This work is purely fictional. It is simply a figment of my imagination. Names and characters in the story are of my own design. It is placed here simply for entertainment value. M b 1st bear WM

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Uncle Bob: Beginnings, Pt 1 byt Richard Stuffer

I remember the first time I experienced, years earlier, something I shouldn't have known until many years later. Of course, at the time, I was too young to fully realize what I was experiencing. It felt as if I were doing something 'naughty.' Naughty in the sense that if my parents knew I would be punished. However, since I was doing this 'naughty' thing with an adult it couldn't be naughty, could it ? I had been raised to always respect my elders and never to talk back to them. My parents were very stern in that respect.

Anyway, to get on with my story. It happened in Elementary school. It was at the end of the day and I was preparing to go the the after-school center for playtime. Normally, I would remain there until my mother or friend's mother would pick me and my friend up. My friend was out sick that day so I expected not to have a good time in after-care until my mom arrived. I felt the need to pee and as I reached the first floor and decided to go to the bathroom. I took my pee and upon exciting the bathroom saw the custodian dust-mopping the floor. His name was Mr. Cushing. All the adults at school called him Max and so did we since he seemed to like that. He was always friendly unless you messed up his freshly washed floor.

We said hi to each other. Then he asked why I wasn't outside with my friends in aftercare. I told him about my sick friend and that I would just be waiting in aftercare for my mom to pick me up. It would seem like forever for my mom to arrive without my best friend to hang out with and play. I was kind of down in spirit.

He said that he was finished for now with his mopping duties and would I like to go with him to show me something. I thought nothing of it but was glad to find something to occupy me while I waited for my mom to come. He said he needed to put his cleaning supplies away and for me to come with him. He unlocked a closet and placed his cleaning supplies inside and locked it again. He said for me to follow him. He took me to the basement of the school. I had never been there before and was surprised and a bit scared by the machinery, dust and sounds. He told me this was the electricity and plumbing and ventilation for the school. I didn't fully understand but wasn't too interested in the details. I was amazed at all the machinery and such that was there.

We walked through the basement and came to a stairway on the other end. We went up the stairs and he said he wanted to show me his office. He unlocked a door and we went in. It wasn't a big room, but had an old wooden desk, chair, some books , a small tv and what looked like a small sofa (loveseat) and a fan. The air felt very warm. Max then switched on the fan and sat at his desk. He said something about how hot it was and unbuttoned about 3 buttons of his dark green uniform shirt. He took his handkerchief and started wiping his face and neck and upper chest to dry his sweat.

He said, “Man it's hot!! . I am parched. I am going to have a beer. Would you like a soda? “ When I nodded, he bent down next to the desk and opened what turned out to be a little cube-shaped refrigerator. He popped open the beer and soda and said we should sit on the sofa. We sat on the sofa and he turned on the TV. He put on the cartoon channel and I started watching. We were sitting very close to each other on that small sofa. I became interested in the cartoons.

After a few minutes, I noticed Max,who was sitting on my right, had his left arm resting against my left hip. Then I noticed his fingers were moving gently...sort of stroking my hip through my clothes. When I turned my head to look at him, I noticed his shirt was now fully unbuttoned. I could now see a lot or brownish-black and some grey hair through the spread halves of his shirt. I couldn't recall ever seeing a man's chest so close before or one so hairy. When I looked up at him, I saw he was looking at me.

He said, “ This beer and this fan aren't cooling me off yet. It's this darned humidity!. I'm gonna have to make myself comfortable. This uniform material is durable but not lightweight and is keeping me warm. You don't mind if I make myself comfortable, do you, Phil? “, he asked.

I just looked at him but didn't say anything, He then stood up and pulled his unbuttoned shirt out of his pants and took it off. I saw now that the hair covered all of his chest, and most of his belly and thinned out along his sides. He then kicked off his shoes and moved away to take off his pants. I could see that he had some hair on this back. It was the same brownish-black as on his chest, but not as thick. I could see his pinkish-white skin through all of his back hair...unlike his chest.

