Date: Thu, 12 Jun 2003 11:38:31 -0400 From: John Smith Subject: Military Encounters #2; Encounter At The Beach This is the second installment of fictional stories set in locations I actually was stationed at during my military career. As stated, the events and characters are fictional, the events never happened and the characters, with a few exceptions, don't exist. Some of the characters are based on people I knew and maybe even fantasized about. I just want to make it clear, I have NO reason to believe any of them were gay, bi, or ever thought about sex with another guy. This story contains detailed descriptions of sex between guys of varying ages. If you are offended by this type story, don't read it. Otherwise, hope you enjoy it. Military Encounters; Encounter at the beach. The year was 2002. I was stationed at Tyndall Air Force Base, near Panama City, Florida. I was a Major, flying F-16's. My name is Keith Mathews, but most of my fellow pilots knew me by my call-sign "Baron", after The Red Baron..Manfred von Richthofen of WW I fame. I was 35 years old, just a little over 6 feet tall. I weighed 170 lbs, had black hair, sprinkled with flecks of grey, light blue eyes, and I had a moustache, which I reluctantly kept trimmed to meet strict Air Force standards. I was in great shape from actively participating in sports, and I worked out at the gym three times a week to keep my trim body toned. I had some leave time accumulated, so I decided to take a couple of weeks and drive down to Miami Beach, hoping to relax and maybe enjoy some M2M sex. My parents owned a beach front time-share condo there, and allowed me to use it whenever I wanted to get away for a while. The unit was on the third floor of a multi-level building. It had two bedrooms, a full kitchen, dining area, and a nice size living room that opened onto a covered balcony overlooking the Atlantic Ocean. All necessities were furnished, so I only had to bring whatever food I wanted and of course, I brought plenty of booze; lots of beer, a few bottles of my favorite wines to enjoy with meals, and several bottles of Amaretto for after dinner. I checked in on Saturday, stocked the pantry and fridge, then changed into my swimsuit to catch a little afternoon sun on the beach. The beach was fantastic along this strip of Florida's east coast. The sand was so white, it looked like salt and "squeeked" underneath your feet. The water was a greenish color close to shore, but turned azure blue a little farther out. The beach was not too crowded, since many of the guests hadn't yet checked in. There were plenty of places to spread out my beach towell. I lay back and soon fell under the spell of the quiet serenity, smelling the salt air and listening to the surf as the waves broke upon the shore. The beer in my cooler was ice cold and tasted wonderful. I had been there perhaps thirty minutes when a young couple with two kids parked their towells, cooler and large umbrella about 20 feet from me. The woman looked to be in her mid twenties, blonde hair pulled back in a ponytail, and about 5' 5", 110 lbs. She revealed a nice body in a skimpy bikini as she took off her short coverup. Her husband I guessed to be maybe late twenties, maybe even 30, about 5' 10", 150 lbs, with thick dark brown hair that was nicely styled. He wore it a little long, covering his ears and just reaching the bottom of his neck. As he peeled off his bermuda shorts, he wore a very small Speedo that showed a nicely formed crotch. He had a nice looking chest covered with a light sprinkling of hair, and a great set of abs. He was deeply tanned and looked like he spent a lot of time outdoors. Definitely a hottie...but VERY married. The two kids, both boys, were about 5-6 years old and favored their mother. The two touseled-haired lads immediately grabbed Mom and dragged her down to the water. The guy stayed behind to spread out the beach towells and set up the umbrella. He glanced up and saw me looking. He smiled and waved a greeting, which I returned. Over the course of the next couple of hours he and his wife alternated watching the kids while the other stretched out to enjoy the warmth of the Florida sun. A couple of times when he was resting on his elbows to supervise the kids, his wife was stretched out on her stomach with her face buried in her crossed arms. I noticed his gaze would wander every so often and he appeared to be checking me out, or at least I wanted to think he was. I was on my back and I discreetly reached down and adjusted my equipment. My cock is not huge, only about 5 1/2-6 inches, cut and 5 inches in circumference. I thought I saw him lick his lips, but I wasn't sure. After another half hour, I had soaked up enough sun for one day and got up to leave. I saw that the family was also packing their things. They walked toward the condos that lined this part of the beach and I was pleasantly surprised to see them go up to a first floor door in the same building I was in. The Time Share management had various activities planned for every day and night to make their guest's stay as pleasant as possible. The first night was a social to sort of get to know each other. They had a decent spread of drinks and snacks available on tables set up in the ground level party room. I had a beer and filled a plate with different cheeses spread over crackers and mingled among the crowd. I spoke to several guests exchanging the typical name, where we were from, and what did we do for a living conversation. There were several guys that looked like they might be in the same sort of fun as me. I made sure we knew what room we were in, just in case. As I went back to get another drink, I saw the young father from earlier, standing at the bar. I walked up beside him and, when the bartender looked my way, asked for another beer. "Hey, didn't I see you on the beach earlier this afternoon?" He asked. His voice was pleasant and he still had that killer smile. "Yeah, I remember" I replied, trying to sound innocent. "You were with your wife and two boys, right?" "That's right. Judy and the boys got a little too much sun. They aren't as used to being out in it as me. I left them in the room to rest up." He introduced himself as Brent Woodsen, from Atlanta. He was a sales rep for a large sporting goods firm. "I travel a lot, so this is the first chance we've had for a family vacation in two years. The next two weeks will probably have to last another couple of years. "Keith Mathews. Must be rough being gone so much" I said "You've got a nice tan for someone on the road a lot". "Much of my business takes place outdoors...you know, on the golf course or tennis courts. I get a chance to go to the beaches when I'm in a location for a few days." "Your family must miss you" I offered. "I miss them too, but...you have to try to make the best of it...whatever comes up." That statement COULD be taken two ways, but I figured it was just my dirty mind working overtime. We became engaged in a friendly conversation, and I looked him over again. He looked even better up close. I couldn't help wondering what he would look like naked. Brent was fascinated to learn I was a military pilot. "My boys would LOVE to hear a few stories from you" he said "That is, if you wouldn't mind." "Not at all" I replied "We've got two weeks to lay