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It was just past five in the evening when Butters heard the familiar tap-tap-tap on his bedroom window.
He sat upright in his bed, his math homework sliding forgotten off his lap. He already knew who it was tapping on his window. Nobody else ever used the old oak tree to gain access to his room.
Butters scrambled over to the window, heart thudding against his ribs in that way it always did lately. He threw it open to see Kenny's grinning face appearing in the frame. He was decked out in a thrifted leather jacket and a band t-shirt with an illegible logo.
"Hey, buttercup," Kenny said, voice low and breathless from the climb.
"Hiya, Ken," Butters said, cheeks already going pink. "Come on in before somebody sees ya."
Kenny swung himself through with the easy grace he'd had since they were kids. His boots hit the carpet with a soft thud. He brushed a few leaves off his sleeves, giving Butters a mischievous smile that made Butters' stomach somersault.
Butters shut the window quick, drawing the curtains tight. His parents wouldn't be back for hours, but still—Kenny sneaking in felt like a secret just for the two of them. It always was just the two of them hanging out. Kenny didn't invite him along whenever he hung out with his main group. Which was fine, Butters didn't want to hang out with Eric, but it would still be nice to get invited.
Kenny flopped onto his bed without waiting for an invitation, sprawling across it like he owned the place. Butters lingered by the window a moment, watching him. Kenny's jacket had fallen open, showing the thin shirt underneath, the hem riding up a little over his hipbones. Butters jerked his eyes away, heart hammering worse now.
"So, what're we gonna do today?" Kenny asked, stretching his arms over his head in a way that Butters absolutely did not stare at.
"I, uh, I dunno," Butters said, twisting his hands. "We could play some video games? Or—or just hang out, y'know, like usual."
Kenny grinned that wide, easy grin that Butters loved a little too much. "Hangin' out sounds good. I was hopin' to just... chill. Been a long-ass week."
Butters nodded and sat carefully on the edge of the bed, feeling awkwardly stiff next to Kenny's casual sprawl.
For a while, they just talked—about school, about Cartman being a dick, about the weird new kid who ate glue in English class. It was easy, laughing together, shoulders bumping sometimes when Butters got too animated. Every time they touched, even just barely, Butters felt like he might float right off the bed.
Then Kenny rolled onto his side, propping his head up on his hand, and looked right at him.
"You ever think about... I dunno... leavin' this place?" he asked, voice quieter now.
Butters blinked, thrown by the sudden seriousness. "Leavin' South Park?"
"Yeah," Kenny said. "Gettin' out. Startin' over somewhere else."
Butters fidgeted with the hem of his sleeve. "I reckon I do sometimes," he admitted. "But I dunno if I'd be brave enough to go by myself."
Kenny smiled, softer than usual. "You wouldn't have to."
The words hung between them like a spark, dangerous and warm.
Butters' mouth went dry. His heart raced. He looked down at his hands, terrified if he looked at Kenny's face too long he'd say something stupid. Like I don't wanna go anywhere without you.
Instead, he just mumbled, "I'd like that."
There was a beat of silence, heavy and full.
Then Kenny reached out and flicked Butters lightly on the forehead. "Dork," he said affectionately. Kenny rolled over the side of his bed and dropped down into a crouch. He dug around in his backpack, pulling out a crumpled bag of chips and… a DVD case with a skeleton hand on the front.
Butters felt his heart drop into his socks.
“Oh… oh jeez, Kenny, what’s that?”
Kenny grinned, shaking the case like it was some kind of prize. “House of 1000 Corpses. Borrowed it from my brother. Shit’s supposed to be messed up.”
Butters gulped. “Is… is it, um… real scary?”
Kenny's grin turned teasing. “You scared already?”
Butters' ears burned. “N-no! I just… I’m just askin’, that’s all.”
Kenny chuckled, tossing the DVD onto Butters' bed. “We don’t gotta watch it if you’re too chicken.”
Butters puffed up a little at that, crossing his arms. “I ain’t no chicken, Kenneth McCormick! I can handle a dumb ol’ movie.”
“Sure ya can, Buttercup” Kenny teased, ruffling his hair before flopping back onto the bed like a cat claiming a spot.
Butters huffed but popped the DVD into his old player anyway. His hands were already clammy, but… he wanted Kenny to think he was brave. Or… at least brave enough to sit next to him for two hours without crying.
When he climbed back onto the bed, Kenny was already sprawled across the pillows, taking up way more room than he needed. Butters hesitated, then slid under Kenny’s arm, like it was the most natural thing in the world.
Kenny didn’t say anything about it. He just adjusted, pulling Butters closer, like he’d expected him to do that all along.
