Disclaimer: I don't own the rights to Rocket Power. Those belong to Nickelodeon this story is purely for fun and not meant for profit. Contains sexual situations. The characters in this story are all 10 years old. If this offends you don't read the story.

                                                                       Rocket Power
                                        Sucking Squids Tentacle                                                
Samuel Dullard stood in the shower with a blank yet happy look on his face, the warm water running over his hairless 10 year old body. He didn't get much time to think these days and even less time to be naked. In fact his showers where the only time he got to be naked.
"Sam are you all right in there?"
"Yes mother I'll be out in a minute mother"
Sam had gone through several sexual revelations since his incident with Otto at the beach. He had discovered the pleasure of touching his little penis in the shower and realized it was even better what it was hard.
"Sam are you sure you're all right?"
"Yes mother"
With a sigh Sam turned off the shower and stepped out. He dried himself, slipped on his white briefs and returned to his room.
"Sam phone call" his mother shouted up the stairs.
"Go it"
"Hey Squid what ya doing."
"Nothing really"
"You want to come over?"
Sam's face lit up like a Christmas tree.
"That sounds great Otto."
"See ya in a few minutes then?"
"Yea bye"
Sam hung up the phone and went over to his closet. He pulled on a brown shirt with an N on it and some blue jeans grabbed his keys and headed over to Otto's

Otto Rocket hung up the phone and sat up on his bed. He was a little apprehensive about what he had planned but knew it had to be done. Otto knew that Sam had enjoyed that brief moment on the beach when his penis was in his mouth. Otto had enjoyed it too. However he also knew that Sam's shy personality would prevent him from discussing it let alone repeating the incident. If Otto wanted to experience that again he would have to lead the way. The doorbell rang and Otto ran to get it.