around and enjoy the sights." Besides, this would give me an excuse to get to know them...actually HIM...better. During the next few days, the boys practically adopted me. They wanted to know all about flying. "We love JAG", they remarked gleefully. I didn't bother to tell them Harm was a "Navy" pilot. Keith and Judy seemed delighted the kids had found someone who had the patience to put up with two such bundles of energy. Actually, I kind of enjoyed the hero worship, even though I didn't get to work with someone as beautiful as Catherine Bell, or solve cases in the courtroom. Brent began taking every opportunity to be alone with me and I began to suspect...or at least HOPE...that he was showing more than mere parent's interest. I caught him checking out my crotch and this time I was sure it wasn't accidental. I wore a swimsuit that was small, but no where near as small as his. He would stare directly at my dick and lick his lips nervously. I had to watch out when my dick would betray my thoughts. I could clearly see the outline of Brent's cock in his suit. When Judy and the kids were in the water and it was just the two of us, I'm sure he could see the bulge between my legs. He began openly displaying his barely covered member to me. When his wife and kids would come running back to the towells, he would quickly roll over on his belly and I would cover my lap with a towell. Finally, I got up the nerve to throw out a little bait. I waited until the next time he and I were alone and casually said "I notice you looking at me a lot, Brent. Do you see anything you like?" He blushed thru his tan and stuttered out "Huh...What...Oh...Ah...Er..." "I don't mind. Actually, I'm flattered by the attention. You're a pretty good looking guy yourself." "I...I really didn't realize I was that obvious, but...yeah, I think you're in great shape. That swimsuit looks good on you." "I wish I had the balls to wear something as sexy as that one of yours" I admitted. "It's Judy's idea. She likes to show me off, sorta like advertising what she gets to other people." "Well, it doesn't leave much to the imagination!" I joked. Brent was showing what looked like about 7 inches of rock hard cock now. He looked down at his crotch and grinned guiltily. "Yeah, you're right about that! Traveling with two kids and having them sleeping in the same room with us doesn't give Judy and I much time for anything. I hope you don't mind, but being around you and talking with you affects me somehow." "Don't worry about it. I feel the same way." My dick was tenting my swimsuit, and I saw him lick his lips again as he adjusted his package. "Uh, Brent...I'd like to talk to you...alone. I've been wanting to get something out, but haven't felt comfortable enough with anyone to discuss it." "Sure, why don't you drop by my room if you can make an excuse to get away from Judy and the kids. Stop by anytime." "Thanks, I'll try". We had to discontinue our conversation and cover up as the family approached. We didn't get a chance to talk anymore before it was time to go in. I was laying on the bed about 8 o'clock that night, after returning from eating out for a change. I had showered and dried off and was still wrapped in a towell when there was a light knock at my door. Looking thru the peephole, I opened the door to Brent, standing there. He was dressed in loose fitting shorts and a T-shirt. He looked around nervously before steeping into the room. "Judy and the kids went to get some ice cream and will be back soon, but I thought maybe there would be enough time to talk." "Sit down" I said, pointing to the chair. "What's on your mind?" "Well, I don't know where to start", he stammered. "You've stirred up some strange feelings in me and I'm not sure what to do about them." "What kind of feelings, exactly?" I asked curious to hear the answer. He looked down at his lap as he clasped and unclasped his fingers. "Keith, are you...Have you ever...Ah...Did you ever...Do anything with another guy?" I was amused at his discomfort. I decided to play games with him a little. "Anything like What, with another guy?" "You know...have...SEX?" I leaned back in my chair and looked at him with a blank stare, trying not to jump his bones and scare him out of ten years growth. Brent, however, took my silence for disgust and jumped up to leave. "God, I'm sorry, man. I never should have assumed. I won't bother you again." He headed for the door. Before he could open it, I grabbed him by the arm, spun him around, pinned his back to the door and kissed him! I mean, I really planted one on him! I could see his eyes open wide with shock at the unexpected turn of events. His lips were soft, but stayed closed. When I pulled back, he let out a gasp. "God...When you grabbed me, I thought you were going to punch out my lights. I sure didn't expe...Mmmmpph!" That was all he got out before my lips closed against his again, my tongue searching for admittance. After a few seconds, his eyes closed and his mouth softened and opened, allowing my tongue to slide in and tangle with his. His arms came up around my neck and he moved closer against me. I could feel his cock pressing against my thigh. When we broke the kiss this time, he had a dreamy look on his face. "Oh, man...that really stirs up memories. I had a few affairs with guys in college, but Judy and I got married right after I graduated. We've been married seven years and I haven't given a thought to sex with anyone else in all that time." "What changed your mind" I asked as I began nibbling on the side of his neck. "Mmmmmm...I'm not sure. There was just ...I don't know... Something about you that stirred up my juices. After meeting you and getting to know you better these last few days...I couldn't help but wonder how it would feel...with you." "Why don't we find out?" I whispered in his ear as my hand wandered down from his back, across his hip, and moved to cover his rock hard dick thru his shorts. I began to stroke it gently. "Ooooooooh...God, it's been so long...Ahhhhhh...That feels wonderful." "I know we don't have much time" I said, breathing harder. "Just relax and let me take care of you quickly." I knelt down in front of him as I unbuckled and unzipped his shorts and pulled them down to his ankles. His cock was rigid inside his briefs, and a wet spot had appeared where the head of his rod rubbed against the cloth. I put one hand over his ball sac and covered the wet spot with my mouth, nibbling gently on the throbbing head. "Ohhh...Yesss...Oh, Yessss, Yessss, Yessss! Oh God, Keith!" I knew we were running out of time and I was determined to taste his cock and get him off before sending him back to his wife and kids. I kept squeezing his balls as I reached in the pocket of my shorts that were hanging on the back of the chair. I had brought a good supply of condoms and quickly ripped the foil wrapper open with my teeth. Keith moaned as he saw the little circle of latex. "I can't believe this is happening, but I haven't been this excited for years!" "I'm going to suck your cock, Brent! I want you to lean back, enjoy, and don't try to hold back" He hissed thru his teeth as he felt my hands pull his briefs over his rigid dick. My mouth watered at the sight of what those Speedoes had been hiding. Staring at me, inches away was one of the