that's usually my fault." Shushing Michael before he could protest, Brian took a different tact. "So tell me, Mikey. When was the first time for us? You taking off my clothes..."

Briefly closing his eyes, Michael leaned further in to nuzzle Brian's throat as the memory sent a wave of sensation straight to his groin. Heat mixed with remembered embarrassment and sadness. He answered softly, his words rasped out against the curve of Brian's skin. "Three weeks after we met, I think." He was glad his face was hidden from his friend's view for he was sure the knowledge of practically the entire calendar of events would be evident were he to meet Brian's eyes. Nineteen days. They'd known each other that long and were already inseparable when Brian had shown up at Michael's house, throwing rocks more than a tad too strongly at what he'd hoped was Mikey's window at close to midnight. "Was about a month before the bowling alley . . ." Pausing as he listened to the rumble of Brian's pleased murmur, Michael continued to fill in the bits of their story as he licked and nibbled the exposed skin along the man's collarbone. He didn't bare down enough to risk bruising the flesh, aware that in his own case such rough play was not an option. Their shared dreams had never left proof on his body, as seen in the light of day. Safer that way . . .

Locked now in his own body's response to the feel of a warm wet tongue, teasing teeth and low voiced words . . . Brian gave in to impulse. "Harder. Bite me."

Michael raised his head. "We haven't . . . You don't usually allow others to mark you."

"It's what I want . . . now." He didn't question his sudden desire to bare Michael's marks on his body, those intended and not accidental like the bruises he'd had from the last time. They wouldn't last long. Signs of high pleasure usually never do. They'd fade from his skin but not from his mind. Stroking his tongue provocatively along the inside of his cheek, he added, "Below the collar . . . so it's just for us."

Kissing a trail down the length of his chin, neck and chest . . . Michael reached down between their bodies to tease the hard-on still covered by Brian's pants. Pulling his friend's attentions between the dual sensations . . . that of his massaging fingers and of his tongue as it traced the line of Brian's torso from waist to lopsided tie . . . Michael waited until he heard the man beneath him start to moan before sinking his teeth into the tender area just below and to the side of Brian's nape. He had to shift his hand hold to his friend's hips to keep himself seated as Brian jerked with a delicious cry, arching upwards almost violently as he growled out his acceptance.

Feeling those teeth settled in place . . . the hard suction being applied, it sent so intense a pleasure flooding his chest that Brian gritted his own teeth firmly before losing the battle to control his response. "Fuck! Yeah, just like that." The sharp pressure wasn't too harsh, but it definitely made him glad he'd asked for it. He almost regretted its end after a few moments when Michael pulled away, tracing the darkened skin with his tongue. Wanting to taste his flavor on Michael's lips, Brian claimed the man's mouth with a fierce kiss. He drew out the contact as Michael loosened the tie around his neck, only breaking the touch when the silk was draw over his head. Laughing as his friend tried to jerk the shirt backwards over his head too, Brian pulled his wrists out of the cuffs and laid back for Michael to see. "Mikey, you were saying?"

"Huh?" His reply not half confused as he trailed his hand up Brian's chest, touching the mark.

"Three weeks in . . . clothes off . . . ring a bell? I want to know what happened. What you did."

"Now who's having memory loss?" Michael laughed softly. He sat back, tracing the supple length of Brian's opened belt. Pulling it free from round the man's pants, Michael bit back a groan as Brian began to loosen his tie . . . to unbutton his shirt in direct contrast to the details of Michael's memory of removing his friend's at age fourteen. "You'd gotten into that fight with Tommy Stevens during third period, two day suspension. Not a good reception at home so you waited until your folks went to bed, grabbed your dad's liquor and fucking hitched half off your ass drunk over to my house. I remember being so damn mad when you told me how you'd gotten over there . . . that you'd taken the risk. I snuck you up to my room, trying to keep you from falling down the stairs. Barely made it inside before you collapsed on my bed." Michael quit talking for a moment as Brian finally reached for his belt, his shirt and tie already laying on the floor behind them. He watched the motion as long fingers pulled, then slide . . . then pulled again . . . the belt stroking his waist as it was removed.

