I do not own south park or any of the characters or settings from the show.

Whole story is in Kyle's point of view.

Stan and I have been hanging out on Saturday nights since we were in grade school. Wendy gets Fridays, that was the compromise. It was predictable, we always did the same thing. We would order a pizza and watch TV, then we would go upstairs and play video games until two or three in the morning. I would pass out on Stan's floor only to be woken up early so his family could go to church, and I would be on my way.

That night didn't seem any different at first…

High school was almost over, I would be leaving for college in a few short months, but Stan and I acted the same as we had when we were kids. It was our hang out night, he'd ordered a meat lovers pizza before I had arrived, since I always demanded it have vegetables on it. We watched Clash of the Titans and dug into the pizza until there was only a slice and a half left and we were both stuffed.

"COD?" He questioned in his favorite game like he always did. He was so predictable.

"We played that last week, lets play Street Fighter." I chimed in.

"Alriiiight." He whined. "Street faggot it is." He stood up and headed for the stairs.

I chuckled and followed him into his room. I would be the winner tonight, I had a 75 percent success rate on most fighting games but I couldn't point and shoot to save my life. Stan's room smelled like axe body spray and that stupid homemade cookie candle he loved so much. It looked like a typical teenager's room, bed un-made, clothes on the floor, as well as football and car posters all over the walls. I rolled my eyes, my best friend definitely was a stupid jock, but I forgave him for that. "It smells like Wal-Mart in here." I mumbled, sitting down on the edge of his bed.

"Maybe I like the way Wal-Mart smells." He grabbed his cheap cologne and apparently felt the need to give himself a little spray right at that moment. I gagged overdramatically when the aerosol mist hit my tongue.

"What the fuck, do you have a hot date or something?" I waved my hand in front of my face to sweep away the smell.

"I got sweaty on the couch, my mom has the heat up to the top setting, I can't stand it." He waved his t-shirt around to emphasize his point.

"I think it's nice in here." I kicked his game system on with my foot, he scowled at me.

We agreed to pick each other's characters to make it as fair as possible. I chose the fat ass Rufus for him, or as we liked to joke "Rufus Cartman!" We both chuckled. He chose Vega for me. "More like gay-ga." He laughed. We finished several rounds and I had won the majority.

"Take that, bitch!" I said landing the last finishing move on him for the night.

It was almost two o'clock when Stan threw the controller down on the bed and folded his arms in defeat. "If it was a real life fight I would win." he pouted.

I don't know why I said it, maybe I felt cocky from all of my wins, and his expression was priceless. "Try me!" I chuckled.

He was like a blur, in less than a second he had thrown me to the floor and pinned me down. "Don't patronize me!" He growled in my face.

"Patronize? Stan! Have you gotten your hands on a dictionary?" I mocked back, he frowned. I took the opportunity while chatting to slip one of my spindly wrists from his grasp. He was surprised long enough for me to get the upper hand, though I knew it wouldn't last long. I rolled him onto his back, why was he smiling like that? Like he was still in control… uh oh!

Stan laughed as he grabbed my ribs and threw me over his head. My legs smacked the wall and rattled his TV. God damn he was strong! I stumbled back up, holding my injured back and lunged at him. I punched him three times in the stomach and chest area while he laid on the ground laughing. "Stop it Kyle, that tickles." He grinned at me.

"Oh! Is that what you want?" I gave him a mischievous grin. His smile turned into a worried look instantly. I dug my fingers into his ribs and tickled him with all my remaining strength. I hadn't been ticklish since I was a child but Stan just seemed to get more ticklish as he grew older. He roared with laughter and tried desperately to tear my hands away. Once he had covered his sides with his arms in defense I went for the knees, he nearly kicked me in the face but we were both laughing. "You're gonna wake your dad up." I kept tickling anyways.

Stan swung one of his legs up hard and sent me sprawling to the ground next to him. "No fair, I cant tickle you back!" He straddled me and pinned both of my arms down with one hand. I watched him slowly stick his pointer finger in his mouth. "No! no no no no no!" I struggled as hard as I could but Stan managed to stick his saliva covered finger in my left ear, he even swirled it around a little bit. "Ew! Stop it!" I thrashed under him trying to pull my head away. I paused my struggling for a second…

I felt a strange pressure suddenly on my stomach, but I could see both of his hands. We both stared at each other in silence for a few seconds before I glanced down. Stan had pitched a tent, a sizeable one, and it was stabbing at my belly button. He quickly climbed off of me and sat up on his bed, face flushed.

I stared up at the ceiling from my place on the floor. "guys don't usually get morning wood until they've slept." I laughed, trying to ease the tension.