most beautiful cut cocks I had ever seen. It had to be 7 inches, maybe a fraction over. It had a mushroom head and a thick, smooth shaft that stuck straight out, begging for attention. A thick bush of pubic hair covered the base of his prick. His balls were also hairy and hung down tantalizingly. I kissed the head of his leaking cock. His pre cum tasted sweet. I took about half of his rod in my mouth and bobbed back and forth a few times. "Oh...Oh, God...Oh, God...Your mouth feels so hot!" Brent croaked. I really wished I could suck him off and taste his cum, but these were dangerous times. I always used condoms for any sexual activity now and insisted that my partners did likewise. Reluctantly I slowly backed off and placed the condom over the end of his dick. I had to steady the rigid pole with one hand around the base of the shaft, it was throbbing so hard with every heartbeat. Brent watched intently as I looked up to gaze straight into his eyes, while I rolled the condom over his cock, using my mouth. I use an unlubricated, but flavored condom for oral, even though I would much rather taste the real thing. I felt him draw in a deep breath as I covered the remainder of his dick, until my nose was buried in his bush. "Oooooooh...Your mouth feels so good...You've got it all...It feels much sexier than when Judy sucks me...I don't think she enjoys it...Ohhhh...Yesssss, Keith...I think Judy does it just to please me...Suck it for me...It's all yours', Keith...Take it!" I would normally have taken my time and brought him to the edge several times before letting him cum. Tonight would have to be a 'quickie'. I hoped to have a chance to enjoy him longer another time. Rolling his balls with one hand, I still had the other around the base of his 7 incher as I began bobbing back and forth rapidly. I felt Brent raise up on his toes and glanced up to see him close his eyes and lean his head back. His mouth was slack and he was trying to say something, but only groans came out. I moved my mouth from his dick to his balls, taking each in and sucking gently on the walnut-sized orbs. "Ghaaaaaa...Oh, Yesss...I love that...Play with my balls!" We had been going for only about fifteen minutes, but I wasn't sure how much time we had before Judy and the kids returned. I let his balls slide out of my mouth and went back down on his cock to finish him off. We looked intently into each other's eyes as I started him on the climb to oblivion. "Oh, Yeah...Suck my cock...I can't stand it, it feels so good...You're getting me close...I'm almost there!" He groaned as his hips started jerking. "Mmmmm...Mmmmm...Mmmmm" I mumbled around the hard flesh in my mouth. I sped up my sucking and knew I had him...He was about to lose it. "Unnngh...Yes...Yes...Almost...Don't stop...Please don't stop...Just a little more...Just a...Oh...Oh...That's it...I'm There, Keith...I'm there...I'm cumming...Unngh...Unngh...Cumming...Unngh...Unngh...Unnnngggghhh!" I could feel his cock swell, then start pulsating as his cum blasted into the condom. He was cumming so hard, I could feel the spurts hitting the end of the rubber. I hoped he stopped before he filled it to overflowing, or blew off the tip of the latex. Finally, his ejaculation slowed, then stopped. His cock was still semi hard and I kept sucking the softening shaft, bringing little involuntary jerks and moans from Brent. When I let his cock slip out of my mouth, he almost collapsed to the floor. "My God, Keith, that was...Awesome! I thought the top of my head was going to come off. I've never felt anything so intense or cum so hard before." He removed the condom and tied it off. "I'm glad it was good for you" I said happily "I thoroughly enjoyed it too" as I handed him the trash can to dispose of the rather bulging sheath. As I stood up, Brent saw the tent my rock hard dick was making in my towell. He reached for the knot and undid it, letting the towell fall to the floor. My released cock bobbed between us. He took the shaft in his hand, bringing a gasp from my lips. "What about you, Keith. You haven't got yours yet." "There's not enough time tonight" I said. "But you..." "Hush" I said as I covered his lips with mine. I ran my tongue around the inside of his open mouth, then pulled back saying "I told you, this time was just for you. Don't worry about me." "But I want to return the pleasure. I want to feel your cock in my mouth, too." "If you're serious and want to do this again, we'll have to find someway to take our time and really enjoy all there is to experience." "Oh, yeah! There's no doubt about it" Brent said. "I've found something I've been missing these last seven years and I want some more. I'll work something out." "Great" I said kissing him deeply one more time. "Now, get outta here before your wife and kids get back and wonder where the Hell you've been!" "Yeah...If they only knew" he grinned as I let him out the door. I went into the bathroom to take care of my own needs. It only took about six strokes for my cock to spew out a torrent of cum. I flushed the used condom down the toliet, took a quick shower and hopped in bed. I fell asleep, thinking about sucking that beautiful cock again. The next day on the beach, Brent and the family came out and spread their belongings beside me as usual. He seemed a little bashful as our eyes met. He finished putting sun block on the kids, then on Judy. As he headed down to the water with the boys, I rose and walked after them. The kids were happy to splash around in the shallows, while Brent and I watched over them. He was standing pretty close to me and spoke in a low voice so that only I could hear him. "Keith, I just wanted you to know how great last night was. God, my dick stayed hard all night. Judy felt it and just thought I was horny for her. I should try to make love to her, but with the kids around, it's impossible. I've just got to have more of what you and I did though, and SOON!" I laughed and told him I really enjoyed sucking his cock. "I'm ready for a repeat anytime you are." Then I had an idea. "Brent, maybe I can help you two. If you would allow it, I could take the boys out to Homestead for the day." (Homestead is an Air Force Base, just south of Miami). "The squadron Commander is an old friend of mine. We flew together in the Gulf war. I'm sure he wouldn't mind me giving the boys a tour of the flight line." "Hey, that would be great! You sure you don't mind?" "No problem. I'll give him a call and set it up for...day after tomorrow?" "That would be fine...I owe you one" Brent said. "You sure do, and I plan on collecting...with interest!" He grinned at my obvious reference to getting him in bed. "I can't wait to get your dick in my mouth and to feel you sucking mine again. Hold that thought!" he said. We called for the kids and went back to get Judy's approval. Her eyes lit up with a gleam as she smiled wickedly. Brent was in for it! I called my old wing leader, Colonel Jack "Blackjack" Morrison that afternoon and told him my plan. "Sure, 'Baron'. Kids are always welcome. We have groups from the local schools come thru on tours all the time. I've got a 10:30 check flight, but if you get here in time, I'd like to say hello. You and the kids can watch my takeoff from the control tower." So, the kids and I spent the day at the