Head Over Heels





You're my best friend
Best friend with benefits
What took me so long?

Alanis Morrisette “Head Over Feet”



I trace his ribs with my tongue, smiling as he jerks and curses me.


”Dammit Fraser, stop tickling me!”

But there’s laughter and love in his voice and I smile, nibbling up his body as he squirms under me, his fingers in my hair.


“I love you Ray,” I say, settling on top of his lean body, looking down into his eyes.

”Love you too Ben,” he says solemnly, his hands cupping my buttocks as we slowly begin rocking together.


We’re too old now to rush this, and as always, it’s sweet and hot and perfect and over way too soon.


I begin licking his mouth, wanting in, wanting to taste him, to be part of him, and as always, he lets me in, welcomes me in.


His fingers tighten on me, and I shiver as he groans and arches into me, his orgasm sliding between us, slicking the way for mine.

I fasten my mouth on the skin below his ear as I move faster against him. With a groan, I too orgasm and he squeezes me tight, whispering his love into my ear.

Tiredly I roll off of him and draw him close, stroking his still wild hair, holding him tight.


Twenty years. Twenty years together.

Now that I look back on it, back to when we met, it’s incomprehensible to me as to why I ran from him.


Oh yes indeed. I, Ben Fraser, ran from Ray Kowalski.


Looking down into his face, I wonder why I bothered. I should have known he would catch me.

”Thinking about us, Ben?” he asks in his sleepy voice as he curls into me.


“Yes,” I tell him with a smile.

”Tell me,” he orders.

I smile, and pretend to give in reluctantly. ”Very well…” I begin telling him all over again – this is one of his favourite stories, he loves to hear how I fell in love with him.



”What in the hell do you mean you won’t date me?” Ray scowls.


I frown at him. “Really, Ray. No need to curse. I merely don’t wish to get involved with another man.”

”And why is that?” Belligerent, he crosses his arms, staring at me.


I shift under his gaze. “Because it hurts too much.” He looks aghast and I hasten to explain. “Not physically, Ray. It’s just that… leaving hurts.”

”I wouldn’t leave you,” Ray insists.


“Yes, well, we won’t ever know, will we? It’s best to just stay friends, it’s safer.”

”Friends. Okay, fine. You want to play it safe, fine. But you know what, Fraser?” Ray pushes himself off the hood of his car and moves to stand right in front of me.

”What?” I blink. He’s so close, I can almost feel the heat and energy radiating off of his body… I almost step back but he grabs me, his hands fisting in the material of my shirt, pulling me even closer to him.

”I just really like you, you know. I think we’d be good together.” Without another word, he releases me and gets in his car and drives away, leaving me standing there, stunned.


Every day for three months, Ray asks me to go out with him. Every day. Either by phone or email. For three months I say no. I am too afraid to love him. Too afraid to admit that love can be had, and can be permanent and real.


Then one day he doesn’t ask. I wait in vain for his phone call, for an email.

And the next day he doesn’t ask either.

Nor the next.


I admit to being a bit peeved. 


I wonder if I should ask him about it, and realise with horror that I’m missing the attention that he was showing me. What does that say about me?


One day at lunch he answers his cell phone, “Vecchio.” Then he smiles that smile that makes his face glow, the smile I love. “What’re you doing, Joe?”

Joe? Who is Joe? I concentrate on eating my tuna salad sandwich as I listen to his call. I reach over to take Ray’s pickle and he doesn’t even notice. I listen unabashedly to his conversation with Joe and as he’s talking, I realise this Joe person is someone he’s dating and suddenly I’m filled with jealousy, an overwhelming feeling considering that I’ve pushed him away for three months… 

”Good Lord,” I whisper and stand, leaving half of my sandwich uneaten, picking up my hat, needing to get away before he tells Joe he loves him.


How do I manage to mess up everything in my life?

Ray looks confused and I gesture towards the door and he nods before I turn and leave the establishment.


That evening, Ray comes to my apartment.

”Yo, Fraser. Wanna go with me to meet my boyfriend and dance a little? Just as friends,” he hastens to reassure me. “Thought I’d introduce you and all… bet you’re relieved I’m finally leaving you alone. Didn’t really want to, but…” he shrugs, “Stell always said I never did know when to give up. But that ain’t true. I got the picture, loud and clear, finally.” He grins in a self-depreciating way and waits for my answer.

I just stare at him, stunned. My feelings are a mass of confusion and hurt and not a little shame that I’ve caused him to feel like I should be relieved. Then, “You want me to go with you to meet this person you’re dating?”


“Sure, why not?” Ray looks confused, almost as confused as I feel. “You don’t want me, so why not?”


I swallow hard and then pull myself together. “Understood.”


The reality of Ray and Joe together is far worse than I imagined.

The man he is dating is… words cannot describe him. I never would have thought that Ray would go for a man like that. Joe is a singer, and during a break, after he manages to insult everyone in the vicinity except Ray, he pulls Ray out onto the dance floor and they move together sinuously. My mouth is dry as I watch, feeling very much out of place and very much the third wheel and very much a voyeur. Joe watches me and smirks, and suddenly, I cannot bear another minute of this. I hate him, I hate him for taking Ray, for having Ray.

I leave, unable to watch, unable to deal with my jealousy. For, as Ray said, I don’t want him, correct?


Oh so wrong.


God, I’ve been so blind. So blind to Ray’s charms, his energy, his very being. I knew I admired him as a partner, as my best friend, but too afraid to love again, I discounted how very wonderful he truly was.