He placed his shirt and pants on the back of the wooden desk chair. I noticed that his legs had quite a bit of hair, too. I never thought of it before, but I didn't know men could be so hairy all over. I knew they could have hairy arms and hairy lower legs and even hairy faces but I never imagined about hair in other places.

He was now only wearing underwear. They were boxer shorts but not like my dad wore. Max's boxers were much trimmer than my dad's. Max's shorts were below his belly button, which was hair-filled, and the legs of the shorts were not as long as those on my dad's shorts. I found out this is what is called 'sporty boxer' shorts meaning the are shorter in length, snugger fitting and have a much shorter inseam on the legs.

He came and sat next to me again. I went back to watching the cartoons on the tv. After a few minutes, I noticed again that Max's hand was gently rubbing and stroking my left hip but that now he had managed to get his fingers up under the end of my shirt. It wasn't quite ticklish but made me feel relaxed in some way. I looked at Max and he just smiled back at me.

When I turned my head to look at the tv again, I noticed that something was peeking out from the leg of Max's shorts. I wasn't sure what it was and pretended to look at the TV but would sneak looks at Max's shorts leg.

I wasn't scared but somehow felt that this was 'naughty' in some way. But then how could it be naughty? Max was an adult (43 at the time, I found out later) and adults didn't like kids to do naughty things.

Anyway, I continued to sit next to Max and alternate between watching the cartoon and the thing sticking out of his shorts leg. All the while, Max was gently stroking my waist under my shirt on the left side. I liked the way it felt and noticed that he was putting more of his hand under my shirt. I wasn't sure, but as I alternated between the TV and Max's shorts leg I thought more of him was peeking out of the leg. I wasn't sure what it was but it had a lot of soft, pink skin on it. I had never seen an adult like this before and couldn't equate what was sticking out of Max's shorts with what I had in between my legs. Max's looked totally different....much thicker, and I supposed much longer since not much was sticking out of the leg (yet) but it was almost as big as my peter.

This went on for some minutes with Max slowly putting more of his hand under my shirt and gently rubbing and stroking my belly. I looked up at him as he was smiling at me.

He said, “This is nice. This feels so nice, Phil. Do you mind if I touch you?”

I grinned and said I didn't mind. I told him I liked it and that it felt fine to me.

Max smiled more broadly and said, “Would you like to make me feel good too, Phil? It would be a nice thing to do, to return a favor. It would be nice if you made me feel good too. Will you do that for me, Phil? “

When I nodded yes, he said, “Just put your hand on my leg and gently move it back and forth like I am doing to your belly. OK, Phil?”

I gently placed my hand on his left thigh and gently moved it back and forth through the brownish-black hair there.

Oooh, that feels good, Phil. Yes, keep doing that. It makes me feel so good. See, you're making me feel good like I am doing to you. Doesn't this feel good, Phil?”, he asked.

I nodded yes and smiled at him. It was feeling good. I liked the way Max was rubbing my belly. I liked knowing that he liked the way I was making him feel. I also noticed that more of him was peeking out of his shorts leg now but still it wasn't all of it. I could see a mound had formed in his shorts but his whole head had not yet come out of the pants leg

We continued this for some minutes and Max's hand would go higher under my shirt and then started pushing its way below the waistband of my shorts. I continued to stroke his thigh and liked the feeling of his hand on my belly. Soon, I felt Max's hand touch the base of my peter. No one had ever done that before but this couldn't be naughty because Max was doing it. Slowly he advanced down further and I felt him gently hold my peter. The warmth of his hand felt nice and I liked it. He put his hands over my peter and then went lower and took my little balls into his hand as well. His hand felt warm on my little balls and peter.

He said, “Doesn't my hand feel good there, Phil? Don't you like the way it feels? Wouldn't you like to make me feel just as good as you? Would you do that for me, Phil?”

When I nodded yes he said to put my hand through the fly opening in his shorts. When I put my hand in I felt a lot of wiry hair and then an thickness that I couldn't equate to my little peter. After all, I had never done anything like this before and had never seen a grown man's peter, so I was a little naïve and dumbstruck as to what that thick thing in Max's shorts could be.

