"Happy birthday," the little blonde girl said perkily from behind the counter after scanning his membership card.

"Thanks," Hugh responded, with absolutely no enthusiasm whatsoever. He gave her the best smile he could muster and moped his way toward the locker room, the noise, the banging, the grunting, the damn bouncy music that drove them all crazy, all of it adding to his sour mood. "Excuse you!" Hugh growled as a man hurried out of the locker room, nearly bumping into him.

"Sorry," the man replied, looking Hugh over from head to toe like he was deciding if he was going to give him shit. He must have decided that at six–four and big as hell, Hugh wasn't someone the musclehead wanted to mess with. Lumbering into the locker room, Hugh plopped his bag on one of the benches and began tearing open lockers, trying to find an empty one.

"What crawled up your butt?" Dan opened the locker behind him, and of course it was empty.

"Nothing," Hugh huffed, and he willed his mood to lighten. His friends didn't need to pay just because it happened to be his birthday... alone yet again. Granted, it was his own fault. He'd spent his entire life going from man to man. "It's fucked getting old."

"Quit your whining," Dan scolded lightly as he pulled off his shirt, "I'm older than you are. And it's all a state of mind, anyway."

Hugh half watched as Dan lowered his pants. "Then I'm eighty."

"Hey, Birdgazers!" Lonnie called as he walked in, taking the locker next to Hugh. "You look like shit, man."

"It's his birthday," Dan teased with a little too much glee.

Lonnie smacked Dan's bare ass, the slap resounding through the room. "You were moaning like a cheap whore about your birthday a few months ago."

Dan glared at Lonnie as he rubbed his butt, pulling on his underwear and shorts. "You'll pay for that."

Lonnie shot him an "ooh, I'm so scared" grin and finished changing. "You gonna work out with us or be a pussy all your life?"

Hugh looked at Lonnie, trying to see if he was serious. He was about to respond when a kid walked into their bay of lockers and undid his lock, and Hugh found his gaze pulled to the blond–headed wisp of a man who looked like a stiff breeze would blow him away.

"Hey, you listening to me or looking at dick?" Lonnie would say anything, and Hugh almost retorted, but it would only draw more attention to the fact that he was indeed looking at the young bit of eye candy instead of paying attention to what was being said.

Hugh forced his eyes away from the smooth back that appeared when the little man slipped off his shirt. God, he was young–cute as hell, but way too young for Hugh. "I don't think I'm going to be very good company."

"Okay, we'll see you out there."

Lonnie ignored him and shut his locker, waited for Dan, and the two left. With the room quiet, Hugh found his attention drawn to the small man, who was tugging on a fresh T–shirt. Pulling his attention to where it should be, Hugh closed his locker and followed the small man out to the weight floor, enjoying the bouncing globes in front of him the entire time.

Hugh walked as far as the stairs to the mezzanine and stopped. He really didn't feel like lifting, and he didn't feel like cardio. After a few seconds, a blur passed in front of him and up the stairs. Focusing his eyes, he saw that tiny, tight butt and followed it upstairs. What the fuck, at least he could enjoy the scenery.

Ascending the stairs, he found an elliptical machine, climbed on, and started moving, his mind going on autopilot, his attention turning inward. Hugh was always like this–he'd start his cardio workout and let his thoughts take over, the noise fade, and the time fly.

"Your friend is a real ass." A soft voice cut through his thoughts, and the sounds of the gym assaulted him again. Looking at the machine next to him, he saw the man from the locker room looking back at him.

"That's just Lonnie; he has a mouth on him like no one else." Hugh got a good look at the man's face for the first time. "Don't I know you?" Then it hit him; he did know him, if he could only remember the kid's name. "Max."

The blond man smiled. "Yes, Max Pierce. You come into The Grill a few nights a week, but I don't know your name." Max looked a little embarrassed, but there was no need to be. It wasn't as though they'd been formally introduced.