And now I’ve lost what I never really had.



”You were jealous,” Ray smirks from the vicinity of my armpit.

I nod, kissing the top of his head. “Yes indeed.” I tighten my arms around him and he sighs contentedly.


Then, just on schedule – just as he’s said hundreds of times over the last twenty years, “Well, finish!”

”All right….”




“Hey, Fraser?” Ray slurs when I answer my phone.

I manage to keep my voice level despite my irrational wish to make him hurt like I’m hurt. It’s not his fault I’m a fool. “Yes, Ray?”

”Can you come and get me? Had a little too much to drink.” Ray pauses. Then, “I’ll pay for you a cab to come back here.”


“Joe can’t take you home?” I ask, still upset with myself and taking it out on him.

Ray is quiet and then he mumbles, “Never mind.”


Instantly, I feel remorse. “No Ray. I’m sorry. Yes, of course I’ll come. I’ll be there as soon as I can.”


“Don’t mean to be a bother. I’m sorry.”

”No, Ray. It’s fine. I’ll see you soon.”

I hang up, call a taxi, and arrive in front of the club soon enough. Ray’s leaning against his GTO, smoking a cigarette.

When I walk up to him, he looks up at me and his lips twist. “You’re not the only one unlucky in love, my friend.” He doesn’t sound as inebriated as he did on the phone, which is good, I think.


We stare at each other for a moment, and then he nods brusquely. “Yeah.”

I really don’t know what to say to that. ”Come on, let’s get you home.” I grasp his elbow and steer him to the passenger side of his car, and nothing more is said until we’re home in my apartment.

”I broke up with him. Or whatever you wanna call it,” Ray says suddenly from the bathroom as I’m putting an extra blanket on the bed. Ray always gets cold when he stays over with me.


I stop what I’m doing and turn to look at him in surprise. “What?”

”I… caught him doing some chick.” Ray shrugs as he turns towards me, zipping up his jeans.


“Dear God, Ray!” I exclaim, unable to help myself. “That’s –“

”It sucks, that’s what,” he scowls. “I liked him. He was fun.”

”Yes, well…” I say uncomfortably, well aware I’ve never been described as ‘fun’ in my life.


He lowers his eyes to the bed and then looks up at me, a bewildered look on his face. “Why’d he cheat on me?”

”I don’t know, Ray,” I say honestly. “I can’t even imagine –“

”Of course you can’t, Fraser. You’re not interested in me and you couldn’t give a shit what happens to me or my love life,” Ray says flatly. “’m going to bed. G’night.”

”Goodnight, Ray,” I say quietly as he undresses and gets in bed.

When he sees that I’m still watching him, he scowls. “What? Damn it.”

”I am interested,” I say quietly. “You’re my best friend. I care.”

”Yeah, well. You made it clear you wanted to be friends, that’s all. Remember? I sure do. I worked my nerve up to tell you, to ask you, and you just, just turned me down, turned me down like I was nothing!” Ray’s yelling and I wince. When he sees that, he moderates his tone of voice and says quietly, “I’m sorry I was yellin’, but Jesus… what’s wrong with you? You schizo or something? Either you do or don’t.”

”I do, Ray,” I say, my face flaming. “I’m terribly embarrassed to admit it, but I enjoyed you asking me every day. And when you didn’t… I missed it. And began to realise that I –“

”That you what?” His eyes narrow and he sits up in bed, the blankets pooling around his waist. My eyes are drawn to his tattoo and I lick my lower lip, wondering how his skin would taste there.


With great difficulty, I drag my eyes away from his arm and look at his face. I step closer to the bed, lean over him. “That I’m falling in love with you.”

He blinks almost comically and he squeaks, “Me?”


“Yes.” I begin to undress, pulling off my shirt.

”W-what’re you doing?” he stammers, looking stunned.


“I’m coming to bed with you,” I say with confidence. I sit down on the bed next to him to untie my hiking boots.


“But you – you said – and I – oh man….” Sounding awed, he runs his hands across my back and I twist around to look at him, suddenly feeling not so confident.


“Is this okay?”


Ray smiles at me and nods. “Yeah. This is okay.” He sort of shrugs and looks embarrassed. “I… uh… I think I’ve had too much to drink to, you know, uh…”

”I’m happy to wait, Ray,” I say quietly before leaning over and kissing him, just a brush of lips against lips, but its my promise to him to love him. I think he understands when he leans back and nods, reaching over to touch my lips with his fingertips.


I hurriedly finish undressing, my hands trembling, my mouth dry. When I turn to face him, he looks me up and down and I resist the urge to cover my nakedness. He gives me a slow, sweet smile, taking away my uncertainty, gesturing me closer to him. When I climb into bed with him, it’s a bit of a tight fit, two men on a twin-sized bed, but it’s nice be close to him, skin to skin. It’s nice to lay my head on his shoulder and have him hold me as we go to sleep.



”And that was just the beginning,” I murmur, stroking his soft hair.

”That’s right,” he hums contentedly and shifts against me, his penis sticky against my leg. “And we’re never gonna end, either.”

I swallow hard, the depth of his love for me always amazing to me. “I love you too. I love you so much, Ray.”


And I do. He’s given me so much love and understanding in our lives together – loving my best friend is the best thing I’ve ever done in my life.  He gives me an unconditional love – something I know I’m damn lucky to have.


Twenty years. I fell head over heels for him, despite myself, and have never regretted it.  Never will, not in a hundred years.


It can only get better.


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