He moaned when I put my hand in his shorts. He said, “Oooh that feels good, Phil. Your hand is so soft and gentle and warm. It makes me feel very good. You're a good boy, Phil. Go ahead, move your hand around in there. Feel everywhere you like. Play with what you feel in there. Don't worry, it won't bite. It feels fine to me, Phil. You want to make Max feel good, don't you?”

I nodded yes and continued to move my hand through the thick, wiry hair and wrapped a finger around the thickness I felt coming out of the hair. This was like a game. I liked this game. It was fun and I liked moving my hand down there and feeling the thick hair, the heat and skin and slight sweat of what was in Max's shorts. Max now had his hand in my shorts and was holding both my little balls and my peter and rubbing and massaging them in his firm, warm hand.

I lost interest in the cartoons and continued to move my hand around in Max's shorts. Soon, I felt two big things like stones in his shorts. They were hard and felt like eggs but with a soft covering. I brushed my hand over them and felt hair tickle my hand as I stroked Max's two eggs. The mound in his shorts seemed to get bigger and he starting moaning.

He said, “Do you like this game, Phil? I do. I think this game makes you feel really good. Don't you, Phil? Doesn't this game make you feel real good? “

When I smiled and nodded yes, Max asked, “ Would you like to see what you're playing with in my shorts, Phil? Would you like to see what is making me feel so good?”

When I replied yes, Max said, “OK, I am gonna lay back against the sofa, lift my butt up and I want you to stand in front of me and pull off my shorts. OK, Phil?”

Without waiting for my answer, he took his hand out of my shorts and nudged me to stand up . I stood in front of Max and he lay back and lifted his butt off the sofa. I grabbed the waistband of his shorts and pulled them down to his feet.

I couldn't believe all the wiry hair Max had there. Nor could I believe that the thickness I felt was Max's peter! It was so thick! So long! There was this big hairy lump hanging down under his peter. I stood there with my eyes wide in amazement. My peter and balls were so little and had no hair whatever. I couldn't believe Max and I had the same things between our legs.

Surprised, Phil? That's what you were playing with inside my shorts”, he laughed. “Do you like what you see? Do you want to play more?”, he asked.

I couldn't believe all the thick, brownish-black hair, the thickness of his peter and the big hairy lump hanging down between his opened legs. I moved in close and Max spread his legs, I got as close as I could and just looked at all of it. I had never seen anything like it. I felt as if I were hypnotized. Hypnotized by Max's big peter and balls and hairiness.

He said, “Don't you want to play some more? Don't you want to make Max feel good again? Don't worry, it won't hurt you. Don't be frightened by what you see. I would like for you to play with it some more, Phil. Please play with it for me. I want you to make me feel good again. Won't you do that for me, Phil?” he asked.

I slowly and gently put my hand on his thickness. He moaned a bit at my touch and said, “Hold it in your hand, Phil. Rub it up and down a bit for me. Please, Phil”, he pleaded

I took his thick peter in my hand. My hand wouldn't fit all around it. I started gently rubbing his peter back and forth. He said to rub it more, harder. After a minute, he pushed my hand away and started rubbing his cock....moving his hand a few inches back and forth along it thickness. He took his hand away and told me to rub his thickness like he had.

I rubbed his thickness like he showed me and he started moaning. Then he took his hand and put it on mine and made us rub his thickness harder and with longer strokes to and fro.

Max said, “When you rub it towards this end that is the forward stroke. When you rub it towards the hairy end, that is the backstroke. Can you remember that, Phil? Try to remember that, OK? I will tell you what to do to make Max feel great. OK?”

I noticed that the skin on the end was opening more and more and moving back as we stroked his thickness.

Aaahhhh, that's it, Phil. Yeah, stroke my cock. Stroke my cock good and long. It feels great , Phil. You're making Max very happy with this game. Stroke it harder and longer. Don't worry, you won't hurt me. I'll tell you if you hurt me. Go ahead, Phil, play with my hot, hard cock.”

I didn't fully understand what I was doing, but it seemed to make Max happy. That he was telling me to do it more and harder must have meant that it wasn't wrong, especially the way Max was happily encouraging me.