"Then what, Mikey? I was in your bed. At your mercy and you . . ."

Hearing the tease behind the words, Michael fought to voice his jumbled thoughts as Brian opened his pants . . . leaving the zipper wide apart as he flirted his fingertips over the top of Michael's underwear. "Uhmm. The lamp was on. I could see the scrap on your cheek from Tommy's watch. Didn't like it being there."

Brian saw his friend frown at the memory of his old and insignificant injury. "You kissed it better, didn't you?" His voice held no derision. Just complete affection.

Michael answered. "Almost. But then I smelled the whiskey you'd managed to spill on your clothes. I took the shirt off first, then your shoes. You'd put on two different color sneaks, by the way." He grinned at Brian's loud laugh. "No socks. Jeans so tight, you were gonna have pressure marks on your skin. I thought that if I got those off then you could at least sleep comfortably. But then I opened your fly and . . . and stopped thinking all together." Trying not to purr as Brian stroked his hands down over his nipples and along his stomach, Michael closed his eyes to savor the feeling.

"I'd gone commando, right? Did that a lot back then. Still do." Brian pulled down his own zipper, lifting up his hips so that he could get the pants down to his thighs. The motion caused Michael to open his eyes. Brian saw the flush his words had brought to his friend's face. "But not today."

"Yeah, no underwear that night. Just skin, curls and cock." Michael kicked off his shoes and moved over to the side so that he could take off Brian's pants. "I'd seen you naked in gym class, sneaking a look quickly before I'd get dressed so the others wouldn't see me getting hard. So that you wouldn't, either." Voice growing lower as the words continued to escape, he fell back to lay on the bed as Brian removed his pants and boxers. "Hey, no fair. These, too." Moaning as Brian crawled over his body until they were pressed together, he slid his hands down the man's back . . . under the waistband, over the tight ass beneath and down the back of Brian's thighs . . . gasping when his friend shifted to kick off the last of his garments, resulting in the friction and tease of hard flesh thrusting against his own hot groin. He continued in whispers, as if the words were too fragile to speak full voiced. "I threw your jeans on the floor and stood there looking at you. Don't know how long. Just knew that you were the hottest and most beautiful person I'd ever seen . . . and that all I could do was look. Couldn't touch. Couldn't cross that line . . . in myself or with you. Didn't feel strong enough to try, considering what I could lose. I was scared, thrilled, nervous . . . and more turned on that I'd ever been before. Had to go to the bathroom to jerk off before I could put you into bed. I . . . I managed to put some of my underwear on you before settling behind you on the bed. Would have liked to have felt you naked against me, but didn't want mom to find us like that in the morning. That's all I remember."

Brian leaned in to lick along the curve of Michael ear, loving the gasp he received in return. He said, "I wondered how I managed to acquire those Captain Astro briefs." He grinned as Michael started to laugh, the shaking of his body c Brian leaned in to lick along the curve of Michael ear, loving the gasp he received in return. He said, "I wondered how I managed to acquire those Captain Astro briefs." He grinned as Michael started to laugh, the shaking Br Brian leaned in to lick along the curve of Michael ear, loving the gasp he received in return. He said, "I wondered how I managed to acquire those Captain Astro briefs." He grinned as Michael started to laugh, the shaking of his body c

There had only been a few times in Michael's life when he'd felt like he was on the verge of coming without having been touched. Hearing those words and knowing how few (at least as far as he'd been told) men had actually been allowed to fuck Brian Kinney, he felt his entire body tighten to the point where he wasn't sure if he could save himself from losing control. dropping his head onto Brian's chest, Michael took a deep breath and waited a moment for his body to cool down. He noticed his friend's nipples had hardened . . . standing out from the perfection of Brian's torso. Michael ran his hands along the line of the man's sides and over his thighs as he took first one and then the other peak into his mouth. Lord. The way he tasted.

