Date: Fri, 30 Jun 2006 14:35:23 -0700 (PDT) From: thinsmooth Subject: Feeling Up My Friend "Feeling Up My Friend" As a boy I had an active sex life. This is one of my favorite experiences. Around the time I was 12 years old, I developed a crush on Mark, the brother of my younger brother's best friend. Mark was my age, and we occasionally had the same classes in school. He was athletic and good-looking, in a "country boy" way. In fact, he did live in the country, in a mosquito-infested coastal swamp, but it wasn't boring. There was swimming, fishing, shooting and long bike rides. Also, their mom was a better cook than ours, and my brother and I often spent weekends at our friends' house. Sometimes, they spent a weekend with us, in town. Mark played sports year-round, and as time went on he joined the wrestling team. Mark was shorter than me, and in one of the lower weight classes. Other than height, our slim builds were similar, but I wasn't a jock and didn't work out. Discretely, I took every chance to look at Mark's naked upper body. Fortunately, there were many chances, since running barefoot and shirtless was practiced almost universally among boys where I lived. Even before we started getting soft hairs under our arms, Mark's muscle definition was becoming noticeable. His skin was very pale and smooth, though his shoulders were freckled from exposure to the sun. His nipples were small and perfectly flat, so that if you closed your eyes and ran a finger across them you'd hardly notice they were there... which brings me to the events in this story. As we went through junior high together, I became increasingly attracted to Mark's hot body and gentle personality. We were very close friends, but I knew he was straight, so I didn't make any moves on him. I had my first boy sex when I was 7, and told Mark about it, but he never responded with a similar story of his own. Often these conversations took place when I was spending the weekend at his house. His family was very religious, which caused him to be very sheltered and naive when I first knew him. While he seemed interested in hearing about my own experience, I was very selective in what I told him. I didn't want him to call me a queer, or tell any of the kids at school, OR.. tell his parents! I altered most of my stories so as not to disclose that I'd sucked another boy's dick, or been fucked by older boys. All Mark knew was that I'd received a few blow jobs from boys where I'd lived in the past. Since Mark had no experience, I became a kind of sex encyclopedia for him to reference whenever he had a question. He asked me about pubic hair and sperm before either of our bodies had produced any. We'd discussed jacking off (I confessed to doing it, he didn't), but there was never any physical action between us. By the time we were both 14, my lust for Mark's body was almost unbearable. Whenever I was around him I was greedily snatching covert looks at his boyishly muscled pecs, abs, biceps, and shoulders. Heaven was when we went skinny dipping...by then I'd already watched him get a small bush... and I had free looks at his cut pecker, and sizeable nutsack. If I was spending the night at Mark's house, I'd daydream all day about just a few seconds I might have to glimpse his cock at bedtime. It got very hot in the summer, but their house was well air-conditioned, especially at night. The good news was, it was easy to sleep. The bad news was, the window a/c only had two settings, "on" and "off", and it was often so cold in the boys' bedroom that we buried ourselves under blankets so as not to freeze. I usually slept in the twin bed next to Mark's, and our younger brothers slept in the living room (their family went to bed early), or in a tent outside. One night at Mark's house my sexual frustration was especially intense. We'd spent the hot summer day bike riding, and I'd been drooling over Mark's body the whole time. Besides jacking off, I hadn't had any sex since my family had moved to town several years earlier. His parents were gone, and left us in charge of ourselves that weekend. I was desperate to take advantage of the lack of adult supervision to interest Mark in the subject of sex, but wasn't detecting any interest on his part. After a dinner of hot dogs we watched the late movie with our brothers before Mark and I retired to the boys' bedroom to sleep. After he closed the bedroom door and turned off the light, we undressed in the over-cooled darkness, changed into pajamas, and dove under the covers. We were both tired, and Mark went to sleep right away. I lay awake for a long time, looking at Mark's blanketed silhouette against the moonlit window. It was impossible to see under the blanket, where Mark lay on his back, arms alongside, legs extended flat. I stared hard, but no matter how much I willed it, Mark didn't kick off his covers in the cold room. Sometime past midnight I was still awake, with an aching hard-on. I eventually realized I