Faster! Longer strokes!”, Max exclaimed. His 'cock', as he called it, was so big and thick and didn't look exactly like my circumcised peter. My peter had a knob at the end while Max's had a looser, sliding skin on the end of it.

So, heeding an adult as I was raised to do, I continued to stroke Max's cock. He seemed to really be enjoying whatever I was doing. He said he would tell me if I hurt him so I continued to rub his cock with faster and longer strokes. His cock felt hard as steel in my hand and yet I could pull the skin backwards and forwards as he encouraged me to do. I kept stroking longer and longer strokes and noticed that the skin at the end of his cock was uncovering more and more of a wet, brightly pink end. Yet, as I continued to stroke longer and saw the pink end come out more and more Max never said it hurt him or to slow down or stroke shorter.

Max was breathing very fast and kind of pushing himself up and down and his cock more and more into my hand as I continued to stroke. His cock was getting redder and I couldn't believe this was not painful to Max, but he never said anything about doing it gentler.

Keep stroking it that fast, Phil! Make your strokes longer! I still have some skin on my shaft that you can pull back farther. Keep stroking and pulling that skin farther back! It feels so good, Phil. it feels great!”, he exclaimed.

Being an obedient little boy, I did as I was told. I continued to stroke Max's cock as fast as I had been, but now pulled my hand on his cock closer to this body, to the wiry hairy end of his cock. He was moaning rapidly now. Since he didn't tell me to go easier or slower, I continued pulling his skin toward the hairy end of his cock on the backward stroke.

He was breathing very fast, and sometimes his breath sounded like he was hissing. He was sort of biting his lip and breathing through his teeth as he made this hissing sound.

Oh, yes! Oh, yes! Just a little bit more and I am going to make it! Yeahhh!! Keep going, Phil, keep those long strokes going! I am gonna pop any minute now! Oooooeeeee!! This feels fabulous!”, Max said huskily.

I continued to long stroke Max as he breathed and hissed and moaned. I continued to pull the skin farther back towards the hairy end. After just a few strokes, I saw the skin on the other end sort of curl and move backwards a bit. Still, Max didn't say anything. He just kept breathing very hard and fast and hissing through his teeth.

Oh, yeah! More! Longer strokes! You can go longer, yet, Phil. Make your backstrokes longer. Oh, man I am ready to pop my cork any second. I am gonna shoot like a fountain! Just keep doing what you're doing but make your backstrokes longer! I want my skin pulled all the way back, Phil. I want my head fully exposed. Do that for me, Phil! Pull my skin all the way back! Don't worry, it doesn't hurt. It feels great! You're making me feel great, Phil.

So, I continued to make longer rubs on what Max called the backstroke...toward the hairy end of his cock ( I liked that word better than 'peter' and planned to ask Max about it, sometime.) I kept looking at the big, wet, brightly pink-red end of Max's cock as I continued to rub and pull his skin farther back. He was moaning and groaning a lot now, breathing very fast, as if he had run a long distance. He kept sort of jumping up and down in his seat as I continued to stroke his cock. (I liked that word 'cock' and thinking of Max's peter as a cock.) I had never seen a cock like this before. I had only seen my friend's peter when we pissed side by side in the boys' room at school. Neither my nor my friend's peter looked anything like Max's. Our peters were much thinner, smaller and much, much smoother than what I was seeing and feeling between Max's legs. The only places my friend and I had hair was on our heads. There was also a 'hairy' and a slightly sweaty smell to Max which I found interesting.

Anyway, I followed Max's directions and continued to do longer backstrokes, just like he taught me. I couldn't believe how long and thick Max's cock was. I didn't understand why his cock looked different from the two I had seen up to that time. Yet, although it looked different and had a strange hard-yet-soft and warm feel to it I was enjoying making Max feel good.

I didn't want Max to get angry with me so I continued to rub his cock and paid particular attention to the backstrokes. Soon my hand was hitting the hairy end of his cock and couldn't go any further. Max hissed and continued to hiss and jump up and down in his seat as my hand hit the wiry, hairy end of his cock.

