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Will shifted uncomfortably in the ratted sleeping bag he had used for sleepovers like this since second grade. Mike, Dustin and Lucas were fast asleep to his right, having passed out hours earlier. El and Max were sleeping upstairs, the only way Mike was able to have girls over for a sleepover. If only his mom knew who had the biggest crush on Mike.
"Can't sleep?"
Will rolled around to face Mike, who apparently was awake as well. "Not really. To be honest, I haven't slept well since I first went into The Upside Down."
Mike nodded, his eyes flickering down as Will tried in vain to not notice and think about his deep brown eyes and how much Will enjoyed looking at them. "Yeah, same here. Well, probably not as bad seeing how I haven't exacty spent time there, but I get it." Mike twisted his mouth to the side and half-shrugged.
Will tried not to think about Mike's aging face with cheekbones starting to show through, framing his full lips. He tried not to recall every feature of his friend's face but even in the dim light, he could see every bit. Even though Will hated it, he couldn't help but let a small grin through because of him.
Mike shifted closer to Will, and he could feel the excited-hopeful feeling he felt around Mike bubble up when they became mere inches away. "Do you wanna talk about it?" Mike whispered, the sound igniting fireworks in his stomach.
Will found himself focusing on Mike's lips, and how close they were to his. A swift lean in, and Will could find himself kissing Mike Wheeler. "Talk about what?" Will murmured, lost in a trance of what could be.
"The Upside Down." Will realized he was a part of a conversation and met Mike's beautiful eyes again.
"Oh. Uh..." Will glanced around the cluttered basement trying to find a way to say 'No, I just wanna stay here looking at you.' Luckily for him, Mike offered a way.
"You don't have to. I was just wondering."
Will looked back at Mike, thankful for his open door to keep things how they were in the moment. "Yeah, I don't think I want to talk about that right now."
"Fine by me." Mike leaned even closer to Will, and he nearly combusted. They were so close that even the tilt of his jaw would have their lips pressed together. Will could feel Mike's breath against his face, and Will was simply dying. Will closed the space between their foreheads as slowly as possible, to give Mike the option of leaning away.
Rather than leaning away, Mike inhaled carefully and allowed their foreheads to rest against each other. His eyes dropped down, and to Will they almost looked closed. Will followed his lead and let his eyes drop down as well. The only thing Will was now aware of was Mike's breaths beating against his lips.
This was the closest Will had ever physically been to Mike, and thousands of thoughts whirled through his head, although one was significantly louder than the others. Will wanted to kiss him, he wanted to kiss him so badly. The logical side of his brain brought up El, although she and Mike hadn't technically gotten back together, to Will's joy.
Will began to twitch his jaw forward, believing that if Mike didn't want this, he would lean away. Mike, to Will's surprise, met Will. Their lips brushed softly against each other, and Will couldn't breath. He hesitantly pressed barely harder and Mike inhaled sharply.
Will panicked and broke out of the kiss, feeling dread creep into his chest. He stared at Mike, terrified for the second it took for Mike to glance up at Will. Will went to say something, but his mouth was dry and nothing came out.
Will had nearly worked up the courage to say something, apologize, anything when Mike kissed him again. Will had nothing to say anymore, and kissed Mike back, pressing into his soft lips as they began to sit up from their wad of blankets.
Mike's hand found his way to the back of Will's neck, and Will reached up to Mike's hair, running his hands through the dark locks. Mike pressed against his lips again, and again breathing short breaths, tickling Will's jaw. Will could barely accept what was happening, but drank in the moment as much as he could without passing out like he thought he would.
Will's eyes were pressed shut, only aware of Mike and his lips touching his own. Will went to bring his other hand up to Mike's neck but heard the basement door creak open. He snapped his eyes open and shoved Mike away, finding himself breathless for the thousandth time that night. Mike left his hand on Will's neck as someone carefully and quietly made their way down the old, wooden steps.
A mess of long red hair followed those footsteps and Max winced when she saw Mike and Will staring at her. "Sorry, did I wake you guys up? I was just grabbing some midnight snacks."
"No, no it's fine. We were already awake." Mike covered, and Will just nodded along, still recovering from that sudden anxiety.
"...Okay." Max leaned over Dustin and grabbed some Pringles before heading up the stairs again. "Well...goodnight. And good luck getting back to sleep." Max peered at them a final time, her eyebrows furrowed before creaking the door open again.
Mike and Will didn't address the kiss that night. Instead they lied down and fell asleep without anything further. They didn't address it when Will announced that his family was moving to California, they didn't address it when Will was actually leaving. The only indication that anything happened was the occasional smirk when one caught the other's eye or the occasional comment with flirtatious undertones.