base. Colonel Morrison still looked as rugged as he did more than ten years ago when I was his wingman, a wet behind the ears First Lieutenant, fresh out of flight school. He had pulled my ass out of tight spots more times than I could count and we had become good friends. The kids got a thrill seeing him in his flight gear. "You look just like Commander Rabb" they said excitedly. Blackjack looked at me with a smile, tousled their hair and headed for his plane. The boys and I were escorted to the tower, where they got to listed to the colonel call for taxi, then acknowledge the tower's clearance for takeoff. "Blackjack 33, wind 310 at ten knots, altimeter two-ninner-ninner-eight, cleared for takeoff." "Roger tower, altimeter two-niner-niner-eight, cleared for takeoff. We're rolling" Blackjack repeated as his plane rolled down the runway, picking up speed, then rising into the air. As soon as the gear came up, the sleek plane pointed its' nose straight up, kicked in the afterburners and accelerated out of sight. "Wow! Cool" the two boys gleefully cried out, eyes as big as saucers. After thanking the tower chief for the tour, we walked around the flight line. The boys got to sit in the pilot's seat of one of the jets being pre-flighted by a young Lieutenant. Again, the typical response of young boys..."Wow! Cool!" We left the base and stopped for burgers, milkshakes, and fries. I glanced at my watch and saw it was after 1 o'clock...still too early. I asked the boys if they wanted to see the Miami Seaquarium. "Wow! Cool!" That took up another three hours. I figured we had given Judy and Brent enough time to "get a few things straight between them", so I called their room on my cell phone to warn themwe were on our way home. Brent answered. "Hurry back! I'm exhausted and she still wants more...Help!" I heard a giggle and Judy's voice, "Jaaack!" "Don't get TOO exhausted, pal. I've still got plans for us." "No worries, I bounce back quickly, especially for SOME things." When we reached the condo, I deposited the boys with their parents. Brent looked worn out. I got a big hug from Judy as she whispered in my ear "Thanks Keith, you wonderful man!" I blushed from ear to ear as I saw Brent laughing wickedly and licking his lips. The next couple of days went by liesurely. The five of us were almost inseparable. We lay on the beach together, we participated in some of the planned activities...Brent and I teamed up to win first place in the horseshoe tossing contest. Friday evening, we had a cookout. The Time Share had charcoal grills available around the poolside patio. The guests brought their own food, cooked it, then either ate at one of the tables there or carried their meal back to their room. The boys had burgers and sodas, while Judy, Brent and I enjoyed some medium-rare steaks, baked potatoes, and corn on the cobb, with a side salad. I even brought a couple of bottles of excellemt Cabernet Sauvignon. Later, after the kids had been put to bed, Judy and Brent joined me on my third floor balcony to listen to the surf pounding against the shore. We sipped on Ameretto, over ice and talked about mundane things. It was a very relaxing time. Bless her heart, Judy came up with the best idea yet. "I think you guys deserve a night out together. How 'bout if I take the kids with me to the mall tomorrow afternoon, then to a double feature at the movies?" Brent and I looked at each other, then tried not to sound too enthusiastic with our response. "Yeah, sweetheart" he said innocently "That sounds like a good idea. I'm sure Keith and I can find SOMETHING to do...Right, Keith?" "Right, Brent" I said "Surely we can manage to do SOMETHING for a few hours." My cock expanded rapidly in my shorts as visions of Brent naked and locked in the thros of a shattering climax passed thru my horny mind. I was glad it was dark enough that Judy couldn't see my state of arousal. As we said goodnight, Brent and I exchanged glances. "See you tomorrow?" he asked. I could see the grin on his face. "Tomorrow it is" I said as I winked at him. We all met on the beach in our usual locations the next morning and enjoyed the sun and drank a few beers from the cooler. Brent and I were having a devil of a time keeping our hormones under control. I kept looking at my watch, and I saw Brent glace at his several times. Finally, Judy decided it was time to take the kids in to get ready for their afternoon and evening. We should be home about 10 o'clock" She said "You boys stay out of trouble now, hear?" "Yes Ma'am" we both promised, looking very innocent. After Judy and the kids had disappeared into their room, Brent leaned over close and said "Can you believe it?" She actually ENCOURAGED us. It couldn't have possibly worked out better!" "It sure as Hell couldn't" I laughed "We have the whole afternoon and most of the evening to be together!" We waited until we saw judy and the boys come out and get in the car. Judy waved at us and we waved back, then waited until they drove away. "Ready?" I asked. "Am I EVER! Let's go!" Brent said jumping up and gathering up his towells and the cooler. "I'll dump these in the room and be right over." "Great. Don't bother showering. Just bring a change of clothes with you. We can hit my shower together." I just barely had time to undress, take a bathroom break and lay out some towells, when I heard Brent's knock on the door. I wrapped a towell around my hips and went to the door. Brent had brought a six pack of Coors Light and had a bundle of clothes over one arm. He was using the clothes to hide his boner, which was clearly showing in his skimpy swimsuit. As soon as I put the beer in the fridge, I turned and groped Brent's dick thru the thin cloth of his suit. "Ahhhhhh...I've been looking forward to this" he sighed as his pole responed. He undid my towell as I stripped off his swimsuit. We moved together and our mouths joined in a tongue-dueling kiss. We stroked each other's throbbing erections as we moaned into each other's mouth. "Let's get this sticky sun block and sand washed off" I croaked out hoarsely. "My mouth is watering for a taste of this piece of meat!" I felt Brent's hands on my ass, squeezing the cheeks as we stepped into the oversize shower stall. We took our time washing every nook and cranny of each other's body, stopping frequently to kiss, or to stroke various body parts. We were stoking the fires like mad. If this went on much longer one, or both of us was going to shoot our loads. Not wanting to rush it, we concentrated on finishing the shower. We dried off quickly and headed for the bed. Quickly laying down side by side, we embraced and resumed our kissing and stroking. Several times, one of us would roll over on top of the other, only to reverse direction until the other was on top. We managed to maintain our mouth to mouth contact. It was as if our bodies were one. Finally, I broke away to trail my lips down Brent's neck and onto his chest. I covered one of his nipples and began to alternate nibbling gently, swirling my tongue around the hard little bud, and blowing warm air on it. Brent was wriggling frantically, with his head back, his mouth open and his eyes shut tight. "Ooooooooh...I never knew MY nipples were so sensitive. Judy loves it, and so do I...now!" I switched to the other nipple and repeated