Oh, geez!! Oh, yeah! Oooollll, yesssss! Keep that up, Phil. Keep doing exactly what you're doing! Don't stop! Yessssss, oh yes, Phil!!! Yeahhh, go, boy, go!!!!” , Max yelled.

I continued bumping my hand against Max's belly at the hairy end of his cock. I noticed now that all the extra skin seemed to disappear. The other end was plump and bright red and had a ridge on it. Now the red end looked something like mine and my friends cock but the knob was much bigger, thicker and redder than either of the two cocks I had seen up to this time. The skin below the ridge looked very red and wet and had a lot of squiggly blue lines in it. His cock seemed to get harder and fatter in my hand. Yet, Max was moaning and groaning and hissing and jumping up and down in his seat very rapidly now.

Oh, yeah! I am about to shoot! I feel it rumbling in my balls, Phil! Oh, yes. I am going cum something fierce. Oh, yeahhhh! Oooooeeeee, lord! Yes! Yes! Yes! Go! Go! Go!, Max exclaimed.

Suddenly, something shot out of his cock. It looked like vanilla pudding or mayonnaise to me. It shot out like a bullet. It was so fast, it flew past me as a blur. Then more of these spurts of pudding occurred one after the other. I relaxed my hand a bit but Max quickly put his hand over mine. His hand made me hold his cock tighter and continue to stroke rapidly and long so that our hands hit his hairy belly repeatedly. I wasn't sure what was happening. The first shot surprised me and I instinctively relaxed my hand and tried to move away. Max's hand on mine meant I couldn't get away. More of that pudding shot out of Max's cock.

Max was grunting and groaning as his cock shot more bullet-like spurts of his pudding. After about four spurts the fifth one landed on my shoulder, and the others hit me in my chest and stomach on my white shirt. After what must have been the eighth or ninth spurt, the pudding starting falling on the floor. Max and I continued to stroke his cock until the spurts seemed to stop. There were three spots on my shirt and some spots on the floor.

When the spurts stopped, Max continued to hold my hand on his cock. It felt so warm in my hand. He just sat there, laying back and breathing hard and looking at me as we held his cock. Finally, after about a minute of two, he released my hand. I stepped back a bit and just looked at Max as he tried to catch his breath. It didn't look like he could speak yet. I was a bit frightened. I didn't know what had happened to him.

Max laid his head back and closed his eyes. He still had his hand on his cock. Finally, he took his hand away and I could see a drop of his pudding hanging on the tip of his wet, red end. I just stood there looking at Max and his cock with the pudding on the end. I didn't know what I was supposed to do and waited for Max to say something.

Finally, Max raised his head and said, “Whoooeeee!!! That was the best cum I've had in a long time! Man, that was great! Oh man, my balls are surely drained now.“

I stood there and watched Max as his breathing seemed to slow down. I noticed also that his cock didn't look as big as it did a few minutes earlier. It seemed to be less thicker and starting to bend towards the floor some.

Max reached over a got one of his cleaning rags and wiped his pudding drops from the floor. I walked closer to him and asked, “Max, what is that? Is that vanilla pudding?”

He laughed a bit and said, “No, kiddo. That's not pudding. That's more like milk.”

Milk? I have never seen milk like that before!”, I said.

It's a special kind of milk only men have”, he said. “A boy knows he's becoming a man when he can make this special kind of milk. “

But I didn't hear you call it milk, before. You called it something else. What did you call it? “, I asked.

Man's milk has different names. Some guys call it by a different name. Some call it cum, others sperm, still others cream or splooge or goo. Whatever it's called, it's all the same thing. You will make man milk when you're older. You will like when you can make your own milk”, Max said to me.

Really? I will be able to make milk like you do someday, Max? Can you drink this milk, Max?”, I asked.

Max chuckled a bit at this and said, “Oh, yes. You can drink man's milk. Plenty of men and women drink man's milk. But, Phil, man's milk doesn't taste like the milk you know. It's not like the milk you have with your cereal. It tastes different and feels different in your mouth. You might not like it Not at this age. Not everyone likes it. Some never grow to like it.”