Butters tried not to melt right there.
~
Forty minutes later, Butters was deeply regretting everything.
The movie was awful. Screaming. Blood. Chainsaws. Way too much creepy laughter. Butters’ fingers were dug into Kenny’s band shirt, his face buried somewhere in Kenny’s shoulder.
“Holy heck, Ken, I think I’m gonna have nightmares for a year,” Butters whispered, his voice shaking.
Kenny snorted. He didn’t look scared at all. Of course, he didn’t. “Dude, you're not even watching the screen.”
Butters peeked up. A woman on the TV was being chased through a dark hallway by something that definitely wasn’t human.
He squeaked and ducked back down.
Kenny laughed quietly, his hand coming up to rub soothing circles on Butters’ back. “Relax, dude. It’s fake.”
“I know it’s fake, Kenny!” Butters mumbled into his shirt. “But it’s real enough when you’re watchin’ it in the dark like this…”
Kenny’s arm tightened around him a little. Butters' heart stuttered.
“Want me to turn it off?” Kenny asked, voice lower now. Softer.
Butters shook his head. “…No. I wanna finish it with you.”
Kenny was quiet for a second. Butters felt his breath against his hair, warm and steady.
“Alright,” Kenny said finally. “We’ll finish it. But… you can hold onto me if you want.”
Butters froze. He already was holding onto him.
But Kenny… wanted him to.
Butters’ face flamed hot. He nodded into Kenny’s shoulder. “O-okay.”
Kenny shifted slightly, pulling Butters fully against him, chest to chest now, with Butters’ head tucked under his chin. His shirt smelled like cigarettes and cheap soap and something warm that Butters always thought just smelled like Kenny.
Butters didn’t even care about the movie anymore.
He just listened to Kenny’s heartbeat, thudding solid and calm under his ear.
Somewhere between a surgery scene and one of the killers popping up in the back seat, Butters whispered, “Thanks for hanging out with me, Ken.”
Kenny’s fingers tightened on his arm for just a second.
“Of course, Buttercup,” Kenny murmured back.
And even with all the screaming on the TV, Butters never felt safer.
~
The next day at school, everything felt a little strange.
Not in a bad way, exactly. Butters just felt different. Like there was a secret tucked under his skin that only he and Kenny knew about. Like if he thought too hard about last night—about how warm Kenny had felt, how good it had felt to just be held—he might float right out of his sneakers.
He tried to play it cool as he walked up to their lockers, but his cheeks still heated up the second he spotted Kenny leaning against the metal door, leather jacket on, laughing under his breath at something on his phone.
"Hi, Ken" Butters said, clutching his books tight against his chest.
Kenny looked up and grinned, that lazy, easy grin that made Butters' heart lurch. "Hi, Barbie. You survive the night or what?"
Butters smiled shyly at the name. "Barely. I, um, I don't reckon I'm gonna watch any more scary movies for a while."
Kenny laughed, slamming his locker shut. "You were such a scaredy cat. You practically climbed into my lap."
Butters turned bright red at that, stammering. "I-I-I did not! I was just... I was just sittin' close is all!"
Kenny winked at him, and Butters felt like he might faint.
Before he could muster up a halfway decent comeback, though, a new voice cut in.
"Hey, Kenny."
Butters turned, stomach dropping.
It was some girl from their English class (Ashley, or Amber, or something) twirling her hair around her finger, smiling way too brightly.
Kenny blinked at her like he'd just noticed she existed. "Uh… hey."
"You doing anything after school?" she asked, her voice syrupy sweet. "Me and some friends are hanging out at the skate park. You should come."
Butters' heart twisted. He hugged his books closer to his chest, feeling invisible.
Kenny scratched the back of his neck. "Uh, maybe. I dunno." he said, jerking his thumb toward Butters.
Ashley barely glanced at him, like Butters was just part of the scenery.
"You can bring him too," she said, smiling even wider. "If you really have to."
Kenny laughed awkwardly, and Butters forced a smile he didn't feel.
"I'll think about it," Kenny said, already sounding bored.
Ashley giggled and walked away, hips swaying like she was in a music video.
Butters stared down at the floor, blinking hard.
"You okay, dude?" Kenny asked, nudging his arm lightly.
Butters nodded quickly, too quickly. "Yeah! I'm fine, Kenny! Just… just got a lotta homework is all."
Kenny shrugged, like he bought it, but Butters could feel the lie sitting heavy between them.
He hated how easily that girl had smiled at Kenny. How she acted like it was so obvious that he’d want her. Like she had some kinda right to him.
Butters hugged his books closer, wishing he could crawl into his locker and disappear.
