Okie doke, on to chapter two. This chapter is going to start out as a flash back. I originally planned for Kurt to tell Blaine everything but that got really tedious and it wasn't as descriptive as I would have liked. I'm usually not a fan of flashbacks but I don't really see any other way to do it.

I'm really glad you all have liked it so far ^_^ I hope that this chapter meets your expectations. Once again, I am not a Sam hater. I really don't want to get involved in any kind of ship war because as long as Kurt is happy, I'm happy.

That being said, on with the show!

Disclaimer: not mine….

WARNINGS: Dubious consent, homophobia, angst, language, general douchebaggery, eventual explicit sex between two teenage boys.

Flashback

Kurt felt his stomach flutter anxiously as he and Sam made their way up his empty drive. He was surprised to notice that the blond teen lived only a few blocks away from him in one of Lima's only gated communities.

Sam unlocked the door and motions for Kurt to precede him into the house. He looked around and took in the warm color scheme whoever decorated the house preferred. Kurt liked it but lighter colors were to his taste.

"Kitchen's this way," Sam said, placing his hand on the small of Kurt's back to guide him into the room.

He wandered into the kitchen and looked around while Sam fiddled with the coffee pot, setting it to brew. Before the liquid had even begun percolating the blond teen was on him.

He kissed Kurt fiercely, ravishing his mouth. He gasped in surprise, not expecting this after the evening they'd had. It seems that going slow was not on the agenda.

Sam took advantage of Kurt's surprise and slipped his tongue into the smaller boy's mouth. He nipped at his lips before trailing down Kurt's jaw and worrying the skin near his ear.

Kurt made a noise of displeasure at that and moved his head. Seemingly unaffected, Sam kissed down his neck and came down with a terrible case of Roman Hands.

His fingers kneaded into the supple flesh of his ass, Kurt's eyes flying open in shock.

Um, okay he thought nervously.

He tentatively brought one arm to drape over the blonde's broad shoulders while the other went around his trim waist. He let his hands explore the muscled planes of Sam's back. Even though this was all moving so fast, Kurt couldn't deny that Sam was a fine specimen of the male form.

The taller teen pulled away suddenly and steered him towards the living room, the two of them collapsing in a tangle of limbs on the couch. Sam pulled the slim teen on top of him and kissed him with renewed fervor.

Kurt attempted to keep up but his mind was reeling. What the hell was going on? Since when did "Do you want to come in for some coffee?" mean "Mind if I explore you mouth with my tongue?"

Sam broke away from his mouth to kiss down his throat once more, Kurt trying not to grimace when he imagined what his neck could look like. He's seen some of Santana's handiwork and knew that hickeys could get, well, ugly. Thank goodness for MAC concealer…

And then he was brought out of his reverie by a hand desperately trying to unfasten his belt. Shocked, Kurt reared back, only to overbalance and end up on his knees on the floor. He winced as the hard wood hit his knees in just the right (wrong?) way. Did people have funny bones is their knees?

Sam followed his descent to the floor, sitting up and facing the fair teen. He leaned forward and kissed Kurt again, softer this time, almost soothing. Then his hands were on his own belt, swiftly yanking it from the loops and tossing it aside.

He leaned back as he unfastened his jeans and Kurt could do nothing but stare. The peeled back the flaps of his jeans and Kurt was presented with the bulge of his manhood.

He swallowed thickly, mind racing. Did he stop him? Did he say no? What if his was the only chance he got to be with someone in high school? Was he really just a prude and all this was normal? Kurt was really cursing his lack of real, practical information right now. He should have had that talk with Blaine…

He shifted on his knees and looked up into Sam's face. So much for coffee… he thought inanely. Then Sam reached into his boxers and freed his erection. It was daunting sight for someone that had willfully avoiding seeing other boys naked to finally be in the presence of one so… *ahem* virile.

The blond teen reached forward and caressed Kurt's cheek softly. "C'mon, baby," he pleaded, voice gentle and smoky. "Please?"

Kurt's eyes darted around the living room like the lounge chair was suddenly going to give him some insight or maybe even an escape route. When no such thing happened he felt himself nod his head mechanically and shuffle forward on his knees.