the sequence, bringing more "Oooooohs" and "Ahhhhhhs" from Brent. His hands were stroking the back of my head as he tried to get more of the hard nub into my mouth. I finally left his chest and trailed my lips over his hard abs, down into the top of his pubic bush. Brent turned around, so that his head was now level with my own surging cock. His hands moved to cup my ass and I felt his hot breath on my prick. "I've been waiting to taste this, ever since you sucked me off the other night!" I gasped loudly as I felt his mouth engulf my boner all the way to it's base in one motion. "Mmmmmmm...That's worth waiting for...I've been wanting you to do that since the first day I saw you on the beach." Enough said. I quickly took the head of his 7 inches in and tongued the crown, tasting his pre cum. "Mmmmmmmpphhh" he groaned as I applied suction with my lips, taking him in, one inch at a time. When I reached the base, I nuzzled his pubic hair with my nose. I took his balls into one hand and squeezed them lightly and put the other hand on his ass to pull him in even deeper. Brent took his mouth off my cock to look down at his cock completely enclosed by my sucking mouth. "Ohh...Yesss...I thought the first time was good...Ahhh...But it was nothing compared to this!" Keeping my hand buisy stimulating his balls, I began to bob back and forth on his dick. Brent stiffened, then went back to my cock, mirroring my movements. The room was silent except for our moans and groans combined with the slupring sound of cocks being sucked. We kept at it for almost an hour, slowing down or stopping when either or both of us started getting close to cumming. Finally, I reached for the unlubed condoms on the bedside table. I handed one to Brent and tore the foil wrapper off the other with my teeth. I quickly sheathed his throbbing dick, feeling him unroll the other down my own pole. "Let's do it!" I whispered and swooped down on the latex-encased rod. Brent took me to the roots also and we began the age-old act of fellatio. We were both hot and knew it wouldn't take long. Our bodies began jerking uncontrollably as our hips moved back and forth, plunging dicks to the hilt in each other's mouth. After about ten minutes, I felt Brent's breath quicken and his cock swelled up even larger in my mouth. I knew his climax was rapidly approaching. I grabbed his ass with both hands and pulled his hips to me. I jammed his cock as far down my throat as it would go and held it there, milking it with the sucking action of my lips and tongue. His body stiffened, then began fucking my mouth frantically as he began to cum. "Mmmmmph...Mmmmmph...MMMMMMMMMMM...MMMMMMMMMM!" he mumbled around my pulsating cock. I felt spurt after spurt hit the end of the sheath covering his weapon. His ejaculation brought on my own climax and I moaned around his still spurting cock as I blasted my condom-encased load into his mouth. We kept sucking until our dicks both finally softened. We took a moment to remove the cum-filled sheaths and tie them off, before discarding them into the trash can. Brent reversed positions again to cuddle against me. We kissed deeply and let our tongues explore the other's mouth as our breathing slowly returned to normal. While recuperating, we talked quietly, hands occasionally stroking various body parts. Brent was by no means a "Bear" but he definitely had more body hair. His chest had a light coating of soft, fine hair covering his pecs. There was a thin 'treasure trail' running from his navel downward into a thick bush surrounding his dick and balls, continuing down his legs. I found his appearance very appealing. Due to some Indian blood from somewhere in my distant family history, I had very little body hair. I had an extremely thick HEAD of hair and could grow a moustache, but not sideburns (the Air Force wouldn't let me anyhow). My chest and stomach were completely bare. Only a very fine layer of sparse hair covered the lower part of my arms and legs. The only other body hair was my armpits and , of course, my pubic region. Fortunately, Brent seemed to like my appearance also, including my very average size dick. "Whew!" Brent said. "That was some workout. I thought I'd cum hard the first time, but this time was even better. Guess it had to do with your cock blasting in my mouth at the same time. It's funny; I don't have any real desire to run out and look for M2M sex with just anybody. But YOU...That's a different story. I can't get enough of you." I was stroking his dick while he was saying this, and I felt it begin to grow in my hand. "Helloooo, what have we here?" I said moving closer to inspect this new development. "I think we woke up the sleeping monster! I'd better see if I can get it's attention." I leaned over and sucked the head into my mouth. "Oooooooh...Be careful...Don't start something you can't finish" he chided then "Ahhhhhh...That's nice...Don't stop!" I had something in mind, but I wasn't sure if Brent would go for it. I wanted to feel that cock slide into my ass. I worked on him for about ten minutes bringing him along slowly, making him squirm with pleasure. When I stopped to reach for another condom, Brent looked up and decided I was going to suck him off again. His breath hissed thru clenched teeth as I rolled the condom down his rigid shaft. This time I used a lubricated sheath. I also lubed my ass with some KY, which Brent didn't realize since he was enjoying the attention to his cock, with his eyes closed. He looked up as he felt me straddle his hips, putting a knee on either side of his body. A strange look came on his face as I scooted up until my ass was over his dick. When I took his rod in my hand and guided it toward my hole, his eyes opened wide. "Keith, what are you doing? Are you ACTUALLY going to....Ohhhhh...Mmmyyy...God!" His voice broke as he felt the head of his rock hard cock spread my ass and push past the tight ring. "Oh, God...You really ARE...My dick is in your ass...I've never done this...Ohhhhhh...That feels sooo gooooooood!" I wiggled my butt and rotated my hips, slowly sinking onto his rigid fuck pole, until I was sitting on his hips. His cock was buried to the hilt in my tight tunnel and I could feel my balls laying on his pubes. "Keith! Oh my God...Keith! I can't believe you just took my entire cock up your ass...What a feeling...Oh, man...Don't move yet...Just stay still for a minute, or I'll cum." I put both hands on his chest, each taking a nipple between thumb and forefinger. "I've been wanting to feel your cock in my ass, but I wasn't sure how you felt about it. So...How do you feel about it?" "I feel like my dick's been swallowed by the tightest pussy I ever felt. Ooooooooh...what are you doing?" I was squeezing his dick with my ass muscles, milking him slowly. When I was sure he wasn't going to cum right away, I raised up on my knees and leaned over to press my lips against his open mouth. This caused his dick to pull out a few inches. He sucked on my tongue, then pushed his own into my mouth. After the kiss ended, I sat back down, ramming his cock up my slick chute. "Uuuunnnhhhhhh" I moaned "God your dick feels good in there. You really fill me up!" I started slowly raising my up on my knees slightly, causing his hot prick to slide out a little. Then I sat back down hard, ramming it