would have to relieve my sexual tension before I'd be able to sleep, so I started to jack off. One good thing about the air conditioner they had was that it was very loud, so it was easy to move around in bed without being heard. As I stroked my throbbing meat I continued looking at Mark's dark form in the bed next to mine. After a few minutes my lust for Mark became so strong, I decided to take a crazy risk. I reasoned that I could cop a feel off Mark while he was asleep and get away with it. I called his name several times, loud enough to be heard over the a/c fan, but got no reply and saw no movement. Even before I slipped to the floor and crawled the short distance to Mark's bedside in the cold room, I was trembling with anticipation. His covers hung over the side of the bed, making it easy to slip my hands inside. His body heat told me my fingers were close to his unsuspecting flesh. I lifted my right hand high enough to make the blanket tent slightly, easing my progress toward Mark's crotch and lower abdomen. He lay flat on his back, motionless as I hovered above his pajama-clad package. First contact through his flannel bottoms revealed that he wasn't hard. I rested my hand lightly on his groin for several minutes, nudging his soft organ with my fingertips, trying to get a physical response without waking Mark up. He still didn't move, but he wasn't getting hard either, so I moved my fingers up to the snap on his waistband, and forced it open with my thumb and forefinger. I repeated that action on the lower snap securing his fly, and pulled the two sides of his flannel bottoms wide open under the blanket. Mark was naked under his pajamas, and remained motionless while I delicately ran my fingertips through the silky pubic hair, at the base of his soft, heavy penis. Using my left hand and arm on the bed to support my reach, I slowly moved my right hand up his torso, gently feeling up his taut belly and chest as I unbuttoned his flannel top. By the time my fingers reached Mark's flat nipples, my arm extended in a line from my elbow, down by his pubes, upwards along my forearm, to his wide, flat pecs. From there my hand moved side to side across his chest, fanning out to his armpits and biceps. I continued this fondling and stroking, careful to monitor the up-and-down movement of his breathing for any signs of waking. After I'd laid open his pajamas it was so easy to feel Mark up, and I took my time. I'd mostly avoided his dick at first, afraid to wake him, but it was becoming more difficult to restrain myself as he showed only signs of deep sleep. Eventually my arm grew heavy, so I moved my hand back down to his lower belly and pubes. It was then that I began to softly massage his heavy penis. It slowly responded, taking a long time to become fully erect, when finally it locked into place laying flat against his stomach. The heat from it was much stronger than I'd felt Mark's body give off up to that point, making me worry he could wake up any moment. Still, he lay motionless, so I continued slowly exploring every inch of his throbbing cock and balls. His dick would begin to soften unless stroked, but I found it was especially effective to gently but firmly pinch the spongy head, which seemed function as a kind of blood-pump, which helped keep him boned longer. After that I could let my hand linger between his legs, rolling his plump, hairless balls between my fingers. I'd been molesting my sleeping friend for over an hour, finally beginning to tire, and still he hadn't moved from his tits-up position under his covers. Though I'd deferred jacking off up to that point, I did periodically enlist one hand to massage my straining hard-on, always returning to my oblivious victim's involuntary erection. I was well past ready to bring myself to orgasm and go to sleep, but I couldn't bear to lose this fantastic access to Mark's nude body. Suddenly the rhythm of Mark's breathing changed, and his legs shifted, so I pulled out from under the blankets. I had just pulled free when Mark, still on his back, bent his knees and left them upright, making a huge tent in the covers. He immediately moved one hand to his crotch and seemed to be adjusting his loose package, then rested both hands on top of the covers, high up on his chest. From where his hands lay, his blanket sloped upwards towards his slightly spread knees. I considered what else I wanted to do to Mark before inducing my own orgasm, and gave in to the urge to roll the dice again. I decided to put my head under the tent formed by his knees. It was a rash choice, and inconsistent with my usual aversion to danger, but I shut out the voice of caution and inserted my upper body under the heavy covers. Propped on my elbows, I tried to get deep enough inside the covers to plug any opening that might let cold air in to wake Mark up. This worked, and I also found I could hold my head almost upright directly over his groin, under the tent formed by his knees. I