"Sorry, it's not…" Stan wasn't even looking at me when I propped myself up. "Maybe we should go to bed, I'm beat." He laid down under his covers without another word.

I laid my own sleeping stuff out on the floor and pulled off my jeans. The whole time I was over analyzing Stan's unexplained boner. Does he have a problem ? Does he get hard at weird times a lot? I should have noticed that by now! Was it because of … me? That's just silly! I pulled my blanket up to my chin after shutting off the lamp. "g'night." I mumbled, he returned the sentiment and we both turned away from each other .

I couldn't sleep, I couldn't stop thinking about it. This happens to me all the time, my brain was working too hard to shut down. I stared at Stan's wall in the dark and sighed lightly. After laying on the floor restlessly for what felt like a solid hour I heard some strange noises coming from Stan's bed. He couldn't be! It was unmistakable, I had done it myself several times and I had a little brother. I knew what quietly masturbating sounded like. At first I covered my ears, I would pretend to be asleep and he would finish quickly.

After having held my ears for some time I listened again, he was still going at it. He sure was taking his sweet time for a little nighttime jerk. "Kyle…" He whispered, just once and almost too quiet to hear. He wasn't trying to get my attention, or checking if I was awake, he moaned my name. The lower half of my body ignored my brain, I started getting aroused by Stan's sounds. I shut my eyes and listened to him, on purpose. I felt like a pervert suddenly and my body just wasn't doing what I wanted it to do. Jesus, Stan really did take a long time, didn't he?

I turned half onto my stomach and rubbed my own arousal against the ground through my boxers. What's wrong with me? It felt good, despite my own head's protests. Stan started breathing harder, was he close? It turned me on so I reached my hand down and touched myself lightly. I was pretty good at being quiet, I think… I started to go a little faster, unlike some people I didn't want this to last too long., I was ashamed of myself.

Just as I started to get that racing feeling and my breathing sped up I heard Stan's bed creek. I froze… "Kyle?" He questioned at me. I squeezed my eyes shut and paused my movements. He was looking right at me, this time he was addressing me. Was it wrong to pretend I was sleeping? "Are you awake?" He sounded panicked. He leaned further over and poked at my shoulder. "Hey, I heard you."

"You woke me up, you asshole." I lied. He let out a little gasp, barely audible but I heard him panic. He had been fantasizing right next to me, to me. He had said my name softly yet out loud and I'm sure he wondered if I had been awake for that tid bit.

"Sorry…" He sounded really embarrassed. He should be! Wait… I had been doing it too, he had provoked it but I had been…

"It's not a big deal." I mumbled into my pillow.

The next morning was awkward to say the least. We both dressed in silence, he didn't help me clean up my floor-bed like he usually did, he just disappeared into the bathroom for a long time. He'd had a perma-blush ever since he'd woken up too. When he finally emerged from the bathroom he looked great, pfft as usual. He still looked embarrassed though. "I'm sorry if I made you feel uncomfortable last night." I guessed he had practiced what he was going to say to me in the bathroom mirror while he was getting ready, I didn't really know what to say.

"No, it's cool dude." I brushed it off. Of course you made me feel uncomfortable!

"I understand if you don't want to…" He finally looked up into my eyes, he looked worried, "If you don't want to come over next weekend…" he hung his head in defeat.

"Of course I want to." It was no question, as strange as this experience had been, I loved my Saturday nights, I looked forward to them. I raised my hand up in a fist and he obliged me with a friendly bump.

Nothing like that ever happened again, we still hung out every Saturday until we went to college. We went to separate colleges but we were both in Denver so some Saturday nights we would still order a pizza and play video games like we were still in high school. We never wrestled again after that, and I never tickled Stan again either. He kept dating Wendy, she would visit once a month so they could fornicate I guess.

That day hadn't had any outward effect on Stan, as if he was ok just thinking about men while he was fucking Wendy, I didn't really care. It had had an outward effect on me however. I couldn't stop thinking about him, I think I fell in love with him more and more every day following the incident. I wouldn't say anything though, it would hurt my pride.

The sad thing about me is that I had slept with a handful of men who looked like Stan since I'd arrived at college. I still wanted the real thing, and I would still imagine that night when we pleasured ourselves next to each other in his dark room. I wouldn't let myself be stuck in a dream world like Stan had. He loved me too, I knew it but he wouldn't say so. Every time he kissed Wendy in front of me my chest hurt, I knew it was an act. I stopped hanging around when she visited his dorm.

The thing that made me feel a little better was knowing someday I would find someone that I truly loved and Stan would always be miserable with Wendy.