back deep into my ass. I repeated this several more times, each time a little faster. Brent put a hand on each side of my waist to guide me and started pushing his hips up as I sat back down, slamming his pubes against my butt with a resounding "Slap!" We established a rhythm as our movements became faster, until I was groaning loudly as I felt his rod plumb my depths. "Ahhh...Ahhh...Ahhh...That's it, Brent..Fuck me with that big cock!" After about thirty minutes of fucking in this position, Brent rolled me over onto my back. He really began to nail my ass to the mattress. He would long dick me for a while with long, slow strokes, then slam into me and fuck me with a series of rapid, short strokes. "Oh, Yeah...You're gettin' all my cock now...Does it feel good? Do you like how my big cock is fucking your tight ass?" "Yesss...I love your big hard cock fucking me...Give it to me...That's it...That's it...Do you like the way my tight ass squeezes your big fat dick?" "I love it...It's better than any pussy I ever fucked...I can't take much more...I'm gettin' close, Keith!" My legs had been around his waist and I pounded his ass with my heels, urging him to fuck me harder. Now, Brent pulled my legs up over his shoulders. He raised up on his knees, which put my knees beside my ears. I felt like a frog, but my ass was pointed up high and he was driving his beautiful hunk of meat down into my ass farther than ever. "Oh, yessss...Mmmmmmm...Fuck me...Fuck me...Give me ALL of it...I want every inch...Ahhhhh...Don't stop...Don't stop!" "Gonna cum, Keith...Gonna cum in your tight ass...Just a little more...Ahhh, FUCK!" I was jacking my dick frantically. I felt the tingle start in my ass, rush thru my balls and down the shaft of my prick. "Oh...I'm cumming, Brent...I'm CUUUUMMMMIIINNNGGG...Unngh...Unngh...Unngh!" My head flopped from side to side as cum shot out over my hand, running down my stomach. The sight of my dick shooting, along with the spasms caused by my ejaculation was the last straw for Brent. His body slammed into my ass frantically as he climbed the ladder. "Oh yeah...Oh yeah...Here it comes Keith...I'm there...Yesss...Yesss...Yesss!" I could feel his dick spasming in my ass as his cum spurted out in powerful jets, making the condom swell with his load. He rammed his dick in my ass one more time and left it buried to the hilt while his climax continued to make his rod pulse. I squeezed it with my ass muscles, milking the last drop out. When he finally stopped cumming, Brent dropped back, squatting on his heels, my ass still plugged by his hard dick. I dropped my legs back down around his waist and pressed my heels against his ass, holding him in me as long as I could. We stayed like that for a good ten minutes. I felt a huge emptyness as Brent slowly pulled his wet cock out with a slurping sound. When his breathing slowed down and returned to almost normal, he pulled the rubber off his dick and tied it off. It joined the other two in the trash can. Brent leaned over my body and our mouths fused together again in a long sweet kiss. I pulled him down beside me and we rested for a few minutes, gently running our lips over each others' faces and necks. When we were pretty sure we could stand up, we got a couple of beers from the fridge and stepped out onto the private balcony to sit, still naked and relax. "I don't know what to say" Brent sighed. "I never thought I'd ever enjoy doing something like that. It never occurred to me that it would feel so wonderful. Have you been fucked by a lot of guys?" "A few" I answered truthfully "I'm very selective in who I let have my ass. I wanted you in me from the start!" "I don't know quite how to put this, Keith...But...Have you ever...Have you always...Err...Would you rather be...You know...On bottom, or on top?" "Well, I started out on the bottom. My introduction to fucking was in college, when an older man picked me up at the movies and took me home with him. I was scared, but he sucked my dick and told me It would hurt at first, but that I would love it!" "And DID you enjoy it?" Brent asked fishing for more details. "After a few minutes, the pain went away and I just felt a fullness. Luckily, his dick wasn't too big so it made it easier for my first time. Anyway, it started feeling good. I ended up screaming for him to fuck me harder." "How did you find out you liked being a top also?" "About three years after that first time, I met a guy who really liked to get fucked. We had sucked each other off a few times. One night we got to talking about fucking and I thought he wanted to fuck ME. When he told me he wanted my cock in his ass, I wasn't sure exactly what to do. He talked me thru it, step by step, which actually turned me on." "How was it...your first time to fuck someone?" "I admit I was curious. I knew how good it felt to BE fucked. I always saw the look of pleasure on the guy's face who was fucking me, and they all said I wouldn't believe how good it felt until I tried it. Why all the questions?" Brent was silent for a moment, then said "I think I'd like to see how it feels from the other side. I know how great it felt to fuck you...I want you to show me how good it feels to have a hard cock up my ass!" It was only a little after 5 o'clock. We still had another four or five hours before Judy and the boys were due back. There should be enough time for us to build up another load. "I picked up a couple of porn tapes" I said "Wanna watch 'em? Might help set the mood." "Yeah!" Brent answered, perking up. "I haven't watched a good hard core tape since I got married. Judy doesn't care for them." We took our empty bottles back to the kitchen and got out a couple of fresh brews, then settled on the couch in the living room. I popped one of the tapes in and we sat back to watch. The first tape was mostly muscle-bound, biker types with 12 inch dicks that looked like they belonged on a mule! Neither of us found it very stimulating. The second tape, however contained everyday next-door neighbor type guys, with more realistically sized dicks. It was a series of individual encounters, with different couples so we didn't get bored with long drawn out fuck scenes. The action was hot, and the guys were hot. The different scenarios kept us interested. One snip showed two guys meet on the beach, eye each other, then move to a secluded area behind some sand dunes where they started the action by sucking each other. They ended up in bed in the younger guy's apartment. I felt my dick getting hard and Brent was playing with his rod. We were seated close together, and before long, I felt his hand move over to rub the inside of my thigh. "I like the blonde's dick" he whispered "Reminds me of yours". Saying this, he took my stiff prick in his hand and stroked it gently. "Mmmmm...I'm glad you like it. I'm certainly not huge." "You're big enough!" Brent said a littlle hoarsely "It's big enough to fit my hand...it fits in my mouth perfectly...I wouldn't want to gag on some 12" horsecock like we saw in the other tape. I love the shape of your cock. Besides, it's as thick as mine is." My dick responded to his compliments by surging to its' full six inches and throbbed in his stroking hand. I reached in his lap and took his hard seven inches in my hand, running my fingers over the sensitive