He took the heated flesh in his hand and swallowed thickly, a fine tremor going through his body. He slowly bent his head forward and took the thick stalk of Sam's arousal in his mouth.

The next few minutes were an exercise in humiliation. Kurt's inexperience was obvious though Sam didn't make things any easier. He jerked his hips up, causing Kurt to choke and sputter. His jaw ached and his throat was sore and he felt like he was covered in his own saliva.

Wasn't this supposed to be, like, arousing? Sure, it was bound to be better on the receiving end but there had to be something in it for him other than a cramp in his jaw otherwise he was seriously going to reevaluate this gay thing and just go straight to asexual.

Kurt gathered that Sam was close when the thrusting of his hips became more erratic. Hands tangled in his hair and tugged roughly. If Kurt managed to get through this without choking to death, they would be having a discussion.

Sam's breathing became harsh and he thrust his hips once more before he stilled and erupted into Kurt's mouth without warning.

But that wasn't the worst part. No, as the blond teen had finished Kurt had very distinctly heard him say "Quinn".

What. The. Fuck?

Kurt pulled back slowly and stared up at Sam, devastated. His limbs felt like lead when he tried to wipe the salvia and other unthinkable substances from his face.

Sam was slumped in a boneless heap on the couch, oblivious to the slim teen's plight. Kurt sat there, on his knees, too stunned to move.

Did that really just happen? Did he really just do that for the insensitive bastard to call someone else's name when he came?

It appeared the muscular teen's wits came back to him when he tucked himself back into his pants and looked at Kurt for the first time since the small teen started sucking him off.

His expression changed and Kurt was taken aback by how the once attractive teenage suddenly became cold and unaffected. "What?" he said harshly. "Like you're really surprised."

Kurt could say with one hundred percent certainty that he was, indeed, surprised. He got to his feet and stepped away from the couch. Sam rose and walked to the kitchen, buttoning his pants as he went.

''Quinn?" Kurt whispered, more hurt than he ever thought possible. Quinn?

"Well it sure as hell isn't Rachel," he snarked. Which, hey, there was nothing wrong with Rachel. She was pretty and loyal and more kind than the two blonds actively ruing his life at this very moment.

When Kurt continued to stare at Sam in confusion the taller teen rolled his eyes. "She's not putting out," he explained. "Apparently she had a baby but now won't give up the goods because she's freaked out she's Fertile Myrtle or something."

Okay, so maybe Quinn wasn't the problem; it was just this blond he had to contend with. "So let me get this straight," Kurt began. "You asked me out because Quinn won't have sex with you?"

Sam turned to look at him, sipping on his coffee (which he didn't offer Kurt, by the way) in a most condescending manner. "Yeah," he said simply. "You didn't really expect someone like me to want to do out with you, did you?"

And oh my God, how did Kurt misjudge this situation so terribly? Kurt just shook his head, willing himself to comprehend what the hell was going on. "I—I can't," he began.

Unable to finish, Kurt did a quick check of his pockets before darting out the door. He seriously just got used. And his friend's boyfriend was a lying, cheating jerk. And, just his luck, it was fucking raining.

As he sped down the driveway he wasn't surprised when Sam didn't even offer to take him home. Finally, Kurt sobbed brokenly as he walked determinedly towards his house.

The misty rain gathered around his hair and seeped into his clothes, completely ruining his appearance. With any luck, Kurt would get home and Finn would have already gone to sleep and the no one else would know about the events of tonight.

He finished his story and looked at his best friend, a soul-deep exhausting seeping into his bones. Kurt couldn't identify Blaine's expression and the teen remained silent for a long moment before speaking.

"Kurt," he said, voice thick with tears. "I am so sorry."

The boy in question sniffled and smiled ruefully. "Kinda wish I hadn't made you leave when you wanted to have that talk."

His attempt at levity fell flat and Blaine just shook his head sadly. Me too… "Why didn't you call anyone? You know I would have come to get you. Finn would have come to get you. Mercedes—"

"No," he said. "No. I didn't want anyone to know. And no one would have if Finn hadn't been here to see me."