Brian's breathing grew ragged as he arched into the wonder of Michael's touch, reveling when the suction began only to groan aloud as Michael started to nibble slightly at his reddened flesh. He rolled his head blind to how wanton he appeared, running his hands over his friend's head to encourage further teasing. And then the heated path drawn across his skin began to travel downwards as Michael licked his ribs and stomach, teasing along the hard line of his pelvic bones on either side of his body. Brian had to fight to keep his hips from thrusting upwards as he watched his friend nuzzling the hair around his cock. He was so damn hard and still Michael didn't move to take him into his mouth. "Mikey. I . . . uhhh." Whatever words he'd meant to say were lost as his friend bypassed his erection to lave the sensitive skin over his balls. That had always been one of his favorite things, due to the fact that having his balls played with never failed to bring him close. Hell, he had come more than once by just having them rolled over a man's tongue. But he didn't want this to be over just yet, so . . . "Too much. I'll come if you don't stop."

Blowing a warm breath over the moistened skin and giving a brief smile at Brian's rough groan, Michael drew his friend's legs up until his feet were flat on the bed and his body was completely opened. Nothing hidden. He had to reached down and touch his own cock, giving it a squeeze to calm his body's fire before he could continue driving them both crazy. Slipping his hands in to cradle Brian's ass, Michael spread the cheeks apart . . . biting the inside of his lip at the power that view made him feel. He ran the flat of his tongue over the opening, humming as he continued to lick his friend . . . as he listened to Brian's moans. The muscles quickly relaxed enough to allow him entrance. Michael reached up to grasp one of Brian's hands as he delved further into the man's body, tongue fucking him with fierce determination. It was only when he couldn't hold his place against the rapid jerks of Brian's thrusting hips that Michael left off to find what they needed.

Side bureau drawer . . . as expected.

Wanting to feel the euphoria of having Michael pressing him down while he fucked his body, Brian rolled over onto his side and raised his leg to give the man full access. He let out a dazed sigh when his friend pressed a firm touch along his spine, the fingers traveling in one long glide down his back and into the crack of his ass. Already relaxed, Brian still groaned softly as first one then two lubed fingers entered him. It had definitely been awhile. But he embraced the sensations, longing for the act to be fully realized. Pushing back into the rhythm of Michael's working hand, Brian clutched the sheets tightly as he asked for more. "Mikey. Now. It has to be now."

Warmth surrounded him was Michael lay fully against his back, one hand raising Brian's leg up further on the bed. He was so hypersensitive that every sound, touch or emotion seemed to echo through his system a thousand fold. The noise of the condom wrapper being opened, the slide of their sweat slicked flesh as Michael pulled him close and then the brush of his friend's lips along the back of his neck as he felt the slow but steady entrance of Michael's cock into his body . . . All of it made him feel completely possessed. Surprising how comfortable that notion felt, even in the back of his consciousness. Brian gasped as Michael bit him, the teeth sinking in to his flesh in parallel to the cock driving forth in his ass. He called out his friend's name, hearing his own echoed back in a warm wave of hot breath over his ear. So full, perfectly intense and almost too tantalizing to believe . . . those smooth thrusts as Michael's hips continued to stroke his brilliant cock in and out. Brian reached round to pull Michael's arm across his body, moving him to lean more fully over his back. This left Brian almost completely flat against the mattress, propped up only slightly by his raised leg and Michael's hold on his waist.