underside. "Ahhhh...That feels nice. You sure have a wonderful touch" Brent said. He opened his legs wider and slumped a little lower, giving me complete access to his privates. "I've said it before, but I'll say it again" I groaned "I love the way your cock looks. I love the way it feels in my hand and the how it tastes in my mouth, I love to make you cum. Now I can also say I love the way it feels in my ass." I leaned over and put my head in his lap. I kept stroking his dick, while I licked his ball sac. Brent was squirming all over the couch, moaning. "Let's hop in the shower and get nice and clean and then go to bed and fuck our brains out" I suggested. I wanted to spend a little time getting his ass loosened up for my dick, and the shower was the perfect setting to get him relaxed. Once under the warm water, I concentrating on running a soapy finger up and down the crack of Brent's ass while I kissed him deeply. He wiggled his butt against the new feelings and groaned loudly. I dropped to my knees and took his hard cock into my mouth. I had the bar of soap in my hands and lathered them up. I slipped my sudsy hand between his legs and massaged the area between his balls and his asshole called the perineum. "Ooooooooh, Keith!" Brent gasped at the wild sensations shooting up thru his dick. I slid my middle finger into his crack and found the tiny entrance. As I ran the tip of my slick finger around the outside of the entrance, Brent shoved his dick deeper into my mouth then pushed back against my circling finger. "Oh, God! Don't tease me, you Rat! You're driving me up the wall!" I slipped my finger in to the first knuckle and wiggled it around and back and forth. Brent bounced up on his tiptoes and hissed thru his teeth. "Yesss...Yesss...Mmmmmm." I finally slid my soapy finger all the way in and began finger fucking him. This served a dual purpose; not only was it driving him to distraction, but it was making sure his tunnel was squeeky clean for what was coming next. I pulled my finger out of his ass with a pop, released his cock from my mouth and spun him around to where my face was only inches from his cute posterior. "Unnh...Wha..." he started to question the sudden loss of the dual sources of pleasure. He didn't get any further because I put both hands on his gorgeous ass, opened him up exposing his winking little pucker...and buried my face in his crack. I ran my tongue around the little opening while keeping a firm suction with my mouth. Brent's body stiffened and he almost climbed the wall when he felt the incredably erotic sensation of my tongue in his hole, opening him up. He opened his mouth, but no sound came out at first. Then he found his voice and literally screamed "Oh Fuck...Oh God...Oh Fuck, Fuck, Fuuuuck!...What are you trying to do to me!...Ahhhh...Jeeesus...I've NEVER...I...Oh God!" He pushed his ass back against the source of totally new, totally unexpected pleasure. I stuck my tongue in as far as I could. I reached thru his legs and grabbed his bouncing cock. The added sensations were too much for him to bear. I knew he was about to cum, but I wasn't going to let him off that easy. "Oh No you don't pal! I'm not thru with you just yet!" I said standing up and pulling him back against my throbbing dick. I inserted it between his legs and started humping him. The end of my cock would hit his balls and rub them sensually. My hand returned to his rod and pumped it in rhythm with my thrusting cock. Once again I brought him to the verge of cumming, then stopped. He was almost begging for me to finish him. I figured he had suffered enough and was sufficiently relaxed to proceed to the next step. I turned off the water and pulled Brent out of the stall with me. We quickly dried off and ran for the bed. "God, you've got me so hot, I can't wait to get fucked" he croaked as he flopped onto the mattress. "Hurry, Keith! I want it so bad I can taste it!" "Just relax and let me take care of you. I did a pretty good job taking care of you that first night,didn't I? Trust me!" "Boy, did you EVER!" OK, I'm all yours!" "Not quite!" I said "But SOON, Brent...SOON!" I reached for the KY and motioned for him to turn over on his belly. "Put this pillow under your hips...That's it...Now that gorgeous ass is propped up real nice." I squeezed out a generous amount of lube directly on his hole, bringing a yelp from him at the sudden cold sensation. "Damn! Where'd you have that stuff...In the fridge? You trying to give me frostbite?" "Don't worry...It's going to warm up... Real Soon" I said. "Promises, Promises" Brent chided, then gasped as he felt my slick finger slide all the way in. "Ooooooh...I see what you mean! It feels much warmer already." When I felt him relax, I started pumping his ass. I felt for and located his prostate. He nearly jumped four feet! "Holy Shit! What did you just hit? I almost blew my load right then." I told him what I was doing as his butt began rotating frantically to the intense sensations. I added another finger, then after a few minutes a third. When the three fingers slid in and out easily, I withdrew them and patted him on the ass. He looked over his shoulder and watched me roll a lubed condom over my raging dick. When I moved between his spread legs, he swallowed hard and whispered "Take it Keith...Fuck me good!" I placed the head of my cock at the entrance of his hole. As I started pushing in, I leaned forward and whispered in his ear. "I'll try to be as gentle as I can. Tell me if it hurts too bad and I'll stop. Once the head gets past your sphincter, it won't hurt any more." "Just go slow. I want it bad!" Brent said. "Do it Keith!" I applied a little more pressure and suddenly felt his hole open up. The head of my cock slipped in, bring a sharp intake of breath from Brent. "You Ok buddy?" I asked. "Yeah. It hurt there for a minute, but it's better now. Give me some more." I slid another inch in then stopped. When I felt he was ready, I pulled back until just the head was still in, then slowly pushed forward and fed him about half my six inches. My dick felt thicker than I had ever experienced. "Mmmmmmm...your ass is so incredably tight...You've got about half of my cock...It feels great!" "It's not hurting anymore. It's starting to feel good" Brent said "Give me ALL of it Keith!" I pulled almost out one more time, then pushed forward again. This time I didn't stop until my balls bounced against his ass. "Oh Yesss...You've got it...NOW you're all mine!" I sighed. After giving Brent a few minutes to adjust to my cock, I began to rotate my hips in a circular motion, still buried to the balls in his tight, hot ass. He moaned at the pleasure this brought. The head of my dick rubbed against the sides, bottom and top of his slick tunnel. "Mmmmmmm...Oh Yeah Keith...Let me feel your dick open my ass...Ahhhh Man...That feels good!" I began slowly pulling out and pushing back in. The condom amplified the sound of the fuck. It made a slurping sound as it withdrew, then a wet, squishy sound as it pushed back in. "Listen to that Brent...Hear what it sounds like? That's the sound of your ass getting fucked...Like it?" "God Yes!" He groaned "It sounds hot...I love the feeling of your hard dick pumping my ass...Fuck me...Yeah...Fuck me!" I picked up the pace as his ass became slick from the