"Why?" Blaine pleaded.

The fair teen's eyes welled with tears once more. "Because I was…am…ashamed. I don't know how I was so blind."

"Don't," Blaine said. "Don't even. There was nothing for you to be blind about. There's no excuse or reason for him to act this way. He disrespected you, he disrespected Quinn, and he disrespected himself. He forced you—"

"He didn't force me." Kurt interrupted vehemently.

"He did!"

"He didn't! I never said no!" Kurt yelled.

And, well, Blaine couldn't really refute that. "Coerced then. Whatever, it was still wrong and he knew it."

Silence reigned between the two teens, thick and uncomfortable. Finally, the curly haired boy shook his head and looked at Kurt.

"I'm so sorry," he choked.

"You keep saying that," Kurt said. "But there's nothing you could have done. It's not like you knew it was going to happen."

"I still feel like it's my fault," he admitted.

"What are you talking about?"

Blaine suddenly brought his hand down on the lined mess with a muffled whump! "If I just stopped being a scared little boy and told you how I felt you might not have gone out with that asshole to begin with!"

"Blaine—"

"Wait," he implored. "Just let me finish. I know I said that I wasn't sure how I felt that day in the coffee shop. The truth is, I did, but I was so freaked out. I had been so sure about Jeremiah and we all know how that turned out. I just… wanted to be sure before I said anything because you mean more to me that he ever did. I can deal with never speaking to him again. I can't say the same for you."

He shook his head ruefully, curly messy from being pulled out of their gel prison by nervous fingers. He met Kurt's eyes, earnest and sincere. "I love you. And I might be awkward and an idiot and a little shorter than you," he joked with a teary laugh. "But I would never do that to you. You deserve so much better."

I was clich� but it was the truth, and Blaine had always thought you should say how you feel—exactly how you feel. It might be simple, but at least it was true. He only wished he had said it sooner.

Kurt's face was unreadable but his trembling lower lip was an indication that tears were imminent. He took a stuttering breath to speak but Blaine cut him off.

"I know you hate it when people interrupt you but just one more thing, 'kay?"

He waited for Kurt's nod, slow and thoughtful. He returned the gesture and continued. "I said a lot of stuff, a lot to think about. So, maybe think about it for the night? Then get back to me tomorrow? A lot has happened tonight and I don't want to say anything until you've had a chance to calm down, just in case you regret it"

Kurt nodded in understanding and maybe a bit of relief. "I can do that."

"Good," he replied, smiling. "Now, why don't you go and wash your face while I go upstairs. I heard the doorbell ring while you were talking and I can smell Chinese."

The pale boy gave Blaine a watery smile. "Finn," he said fondly. "He knows my weakness."

The curly haired teen looked at Kurt and gave him a crooked grin and a shrug. "I think he knew his brother was upset and wanted him to feel better."

More tears spilled from Kurt's expressive eyes. "Yeah."

Blaine lingered for a moment. "Are you going to tell him?"

The other boy sighed and looked at the floor. "I don't want to. I don't want to tell anyone. But I probably should. He sounded so worried…"

"He called me," Blaine explained.

"I'll tell him. Just… not tonight."

The shorter teen nodded in understanding and climbed the steps to get Kurt something to eat. He pushed open the door and immediately noticed the lack of noise.

He crept into the living room and noticed the gangly teen had fallen asleep on the couch, waiting to hear from his brother. Blaine smiled warmly and covered him with a blanket before creeping into the kitchen.

Finn had left on the stovetop light, piling the food he'd ordered on the surface. He'd made a sizable dent in a large order of orange chicken but left the lo mien untouched. Blaine added a reasonable portion to a paper plate along with two eggrolls and popped it into the microwave.

He tidied up the kitchen as he waited for the food to finish reheating. It dinged a moment later and he removed the steaming plate of noodles from the microwave and placed it on a tray he'd found along with a Diet Coke (Blaine figured the caffeine wasn't going to keep Kurt up tonight) and some various sauce packets.