By this time the last drop of pudding, or cum as Max called it, had dropped off the end of his cock. I was fascinated by what I had just seen and was amazed to learn that men had milk. I thought only cows and goats had milk. Max wiped the end of his cock with the cleaning rag he held in his hand.

I was peering into Max's eyes as he told me about man's milk. Now when he wiped his cock I noticed that it was much smaller, thinner and was drooping down towards the floor. Max smiled and said, “You have any more questions, Phil? We don't have much time left before your mom gets here. If you have more questions I will answer them as I dress and freshen you up in time for your mom, OK?”, he asked.

Yes, Max. I have more questions. I call my thing a peter. You called yours something else. And why does your peter look smaller and softer now than it did before? “

Phil, we don't have enough time to answer all your questions now. Your mom will arrive soon. If you'd like to learn more, I will be happy to answer your questions and teach you anything you want to know. will have to be another time. One more thing, Phil, and this is very important. If you want to play this game again with me you will have to promise not to tell anyone. You hear me? You cannot tell any of your friends, not your mom or your dad, not your brothers or sisters, or anyone! I will know if you have told anyone and we won't play this game ever again, you hear me? You want to play this game again, don't you?, Phil?”, asked Max.

Oh yes, Max! I like this game! I want to play it again. Can we play it again, Max? Can we?”, I asked excitedly.

Max said, “Sure, Phil. We can play this game again. We can play it as long as you want. As long as you don't tell about our game to anyone, and I mean anyone, we can have lots of fun together whenever you want. I will answer all your questions about the game and any other things you want to know. It all depends on you keeping our game a secret. Ok?”

Oh, Max, I promise! I won't tell anyone! I won't even tell my best friend. I want to play this game again. It is like no other game I have ever played. I want to play more and learn more about it. When can we play this game again?”, I eagerly asked

We can play this game whenever you want, Phil. But, we have to be careful We can't let others know about our secret game. Once others find out about our secret game we will not be able to play anymore. So, it's very important you never tell anyone about our game and as long as you do we can play whenever you like and whenever it will not cause others to worry where you might your teachers, parents, friends. This is a very special game between the two of us and we have to work hard at keeping it a secret between ourselves. As long as we keep it between the two of us we can play. So, if you see me in the halls working and no one else is nearby you can tell me you want to play that day and we will! We cannot play everyday, though. You have your aftercare and your best friend after school. So, if you take a restroom break from class and see me in the halls you let me know if you want to play that day and tell your friend a story why you cannot play with him in aftercare. Ok, Phil? You understand me?”, he asked.

Yes, I understand you, Max. When I see you I will ask if we can play that day. But, if I want to play and don't see you in the halls can I come here to look for you? Would that be okay, Max?”, I asked.

Yes, that would be okay, Phil. But you can't let anyone see you come to my office. They will ask why you are here and why you are looking for me. That may cause our games to stop. So, Phil, you will have to be careful and sneaky and not let your friends, the teachers, or your parents know that you are playing games with me instead of playing in aftercare. Can you do that, Phil?', he asked earnestly.

Oh, yes. I promise, Max! Cross my heart and hope to die if I let anyone find out about our games. I like this game, Max. I want to play it again. I won't tell anyone, Max! I won't!”, I exclaimed.

Okay, pal. We will play our game again very soon. Next time you can ask anything you want. I will answer all your questions. Whatever you want to know just ask your best pal, Max. Okay? Now, we better get you straightened up and have you waiting outside in aftercare for your mom's arrival. If she asks about the stains on your shirt, tell her they are from a friend's ice cream cone that you got a taste of, okay? Now, let's make sure no one's around as we go into the hallway. Go into the boys' room and wash your hands or something and then go to the aftercare area to wait for your mom, okay? We will see each other at school and we will make plans for our next game, OK Phil?”, he ended.

Okay, Max. I can't wait to play this game again. I hope it's soon”, I eagerly said.


So, readers, this is the first account of my sex with an adult. Stay tuned for the next episode of sex with Max, the custodian. Let me know what you think of the story so far. Thanks.