lube and my dick slid in and out faster and faster, filling the room with "Sluuurrrp...Squissshhh...Sluuurrrp...SQUISSSHHH!" Brent was humping his ass back meeting each of my downward thrusts. Then he would squeeze my dick with his ass when I woul pull back. The feeling was intense for both of us and we moaned loudly. After fucking him for a good half hour, I pulled my cock out. "Whaa...Nooo...Don't stop now!" Brent gasped. "Relax buddy" I grunted "Turn over on your back. I want to look at your face while I'm fucking you." "Oh Yeah" He moaned "I want to see your face over me too." I applied a little more lube, since condoms have a tendency to dry out quickly when exposed to the air. Once Brent was in position, he wrapped his legs around my waist. I guided my rock hard cock back to his hole and slid home smoothly. "Ahhhhhhhhhhh...I can feel every inch...Give it to me now...Fuck me Keith...I love it!" I gave it to him in long slow strokes, just like he had done to me. When I rammed my dick in and he felt my balls bounce off his ass, Brent looked directly into my eyes. "You should see the look on your face" he whispered "You look like you really enjoy fucking me." "The look on your face ain't so bad either" I groaned as he squeezed my shaft with his ass, milking me with his deep muscles. "Are you enjoying your first fuck?" "Yessssss" He hissed as I thrust against his butt and rotated my hips "I wish you could fuck me all night!" "I'm not sure Judy would approve of that." I joked "Maybe I should give her a big hug when she gets home and thank her for setting us up with this opportunity!" "God, she would absolutely shit bricks if she ever found out what we're doing." "You KNOW I'm just kidding don't you? What we've got is very special and I have no intention of sharing it with ANYBODY!" "Yeah I know Keith. Now Shuddup and fuck me! I can't take much more. I think you're gettin close too!" "Oh, you think you can make me cum by psyching me out, eh? Well, that may or may not be true, but I'm going to pound your sweet little ass until you ask for mercy!" I threatened. "Bring it on, big man...bring it on!" Brent challenged. I raised his legs up onto my shoulders and pushed his body back until his ass was sticking straight up in the air. His knees were almost bent back to the pillow his head was on. Then I grasped one ankle in each hand and straightened his legs out. I spred his legs wide open and started to fuck him with a vengence. "Ohhhh...Ohhhh...My God...Yesss...Yesss...Fuck me...Fuck me...Ahhh...Ahhh...Mmmmmmm!" Brent was lost in a rush of erotic pleasure as my cock plunged to the depths of his wide open ass. The slick tunnel was being assaulted like it had never experienced. I tried to drive my dick all the way up into his throat. Brent grabbed his cock and began pumping it furiously as my hips slapped against his ass again and again. "Oh...Oh...Oh...Do It...Do it...Ok, Ok!" He gasped "You win...Mercy! Mercy! Oh...Fuck me...I'm gonna cum...I can't help it...I'm there...Oh God...Oh God...Oh God!" Cum spurted out of his dick and hit him in the chest. A few drops even hit him in the face. His ass clenched rapidly, squeezing my cock. I rammed in one more time as deeply as I could and stayed there, feeling his ass milk my dick to its' climax. "Oh yess...I'm cumming too Brent...You've got it...Here it comes...Take it...Unnngh...Unnngh...Unnngh!" I know he could feel the spurts of cum inside the condom buried in his ass. My climax seemed to go on forever. I saw stars and almost blacked out. Brent dropped his legs back down around my waist and the new angle brought another burst of pleasure thru my spurting dick. I collapsed against Brent's chest feeling the wettness of his cum. I stayed in him as our mouths came together, kissing passionately as the last of our climaxes caused one more spasm. I shuddered as I felt his tongue enter my mouth to search and explore every nook and cranny. I sucked on his tongue, then pushed it back into his mouth with my own and wiggled it around, dancing with his. I pulled my lips away from his and whispered "Brent, that was the best fuck I ever had." "Best I've had, too" He said with a straight face. "You Shit! Of course it was the best you ever had...It was your first!" I looked up to see him grinning widely. "Well, It WAS the best! You're the best. I know I'll never have ANOTHER first time! I just never imagined anything could feel so good." We lay there together until finally we decided we'd better get cleaned up. The dried cum had almost glued us together and Brent gave a playful yelp as the hair on his chest was pulled by the sticky residue. The shower was relaxing and soothing. I made sure Brent's recently used hole received a thorough cleaning and digital inspection. "Hey...that's a little tender!" He laughed "I'll be walking bowlegged for a week after that plowing you gave me." "Speak for yourself" I complained jokingly "My ass feels like a fence post took up residence in it!" He laughed and said "Yeah...I've got your fence post right here." "As long as it's MY fench post" I said fondling his soft cock lovingly. "Anytime you want it" Brent said stroking my dick in return. We kissed deeply once more, then stepped out of the shower and dried off. Moving back into the bedroom, we didn't want to get dressed just yet. I wasn't tired of looking at Brent's sexy body and he enjoyed the attention. We poured a glass of Amaretto and relaxed on the balcony. It was dark now, but the rolling whitecaps were clearly visible in the light of a full moon. Around 9 o'clock we forced ouselves to finally get dressed. We held each other and kissed gently for the next thirty minutes. It was tough saying goodnight after the last few hours of wild abandonment we had shared. "I hope we'll have a chance to get together at least once more this next week" Brent said. "We'll find a way, somehow" I promised "I want to suck you off one more time!" "Same here" Brent said. He kissed me quickly and slipped out the door. I was tired, but very contented. I sat on the balcony alone, finishing another Amaretto, then headed for bed. The room still smelled of sex and I could smell the remnants of Brent's cologne on the pillow. I slept soundly. The last week of our vacation passed all to quickly. Brent and I managed to get a couple of hours together our last night. We took a walk down the beach and found a secluded spot near one of the lifeguard towers. We couldn't doo much, but I knelt down in front of Brent and sucked him off. Afterwards, he returned the pleasure. We tossed the condoms in a trash can and slowly made our way back to our rooms. The next day I said goodbye to Judy and the kids, getting a big hug from all. Brent and I shook hands, but the look we shared said much more. I sadly waived as they pulled out headed home. I left for Tyndall an hour later. I made sure Brent had my email address and my cell phone number. He told me that he made a swing thru the Florida panhandle about once every three months. We made plans for him to stay with me when he was coming thru. We did get together occasionally over the next two years, until I was reassigned overseas. Brent and I still keep in touch and I hope, someday, we'll meet again. End Of Military Encounters #2 Hope you all enjoyed the second installment. Look for #3 soon