"I'm Hugh Douglas." He returned the man's smile. "I haven't seen you here before."

"This is my first day." He indicated the woman working out next to him, and she smiled at Hugh briefly before stopping her machine. "Lila dragged me here."

"I'm going downstairs, Max. I'll see you tomorrow at work." She touched his shoulder before leaving.

"Are you going to join?" Hugh asked, making conversation.

He seemed to be thinking about it. "Will that mean I'll be able to look like you?" Max's smile was huge, and Hugh wasn't sure, but he thought the kid was flirting with him. "Because if it does," Max went on, "I'll join up today."

Yup, the kid was definitely flirting. "I don't know about that, but you already look just fine to me." Hell, the kid looked more than fine, and he imagined how good it would feel to bury himself in that tight little body. And fuck a duck, if the kid could flirt, why couldn't he? Besides if he'd been a girl, the little thing would have been batting his eyelashes and swaying his hips. As it was, Max's smile was enough to get him going, let alone the rest of the small, hot package.

"I am not," Max argued, but Hugh could tell he was being playful. "I'm skinny and small, not all strong and, if you won't punch me out for saying so, freakin' huge like you." Max's eyes went appropriately wide just before those eyes raked over every inch of him. Hugh could almost feel them before they zeroed in on his crotch, which had definitely taken up a now somewhat visible interest. He saw Max lean in a little closer. "And you're big all over." That smile turned wry, and Hugh tugged involuntarily at the collar of his shirt. Was it getting hot in here or what?

It had been a long time since anyone had looked at him like he was laid out on an all–you–can–eat buffet. Well, happy fucking birthday to me. Maybe the day wasn't going to turn out so bad after all. "You could get somewhat bigger if you lifted weights."

"I don't think everything could get bigger." Max looked down again, and Hugh felt his dick jump and throb. "Not that some things need it." Max's voice seemed to wrap right around his dick and grab a good, tight hold. Taking a look at the man again, Hugh took a deep breath and reminded himself that the kid was probably half his age. And while he wouldn't turn down a good old–fashioned fuck, Hugh had to ask himself what this kid could possibly see in him except the size of the bulge in his shorts.

Hugh heard beeps as buttons were pushed. Max's machine came to a stop, and the man stepped off. Thank God–Max had had his fun getting him all riled up, and now that he was done, Hugh could try to get his dick under control and finish his workout. Closing his eyes, he tried to get back in the zone. He had to tell his body that there was no way the sexy little man was really interested in him anyway; Max had probably just been having a bit of fun with the old guy.

"Hugh."

He opened his eyes and saw Max standing right in front of him, leaning on the machine, face just above the display. "You wanna go back to your place so I can ride you into next week?"

Hugh's feet stumbled, and he nearly fell backward before regaining his balance and bringing the machine to a stop. "You serious?"

Max inclined his head once as he stepped off to the side, glaring straight at Hugh's crotch. There was no mistaking what that meant. "You're damn right." Max stepped close enough that Hugh could smell his breath. "So let's shower and get out of here. The sooner we're at your place, the sooner I can ride you like the stallion you are." With that final invitation, Max turned and walked down the stairs, looking over his shoulder, giving Hugh one last smoldering look before disappearing around the bend in the staircase.

He didn't have to be asked twice. Grabbing a paper towel from the dispenser, he wiped down the machine before hurrying down the stairs and into the locker room. Racing to his locker, he carefully stripped down–it wasn't seemly to be seen sporting wood–wrapped a towel tightly around his waist to hold everything in place, and made a beeline for the showers.

After what had to be one of the fastest showers in history, Hugh returned to the locker room, where Max was already dressing. He knew he was being watched, and since no one was around, he dropped the towel, giving Max a bit of a show before pulling on his briefs, adjusting himself properly, and then putting on his pants and shirt. He knew he saw Max swallow as Max watched him, and Hugh smiled to himself as he finished dressing.