He wasn’t mad at Kenny. He could never be mad at Kenny.
He just hated the way it made him feel—small and stupid and so much in love with his best friend.
~
Butters tried not to let it get to him—really, he did. But no matter how warm Kenny had been the night before, how safe he’d felt wrapped up in his arms, it was like the second they stepped through the school doors, their dynamic shifted entirely.
They didn’t sit together at lunch. Kenny usually ended up at the far table with Craig and the others, cutting up with his usual smirks and one-liners, while Butters ate quietly near the edge of the cafeteria, picking at whatever sad sandwich he’d packed. He told himself it was fine. Kenny had always been popular, always had people who liked having him around.
And Butters… didn’t.
He wasn’t unpopular, exactly. But he wasn’t someone people noticed. Not unless it was to laugh or ask him for homework. He wasn’t cool like Kenny. He wasn’t sharp-tongued or fearless or funny in that effortless way. He was soft around the edges, awkward in the hallways, and even when people were nice to him, it felt like he was just an afterthought.
Kenny never treated him that way—not really. He always made it a point to talk to Butters in the morning. But Butters still felt it, in the spaces between classes, in the way Kenny would nod at him in the halls but rarely stop to talk. Like it wasn’t cool to be seen with him for too long. Like what they had at night, during their secret hangouts, didn’t exist in daylight.
And it hurt.
It hurt more than Butters wanted to admit.
He’d spent all morning thinking about that girl—Ashley, or whatever her name was—and how easily she’d smiled at Kenny, how her voice had gone all soft when she talked to him. Butters had been quiet at his locker, and even quieter in class. Every time someone laughed at one of Kenny’s jokes or gave him a high five, it felt like another reminder that Butters didn’t belong in that world. Not really.
At lunch, he sat by the window, chin in his hand, staring out at the snow-dusted football field.
He didn’t see Kenny until he was already walking past the table, tray in hand, chatting with Kevin Stoley about something that involved way too many explosions.
Butters’ heart leapt a little, instinctively.
But Kenny didn’t look at him.
Not even once.
And Butters felt it again—that squeeze in his chest, that cold little voice that whispered, Of course he doesn’t like you. Why would he?
Because when they were alone, it was easy to believe the closeness was real. When Kenny was crawling through his window and making fun of his movie collection, or when they were laughing so hard they couldn’t breathe, pressed together on the bed—it felt like something more.
But here… in the bright, echoing halls of South Park High, surrounded by other kids and louder voices and better jokes… Butters was just Butters. And Kenny was Kenny. And that was that.
Still, when the final bell rang and he heard the familiar scuffed footsteps falling in beside him on the walk home, Butters' heart betrayed him again—lighting up like it always did. Like he hadn’t just spent the whole day trying not to cry.
The snow crunched under their boots as they walked.
Usually, this was Butters' favorite part of the day. Just him and Kenny, side by side, no loud cafeteria noise, no girls with perfect hair batting their lashes. Just the two of them, like it had always been.
But today it was different. A little more cold than usual.
Butters kept his hands shoved deep in his coat pockets, his shoulders hunched up like he could disappear into them. Kenny kept talking about some video he’d seen, about maybe sneaking into a movie that weekend but Butters only half-listened, nodding when he had to, offering short hums instead of real words.
It didn’t take long for Kenny to notice.
“You okay, Buttercup?” he asked after a while, bumping his shoulder lightly into Butters’. “You’re quiet.”
Butters flinched at the touch before he could stop himself.
He immediately regretted it when he saw the flicker of hurt cross Kenny’s face.
“I’m fine, Ken,” Butters mumbled, eyes fixed on the sidewalk.
Kenny slowed his steps, gripping Butters bicep to slow him down. “You sure? You don’t look fine. You look like you’re gonna throw up or some shit.”
“I just—” Butters’ voice cracked, and he cleared his throat quickly. “I just feel a little sick, is all.”
Kenny frowned. “Since when?”
Butters shrugged, still not looking at him. “Since this mornin’.”
It wasn’t a total lie. His stomach did hurt—but not because he was sick in the way Kenny thought. It was a different kind of sickness, heavy and bitter and tied up in his ribs.
Kenny stuffed his hands into his jacket pockets, kicking a rock down the icy sidewalk. “You shoulda stayed home, dude.”
“I’m goin’ straight to bed when I get home,” Butters said, forcing the words out stiffly. “Prob’ly shouldn’t hang out tonight.”
Kenny looked at him then, really looked, his mouth pressing into a thin line.
Butters hated the way it made him feel—like he was hurting Kenny, too. But he didn’t know what else to do. If he stayed around him, he'd just get swallowed up by that awful feeling again, the one that said you’re not enough.