Lost in the fire of their combined flesh, Michael could only give up control of his body to the driving thunder of the blood racing through his system. To the need he had never known would be met. He continued to rub his mouth over the slick surface of Brian's back, to lick his skin and kiss the marks he'd managed to leave behind in the haze of his own desire. Words and small murmurs continued to escape him as he thrust into that blessed tightness and as he listened to Brian's answering groans. "Brian. God, yes. So good. Brian." Desperate to bring the man in his arms to the same state he was in, Michael reached down and took Brian's cock in hand . . . stroking it in time to his own thrusting hips. Shifting his angle inside, Michael cried out as Brian yelled out his name . . . his friend's body jerking at the brush of Michael's cock against just the right spot.

"Mikey! Oh shit. I'm gonna . . . Hmmm." The words gusted out from his chest as the lightening strike reverberated up his spine. Brian grabbed frantically onto the sheets, too incoherent to see that he'd torn them in his desperation. Too much. And then everything all at once. His world went almost black as his cock erupted over Michael's still stroking hand, the heat of his climax scorching its way through his every limb. He listened to the harsh sound of his own panting breath as it mixed with Michael's long moan. His friend's body slamming against his one more time as Michael came into him.

In the moments that passed, neither of them made any move to separate. They continued to lay together, floating in the bliss and trying to regain their breaths. Michael slowly ran his wet hand in a circle over the warm expanse of Brian's stomach and thighs, marking yet again . . . only this time with the moisture of his friend's own seed. Brian sighed in appreciation of the touch. He hissed slightly as Michael pulled gently from his body. Reaching back, Brian took the softening cock in hand . . . smiling nastily as Michael moaned with the contact. He eased the condom off blindly before reaching across the bed to get rid of it. Then Brian rolled over onto his back and looked into Michael's eyes.

"Mikey." Words failed him as he took in the equal flush and slightly hesitant happiness on Michael's face. Wanting to express some of his own joy, Brian pulled Michael over onto him again . . . claiming his mouth in a kiss.

Smiling against his friend's consuming response, Michael murmured into their kiss the first thoughts in his head. "All wet and sticky."

Laughing as he dropped his head back onto the bed, Brian grinned. "I'm starting to see the attraction. At least with you." He knew those words where too close to the surface of what they couldn't talk about given Michael's relationship and his own nature. Brian hugged his friend close, kissing him softly once, twice and then again . . . trying to take away any sting he might have caused.

Michael dropped his head to rest on Brian's shoulder. "You blew my mind, again. I can't think straight."

"I certainly hope not after that performance."

"Oh, ha ha." Sighing as he traced the mark he'd left on Brian's chest. "I can't stay much longer. Have to get over to the store to supervise the sale we've got going for tomorrow." The reluctance to go was evident in his voice.

Passing one hand lazily down Michael's back and over the curve of his behind, Brian answered. "I'm glad you were with me today, Mikey. It meant a lot. This . . . meant a lot." He watched the light shining through Michael's eyes and knew his words had been the right ones. His friend could hide nothing with eyes as expressive as those.

"I'm glad." Leaning in to kiss Brian once more, Michael sat up. He pull a pillow under his friend's head, seeing the way Brian's eyes were starting to drift close. "Think you can sleep a little, now?"

Fighting a yawn, Brian grinned. "Maybe, yeah." He closed his eyes as Michael leaned down and kissed his eyelids, each in turn. "Uhmm. You smell like me. 's nice . . ."

Smiling once more as he listened to Brian's voice drifting off, Michael laughed softly. "Yeah. We smell like each other. And that's very nice." Brushing his hands over Brian's hair, he kissed his friend's forehead. "I'm gonna shower before I go. Stay here and rest, okay?"

"Hmm... 'Kay. Dream, dream, dream... Like a good Sandman should."

Climbing off the bed, Michael turned back to look at Brian sprawled out and more than half asleep. He looked decadent, satiated and completely relaxed. It was a beautiful sight. "Sweet dreams." Turning to gather up his clothes, Michael went to take his shower. Still smiling . . .

Brian lay still, floating in that safe place he loved. It was dark, quiet and so nice. "Drifting, Mikey," he murmured before all his thoughts ceased. "On dreams of you."

Finis