In five minutes flat, he was dressed, packed up, and heading out toward the front door, where Max was waiting for him.

"Do you live close?"

"Just a few blocks," Hugh answered as he watched Max lick his lips invitingly.

"I'll follow you, then."

Without any more preamble, Hugh left the club, briskly walking across the lot to his red Mustang convertible. He saw Max get into his car, and after pulling out, led the way home.

Hugh half expected Max to be playing some sort of joke on him, but the young man pulled up right behind him as Hugh parked his car on the street in front of his house. Getting out, he led the way up the walk and unlocked the door. He could feel Max's gaze on him, and Jesus Christ, it made him feel good. He might be twice the man's age, but there was no disguising the naked desire in Max's eyes. It felt damn good to be wanted like that, even if it was just for a quick fuck and maybe a snuggle for a few minutes afterward.

Walking inside, he dropped his bag near the door. Turning around, he found Max right behind him. The door closed with a thunk that vibrated through the floor, and then Max was trying to climb him. Leaning forward, he took the little spitfire's mouth in a kiss and found his tongue sucked hard as Max did his best imitation of a vacuum cleaner. It felt as though the man was trying to suck his brains out through his mouth. And that small body vibrated against him as arms wrapped around his neck. Straightening up, Hugh lifted Max off his feet as Max's short legs wrapped around Hugh's waist, ankles feeling as though they locked together, and Hugh began to walk both of them toward the bedroom.

He could barely see. Thank God he knew his way around the house, because Max's lips never separated from Hugh's, and he could feel Max's arousal against his stomach. The man's body might have been small, but not everything was proportional, that was for fucking sure.

In the bedroom, he laid Max on his back. Max's arms unwound from around his neck, and fingers began tugging at the hem of his shirt. When their lips separated so they could get Hugh's shirt over his head, Max's lips latched onto a nipple, teeth scraping along his skin, just enough to send a zing down his spine. Dropping the shirt on the floor, Hugh palmed Max's head, hissing softly as those lips and tongue worked magic on his skin.

Tugging gently, Hugh pulled Max's shirt over his head and brought their lips together again, holding Max firmly against him, chests pressed together. Hugh felt Max struggle a little, and he pulled away, looking down into the smaller man's eyes. "Maybe I should have you on top," Hugh commented, and Max took that as an invitation. In no time, Hugh found himself on his back on the bed, Max straddling him, and a hot tongue lapping against his skin as warm fingers worked their way into his pants. "Jesus." Hugh's eyes widened as Max's fingers wound around his length, gripping him hard, and he was still in his pants. But not for long–those fingers slipped away, his pants parted, and Max returned, pulling him free, gripping him tightly.

Hugh had to give Max credit. Hell, more than credit–the kid was a master. Max had him writhing on the mattress like a first–time teenager.

Max stepped off the bed, tugging down Hugh's pants before pulling them off. "Fuck, you are big everywhere," Max commented softly, eyes wide, pink tongue licking his lips.

"Get yourself naked too."

Max didn't have to be told twice. Shoes thunked on the floor, and briefs slid down short, slender legs. Naked, Max stared at Hugh for a few seconds and then jumped, landing on top of him, and Hugh found his arms filled with a bouncing, wriggling, live–wire of a man whose lips, hands, and body all combined to get Hugh's motor running in a way he'd never experienced before. Everywhere Max touched came alive. Max's tongue licked a line up his chest, and Hugh could have sworn he felt the skin almost burn, it was so sensitive. And when Max did it again, Hugh thought he was about ready to come right then and there. It was only sheer force of will and an overwhelming desire to bury himself in that intense, tight body that kept him from going over the edge.

"Damn, you even taste good," Max murmured as lips and tongue trailed down Hugh's chest and stomach. Hugh watched that pink tongue dart out, barely touching his crown, and his dick jumped as though it just had to get closer to Max. "Damn good." Max went in for another taste, and this time his lips slipped over the head, and Hugh felt that tongue do something that made his head throb.