They walked the rest of the way in silence.
No easy laughs. No shoving. No jokes about Cartman’s ugly hat.
Just the sound of their boots crunching in the snow, and Butters’ heart breaking a little more with every step.
When they reached his driveway, Butters mumbled a quick, "See ya," and bolted up the porch steps before Kenny could say anything else.
He didn’t even look back.
He couldn’t.
Because if he did—if he saw Kenny standing there with that confused, maybe even hurt look on his face—he’d crack wide open.
And Butters was already holding himself together with spit and duct tape as it was.
~
Butters sat on his bed, hugging his knees to his chest.
He had put on his favorite Hello Kitty pajamas. Coincidentally, they were the same ones him and Kenny had bought a couple of months ago. They had spent an entire Saturday at the mall together. Butters bought them matching pj's. They made him think of Kenny and start tearing up more.
His room was dark except for the dim glow of the nightlight in the corner. Outside, the winter wind rattled the windowpane. It was the kind of night that normally would’ve made Butters text Kenny and beg him to come over, to sneak through the old oak tree and make the room feel less lonely.
But not tonight.
Tonight he just stared at his phone, turning it over and over in his hands like it might burn him.
The screen lit up suddenly.
Kenny [4:17 PM]:
U good 🧈
Butters' throat tightened.
He wanted to answer. He really did.
He wanted to tell Kenny that he wasn't sick, not really. That he just couldn't handle feeling like a secret anymore—like someone Kenny only wanted around when nobody else was watching.
But instead, he set the phone face-down on the bed and stared blankly at the wall.
Minutes passed.
The phone buzzed again.
Kenny [4:24 PM]:
Butters seriously what’s wrong
You’re acting weird
Butters squeezed his eyes shut, willing himself not to cry.
I can't tell you, he thought miserably. 'Cause if I do, you’ll just laugh or get weird and everything’ll be worse.
Another buzz.
Kenny [4:32 PM]:
Dude cmon
If you’re mad at me just say it
Butters bit his lip hard, fighting the urge to reply. Fighting the way every part of him ached to fix it, to make Kenny stop sounding so upset.
But he couldn’t.
Because if he let Kenny talk him down again, if he let himself fall back into that easy warmth without saying what he really needed to say, he knew he’d just end up hurt again.
The buzzing stopped after that.
No more messages.
Just a gnawing, hollow feeling growing bigger in his chest with every minute.
Butters laid down, curling into a tight ball under his covers, staring at the phone across the room.
For the first time in a long time, Kenny wasn’t there to make him feel better.
And somehow, that made everything hurt even worse.
~
Butters didn’t know when he fell asleep.
One minute he was staring at the blurry glow of his phone across the room, chest aching with everything he couldn’t say, and the next he was curled up tight under his covers, tears drying sticky on his cheeks.
The knock at the window woke him.
At first, he thought he was dreaming—the soft tapping, the way the wind howled outside. But then he heard it again. Firmer. Urgent.
Butters sat up slowly, heart hammering in his chest.
Through the pale moonlight slicing across his room, he saw the figure perched on the branch just outside—the familiar scuffed-up leather jacker, the messy blond hair, the unmistakable shape of Kenny McCormick crouched outside his window.
Butters’ breath caught.
He wiped at his face quickly, trying to hide any sign he’d been crying, even though it was probably too late for that.
Another knock.
"Butters, open the damn window," Kenny hissed.
With shaking hands, Butters stumbled out of bed and unlatched the lock. The cold rushed in as Kenny clambered inside, landing with a soft thud on the carpet.
For a second, they just stood there, staring at each other in the dim light.
Kenny's chest was heaving slightly, like he'd climbed faster than usual. His cheeks were flushed from the cold, but his eyes—his eyes were sharp, almost angry.
"What the hell, dude?" Kenny demanded, his voice low but fierce. "You weren't answering your phone. I thought you were dying or something."
Butters looked down at his hands, fidgeting with the hem of his sleep shirt. "I told ya, I wasn't feelin well."
"Bullshit," Kenny snapped, stepping closer. "You don't just shut me out like that when you're sick. You've been weird since school."
Butters squeezed his eyes shut, feeling the sting of fresh tears building behind them.
"I just..." He swallowed hard. "I just didn't wanna bother ya, is all."
Kenny's expression flickered—confusion, hurt, something else Butters couldn't name.
"Bother me?" Kenny repeated, voice rough. "Dude, you're the opposite of a bother. I was worried. I—" He cut himself off, dragging a hand through his hair in frustration. "You’re my best friend. You can tell me when something’s wrong. You should tell me."