Sam rang the doorbell and waited for Otto to answer. Sam was still a little nervous about hanging out with Otto after what happened at the beach. Even though Otto hadn't acted any different around him lately Sam still would have liked to know how he felt about the incident. He had planned to talk to Otto about it several times but he just couldn't bring himself to do it. He was hoping Otto might bring it up but so far Otto had been just as silent on the subject as him. Otto opened the door and invited him in.
"So squid what's new?"
"Nothing really. I'm still working on that computer game."
"So you up for some Mario Kart!"
"You bet ya"
Sam followed Otto up to his room where he had has Nintendo 64 set up in front of his tv. As soon as Otto entered his room he started stripping. He took of his yellow shirt and threw it across the room on the chair. Then he dropped his red shorts to his ankles and stepped out of them. Finally he pulled his Johnny Lightning briefs off stepping out of them on leg at a time.
Sam tried to say something but found his voice gone. He never realized how attracted he was to Otto's body. His red hair stood out against the rest of his tan body. His butt cheeks where perfectly round and just a little lighter than the rest of his skin.
" You like what you see?" Otto touched his finger to his ass and made a sizzling sound
"No what do you think I am gay?"
"Relax Squid I was just teasing."
"Why don't you join me? I know you love being naked."
"No I don't! Why would you say that?"
"Sam I was at the beach with you I saw how much you enjoyed it. Common you don't have to be shy around me"
Sam actually did like being naked but Otto's body had made him about as hard as a steel pole and he was more than a little embarrassed about it.
Otto looked down at Sam's crotch and saw the problem.
"You're stiffie is what your embarrassed about? It no big deal dude I get them all the time."
Otto took his penis in his hand. He pulled the foreskin back and began to rub the head and instantly the hairless 2 inch penis sprang to life sticking out like a sword.
"See it's no big deal we all get them."
"Well I guess you right thanks for being such a good friend Otto"
Hey what are friends for.
Sam pulled his gray shirt over his head tossing it in the corner. He then dropped his pants to his ankles and stepped out of them leaving him in his tight white briefs. He shyly pulled his briefs down to his ankles and stepped out of them one foot at a time. His 3 inch hairless boner popped up as if it was on a spring and pointed strait forward.
Otto stared at Sam with a fondness he had never felt towards him before. He loved his pure blond hair and his creamy white skin. Especially the skin his underwear covered which was ever whiter than the rest. His 3 inch cut penis looked so cute sticking out and Otto was sure it had just turned his soft dick into a full blown stiffi.
"See don't you feel better!"
"I guess so" Sam said shyly.
"Good now I can kick your butt in Mario Kart" Otto said
"Well see about that"
Otto noticed that after a few rounds of Mario Karts Sam's penis had gone back to its flaccid position dropping downward. However Otto's penis was as hard as ever. As the boys started a fifth round Otto made his move. He took his head and put it in between Sam's leg and his raised arm.  Now that he had access to Sam's crotch he opened his mouth positioned himself and with his mind made up took Sam's 3 inch boyhood into his mouth.
Sam had a strange yet familiar feeling of something slimy on his penis. He looked down for a second and confirmed his suspicion. Otto's head was buried in his crotch and he began to suck away.
Sam dropped the controller as Otto began to suck. Sam never dreamed that anything could feel this good. Otto began swirling his tongue around Sam's penis and Sam couldn't help but fall backwards. Lying on his back Sam felt a pressure sensation begin to build at the base of his penis. As Otto sucked it rose slowly up his shaft until finally it exploded.
Sam's body went rigid and then limp and for a few seconds it seemed as if all his worldly troubles had vanished. This euphoric and happy state lasted only a few seconds and Sam came back to earth with a concerned Otto hovering over him.
"That was awesome"
"What happened? Your entire body went rigid and then you looked dazed."
"I don't know how to explain it. When you where sucking me I had this feeling of pressure in my penis. As you continued to suck it traveled up my shaft and when it got to the tip it felt like something exploded out of my pee hole and I  got hit with this euphoric feeling. It was like all my worldly troubles had just vanished and I could be completely and utterly happy."
"Wow that sound asusome."
"It was"
Otto checked his mouth but as he thought nothing had come out of Sam's pee hole.
Sam looked at Otto's face. He could see that Otto was thinking about what he had said and could see that Otto wanted to experience it bad.
"Otto do you want me to suck your penis?"
"Only if you want to. I don't want to pressure you into anything."
"Id do anything for you Otto and I can see how much you really want this."
"Are you sure you want to do this Sam?"
"I'm positive. If you did it for me than ill do it for you."

Sam looked at Otto's little pecker. It was standing strait out at 3 inches the foreskin still parshilly covering the head. Sam lowered his head and took the whole thing in his mouth.
Sam took Otto's penis in his mouth and started sucking. He slowly moved the foreskin all the way back with his tongue and he swore he felt Otto's penis vibrate. As he swirled his tongue around Otto's penis he felt him begin to tense up and a few seconds later he felt him tighten up then relax.
For the first time in his life Otto felt the sensation of having his penis in someone's mouth and he had never imagined that anything could be as pleasurable as this. Sam started to swirl his tongue around Otto's pecker and Otto almost fell over. Otto felt pressure began to build at the base of his penis and as Sam swirled his tongue faster and faster the pressure started rising up his shaft until he felt it explode out his pee hole. He felt himself collapse back. For a second he was in a euphoric state he never thought possible. It was as if all his worldly troubles had been lifted and for the first time in his life he could be completely happy.
"So what did you think?" Sam said
Otto jumped up and hugged Sam tightly whispering
"I love you" in his ear.

Ray Rocket walked in the door to his house. There were hardly any customers at the shack today so he decided to leave a little early so he could spend some time with his son.
He walked upstairs and heard moaning noises coming from Otto's room. He peeked in the door and to his surprise he saw Sam Dullard sucking Otto's penis. Ray stepped back smiling and thought how fast Otto had grown. He couldn't believe it was time to have the talk with Otto.

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