"If you keep that up, I'm not gonna last very long, and I want to be inside you," Hugh groaned as Max took him deep down his throat. "Max!"

The lips slipped away, and Max's huge, expressive eyes glowed back up at him. "Fuck yeah!" Max moved over him again, and Hugh reached to the bedside table, retrieving a bottle of lube and a condom.

"I need to get you ready," Hugh cautioned lightly, as Max was already reaching for the condom, tearing it open, and then rolling it down Hugh's length. The bottle of lube snapped open, and Hugh felt the cool liquid lubricating the condom. Watching in delighted fascination, he saw Max's fingers reach around him, and the man's mouth fell open, eyes glazing over as he prepared himself. Then Max moved himself into position. "Don't you need more?"

Max sank onto Hugh in one smooth motion, and Hugh felt the air fly from his lungs and his eyes bulge as he was completely surrounded by the tightest heat he'd ever imagined, let alone actually felt in his life, and that was saying a lot. Max began to move almost immediately, lifting himself and then sliding down Hugh again. Faster, harder, the small body picked up the pace, tight butt grinding against him.

Then without warning, Max slid away, and Hugh's eyes flew open in surprise. Max said nothing; he just lay on his back, legs in the air. Hugh didn't have to be told twice what he wanted. Kneeling on the bed, he pulled Max to him and slid into that body.

"Yes!" Max practically screamed as Hugh nailed his prostate on the first shot. After all the men he'd fucked over the years, Hugh knew his way around, and the surprised look on Max's face was just what he wanted to see. "That's it, God, fuck me!"

"You got it, hot stuff." Hugh began thrusting deep and hard, the bed rocking.

"I won't break, for Christ's sake. Fuck me like you mean it!" Max punctuated his demand by grabbing the back of Hugh's legs with his hands and driving them together with some sort of unintelligible cry.

Hugh began driving into the smaller man. "That what you want?" He thrust as hard as he dared, the bed jumping beneath them.

"Shit yeah! Now that's a fuck!" Max began fisting his cock as Hugh drove hard and deep, Max crying out after each and every thrust. Hugh saw sweat break on Max's chest, making the other man's skin glow as the late afternoon sun shone through the windows.

Leaning forward, Hugh drove as deep as he could, arms pulling Max to him, their lips crashing together in a mashing kiss. Bending Max until he was nearly standing on his head, Hugh thrust deep into that sweet butt, and felt Max go wild beneath him as the younger man shot ropes on his chest, neck, and cheek, screaming his release at the top of his lungs. "Holy Fuck!" The cry triggered Hugh's own climax, and it slammed into Hugh with the force of a space shot.

Hugh could barely breathe as they both stared at each other, unmoving, trying to catch the breath that had been orgasmed out of them. Slowly, feeling and reason returned to Hugh, and he withdrew from Max's body, helping the smaller man settle on the bed before taking care of the condom and retrieving a warm cloth.

Max practically purred as Hugh cleaned him and then himself before returning the cloth to the bathroom and rejoining Max on the bed. Hugh half expected Max to get up and dress, but the younger man curled next to him. "That was amazing," Max purred, a hand gliding over Hugh's chest. "How soon before we can do it again?" Max's eyes caught his, and Hugh saw the expectant look.

There was no way he could do that again soon. Hell, he doubted he'd be up to doing that again before a nice nap, a good dinner, and maybe a few vitamin E pills. The frustration with his birthday that had slipped his mind returned with a vengeance. There was a time when he'd have been as ready to go as Max was now, and his mind was willing, but there was no way his body was going to be up for it. "Not for a while, I'm afraid." Fuck, he hated those words, and he hated realizing that they pertained to him.

"Okay," Max replied, and he shifted on the bed. Hugh figured that was the kiss of death and that Max would leave, but the other man's weight resettled on the bed. "I'll wait."