He carefully balanced the tray as he descended the steps and found Kurt in the same place he left him. The other boy had clearly gotten up to wash his face and brush his hair but he had re-burrowed back into his blanket burqa.

Blaine unfolded the little legs on the tray and placed it in front of the exhausted teen. He handed him and fork and looked at him meaningfully.

"I hope you brought another because I am never going to be able to eat all this," he said, a bit of his customary sass coming through.

The shorter teen produced a second fork and helped him eat. Blaine always thought Kurt could stand to gain a few pounds but he figured that was a discussion for another time.

Between the two of them they were able to make quick work of the carbohydrate coma inducing noodles and eggrolls. Blaine looked around the room and sighed.

"Why don't you go have a nice bath," he implored. "And I'll take this back upstairs and straighten up in here?"

"You don't have to do that," Kurt said. "It's my mess."

Blaine shrugged. "I want to."

He got to his feet and help Kurt extract himself from his comforter cocoon before gently pushing him towards his en suite bathroom.

Blaine looked around the room and puffed out an impressed breath. Kurt had certainly done a number on it. He rook in the crimpled mess of sheets, splotchy where Kurt had cried into them, and decided they were a lost cause.

He gathered them up and threw them into the laundry baskets Kurt kept under the stairs before wandering over to the closet. He knew Kurt had a built in lined closet right inside.

He pulled out some cream sheets (Egyptian cotton) and made the bed in a matter of moments. He straightened the comforter and moved on to the contents of Kurt's beloved vanity.

Some of the bottle had opened and ripped small amounts of liquid onto the floor. Blaine wiped it up, glad that Kurt didn't have carpet to contend with. Luckily, most of the bottle hadn't opened and the ones that did only spilled a little.

The makeup was a different story entirely. It appeared that the translucent face powder Kurt used everyday had exploded. The soft, shimmery dust covered most of his vanity and a great deal of the floor. He grabbed the empty container and placed it to the side.

As he was wiping up the last of the powder Kurt emerged from the bathroom clad in a terrycloth bathrobe, skin pink and body relaxed. He saw the state of his vanity and grimaced. "I can out diva Rachel any day," he said regretfully.

"Hey," Blaine crooned. "Quit talking like that. I think you were entitled."

Kurt shrugged listlessly before walking to his closet and closing the door enough to give him privacy while he changed into his pajamas.

Blaine tossed the washcloth he'd been using in the laundry and looked towards Kurt's form appearing from the closet.

"Um," the slim teen said sheepishly.

"What is it?" Blaine asked gently.

"Would you… mind staying the night? I—I really don't want to be alone right now." He admitted.

"Of course," Blaine agreed softly. Honestly, he had no intentions of leaving anyway, so this worked in his favor.

"Thanks," Kurt breathed, hugging the other boy tight. "Thank you."

Blaine wrapped his arms around his shaking form. "Shh," he soothed. "Shh." He pressed a soft kiss to Kurt temple and urged him to lie down. "Sound of Music?"

The slim boy blushed but nodded, wiggling under the sheets. Blaine popped the DVD in before turning to Kurt. "Mind if I borrow something to wear?"

"Oh!" he exclaimed. "Sorry! I meant to—"

Blaine laughed and Kurt stopped, blushing further. "Same place as always?" he asked.

Kurt nodded and the curly haired boy made his way over to the closet. He grabbed the clothes he had borrowed in the past and slipped into them quick as a flash.

When he walked back into the room Kurt was setting the sleep control on the TV. Blaine smiled in relief, glad the other boy intended to get some sleep.

He climbed into bed behind Kurt and got comfortable as the fair teen pressed play and snuggled back into his chest. Blaine hesitantly wrapped his arm around Kurt's waist. "This okay?"

"Mm-hmm," he replied, seconds away from sleep.

Blaine smiled into the back of Kurt's neck, cuddling the other teen close. He closed his eyes and let the soothing tones of Julie Andrews lull him to sleep.

Ta da! Part two finshed :)

I hope you all liked it. I know it was a bit angsty but this next chapter should have more positive emotions.