Butters shook his head miserably. "It ain't that simple, Kenny..."
Kenny stepped even closer now, close enough that Butters could feel the heat of him, even through the cold air.
"Then make it simple," Kenny said, voice softening. "Just tell me. Please."
Butters' throat felt tight, like all the words he’d been choking down were finally pushing to get out.
"I just..." His voice broke. "I just get so scared that you don't really want me around. Not when other people are lookin'. Only when it's just us."
Kenny blinked, stunned silent.
Butters pressed on, the words tumbling out now, messy and painful and real. "And I know I'm not cool like you are, and I know folks make fun of me sometimes, and I ain't mad at ya, I swear—I just—" His voice cracked again. "It hurts, Kenny. Bein' near ya and feelin' like I don't matter once the sun's up."
The silence in the room was deafening.
For a second, Butters wished the ground would just swallow him whole.
But then—
Then Kenny moved.
He closed the last bit of space between them in a few quick steps, and before Butters could even react, Kenny was grabbing his face in both hands, gentle but firm, tipping his head up.
"Butters," Kenny said, his voice low and shaky, "you matter more than anybody."
And then he kissed him.
It wasn’t polished or perfect. It was clumsy, desperate, full of every word neither of them had been brave enough to say.
Butters made a soft, broken sound in the back of his throat and clung to Kenny’s shirt like it was the only thing keeping him standing.
The kiss deepened, slow and sweet and a little messy, Kenny’s thumb stroking Butters’ cheek like he was trying to memorize the shape of him.
When they finally pulled apart, breathing hard, Kenny rested his forehead against Butters'.
"I like you, dude," Kenny whispered. "More than a friend. I'm sorry I made you feel like a secret. I just figured you wouldn't want word of you hanging out with a drug dealer getting back to your parents."
Butters laughed then, a small, watery laugh that cracked him open completely.
"I like you too, Kenny," he whispered back, voice shaking. "I reckon I have for a long time. I don't care if my parents find out."
Kenny smiled against his forehead.
And for the first time that day—maybe the first time in weeks—butters didn’t feel sick anymore.
He felt seen. He felt wanted.
~
The world outside was still, the wind brushing softly against the windowpane like the night was holding its breath just for them.
Butters sat back on his bed, his hands still curled in the fabric of Kenny’s shirt, heart pounding like it didn’t know how to slow down. Kenny followed him down slowly, the mattress dipping beneath his weight, their knees brushing, breath mingling in the quiet.
Neither of them spoke at first. There was too much in the air between them—too many years of what-ifs and could-bes finally melting away under the weight of a single kiss.
Butters looked at him, his cheeks flushed, eyes wide and unsure.
Kenny’s gaze was gentler than Butters had ever seen it.
“Can I kiss you again?” Kenny whispered, voice barely audible.
Butters nodded, already breathless. “Y-Yeah… please…”
Kenny leaned in, slower this time.
The kiss was deeper now, more certain—like they both knew what it meant. Butters’ hands slipped up around Kenny’s shoulders, holding tight, while Kenny’s thumb brushed soft circles against the side of his neck.
They shifted, inching closer, tangled in hoodies and warmth and quiet breaths. Kenny leaned into him until Butters was gently lowered onto his back, the kiss never breaking. Butters gasped softly when Kenny’s weight settled over him, solid and careful, like he was trying not to press too hard.
It didn’t feel like too much.
It felt like finally.
Their mouths moved together in sync—slow, exploratory, like they were learning each other through every soft pull and slide. Butters arched slightly when Kenny’s hips brushed against his, the friction dizzying and new. He made a small, helpless sound, and Kenny stilled above him, breathing heavy.
“You okay?” Kenny murmured against his lips, voice rough but tender.
Butters nodded, cheeks glowing pink. “Yeah… I—yeah.”
Their foreheads rested together for a moment, breathing in tandem.
Then, Kenny kissed him again, and this time Butters kissed back harder, a little bolder. Their hands found places to hold—hip, back, neck—gripping, grounding. The motion between them grew needier, gentle rocking, lips trailing between kisses.
It wasn’t just about the heat, though it was there.
It was about being wanted.
About being seen.
Butters felt like he could finally breathe, even with Kenny’s weight on top of him.
Eventually, they slowed, the urgency fading into soft touches and slow kisses, foreheads pressed close.
Kenny smiled, lips barely brushing Butters’ skin.
“Remind me why we waited so long?” he whispered.
Butters laughed, breathless. “'Cause we’re dumb boys, I guess.”
Kenny kissed the corner of his mouth, then his cheek, then his temple.
Butters wrapped his arms around Kenny’s waist and didn’t let go.