Max's hot little body snuggled close, and Hugh could already feel the younger man's awakened arousal. Hugh couldn't stifle the groan of frustration. He wanted to be young again, to have his life ahead of him. Instead, the most energetic and thrilling years seemed to be behind him, and what did he have to show for it? A string of men he'd fucked and an empty house he shared with no one–in other words, an empty life. And it was no one's fault but his own.

He felt Max's long erection glide against his hip. "We may not be able to do that again, but there are other things." Hugh slid his hand down Max's side and over his hip before clasping the man's now–throbbing cock in his fingers.

"Yeah? Like what?" Max's eyes glistened with curiosity and wonder as Hugh slid his fingers over the steely hardness covered with soft skin, letting his thumb slide over the head.

"Oh, there's a lot we can do," Hugh hummed softly as he shifted Max onto his back, spreading those legs wide. Opening his mouth, he slid his lips over the head of Max's cock as he used two fingers to tease the skin around his opening.

"Jesus, yes!" Max began pushing toward him, and Hugh let his fingers breach the opening, careful not to hurt him. Hugh was initially reticent about going inside him, but Max seemed insistent.

"Okay, now slowly fuck my mouth." Hugh took Max deeper, and he began to move. Whenever Max slid into his mouth, his fingers withdrew, and when he pulled back, Max fucked himself deeper on Hugh's fingers. From the sounds and steady stream of soft curses, Max wasn't sure what to do.

"Want more." Max began moving like he was trying to figure out how to get his dick sucked and Hugh's fingers deep into him at the same time.

"Just enjoy them both," Hugh soothed, and then he sucked hard on Max's long cock, giving the man what he wanted, and was rewarded with moans and whimpers.

"Gotta... wanna," Max muttered, as he kept moving, head thrown back, body just writhing between the two sensations. Rubbing Max's perineum with his thumb, Hugh heard a loud hiss and then felt Max throb in his mouth before Max's sweet saltiness burst on his tongue. And fuck if the man didn't look absolutely beautiful when he came: mouth hanging open, eyes rolled back, and head tilted slightly like he was unsure of what was going to happen.

Withdrawing his fingers, Hugh hugged Max to him, kissing the man as he lowered him to the bed. This time when they cuddled, Max didn't stir at all. He just curled close, their heat mixing together. With a slight sigh, Hugh watched Max begin to drift off to sleep. This was nice, almost too nice, and Hugh knew he'd better enjoy it, because as soon as Max woke up, he'd realize the man next to him was too old, and he probably wouldn't be able to get dressed fast enough.

"Aren't you going to rest?" Max's brown eyes slid open. "'Cause if you're not, you could always fuck me again."

"God, are you trying to completely wear me out?"

"Come on." Max smiled, resting his head on Hugh's shoulder. "I was only kidding. I think it was you that wore me out."

Hugh chuckled, feeling a little less old. "Thanks for that." He still figured Max would get up and leave at any minute.

"So, would you like to get something to eat? I'm starved." Max got off the bed, waiting for him.

"You're not leaving?"

"You want me to leave?"

"No." Hugh answered quickly, maybe too quickly, but he really didn't want Max to go, which was unusual for him. "It's just that most guys leave once they've gotten their rocks off, you know?"

"Well"–Max put his hands on his hips, glaring down at him around a smile–"I'm not most guys. Besides, I'm no virgin, and no one has ever blown my mind like that." Max leaned closer, kissing him, lips pulling gently. "So can we get dressed and go eat something so we can come back here and fuck again?"

"Don't you have to work or something?"

"Not till tomorrow, so tonight I'm all yours." Max began pulling on his clothes, and Hugh got off the bed and began dressing as well.

"Do you like Middle Eastern food?"

Max nodded and flashed a bright smile as he finished dressing, and Hugh thought that maybe, just maybe, this was turning out to be the best birthday he'd had in a long time.