couldn't see anything at all, but I knew his position from the way his body made contours in the blanket. I didn't touch him for a few minutes, trying to monitor his breathing. But it was very difficult to sense the movement of his chest without touching him, so I gingerly laid the side of my face across his upper belly, and patiently confirmed that his breathing was slow, and even. I struggled to retain self- control. I would have been humiliated had Mark caught me, and that fear helped keep me on my guard. He hadn't moved since raising his knees, and I became more confident he'd resumed a deep sleep. I carefully lifted my head, slipping it further up Mark's body, finally resting ever-so- lightly against his naked chest and lower ribs. His hands, holding the blanket against his upper chest, blocked any further progress in that direction. After a few minutes inhaling his intoxicating boy- smells I reversed direction, sliding my head backward toward his lower belly. It was starting to get stuffy under all the bedclothes, and I was beginning to feel claustrophobic. As soon as I had enough clearance under the tented covers I turned my head to face Mark's groin, and found breathing was much easier. Once again, I laid the side of my face gently against his taut belly. In the blackness I couldn't see whether his dick had stayed hard while I was exploring his chest. I slid my face, now sweating, about an inch further down his belly. Suddenly my curiosity was satisfied when I felt the swollen head of Mark's hard teen meat pressed against my nose and cheek. I froze, trying to detect any breathing signs that might indicate Mark was awake. I didn't want to move my face, so I raised my left hand to feel for breathing patterns. Again finding no signs that he was awake, I left my hand on his ribs, just in case. I turned my attention to his imposing cock, still touching my face. It trembled perceptibly with his heartbeat, which I monitored with my left hand. I laid very still, soaking up the musky smell that came from between Mark's legs. I'd already felt him up good down there, so the next logical step was to take his cock into my mouth. All I had to do was extend my tongue and shift my neck slightly, and I could lick almost the entire length of Mark's hot bone. I licked and nuzzled his dick for several minutes, still resting my face on his lower belly. His cock swelled and rose higher off his stomach, hovering above my face. It began to quiver at the touch of my tongue, and I lifted my head to take the head between my slippery lips. We'd had baths before bed, but I could still taste his muskiness, and it made me want more. I didn't wait long before lowering my face further down his twitching pole. Being experienced, I knew not to let my teeth touch his skin, but besides keeping my body weight off of him, I took no extra precautions to avoid waking him. What followed was a good old fashioned blowjob, as deep and sensual as I could blindly manage in my awkward position under Mark's stuffy covers. I was lost in the taste and smells of his boy-sex. His cock was about the same size as mine... not a monster, but wide enough that it stretched my jaws open, and long enough to push past the back of my mouth, into my throat if I'd let it. I tried it a couple of times, but couldn't get the right angle, and I was afraid I'd fall on Mark if I wasn't careful. I slowed down and took it nice and easy, pausing frequently to check for chest movement that might indicate he was awake. The whole time he remained motionless, on his back, knees forming a nasty big-top for my daring performance. While the action was slow, my mind was moving fast. I wasn't sure whether to continue the blow job I was giving Mark all the way to an orgasm, and risk waking him up. In the meantime, I knew that my cocksucking was pretty good, and that if this had been any normal waking boy, he'd be close to cumming by now. I slowed down even further, taking my mouth off entirely. I waited a minute before reaching out my tongue to see if Mark's cock had softened any. It was now hovering lower over his belly. I waited until it was laying flat on his stomach before slipping it between my lips and lowering my head back down on it once again. At the touch of my lips, it jumped up to enter my warm mouth, twitching with arousal. Mark seemed to be very close to ejaculating, and in the interest of preserving our friendship, I forced myself to my own bed. Reluctantly I breathed the cold fresh air, sadly wishing I could return to the moist, stuffy tent under his knees. I'd no sooner slipped into bed, than I saw Mark's shadowy outline sit straight up, head turned toward me, and heard his voice, raised to overcome the hum of the a/c: "Come back here, man. Why'd you stop?" Were it not for his commanding, somewhat desperate tone, the shock would have paralyzed me. Though struck speechless, I obediently slipped out of my bed and back into his. Mark was on his back again, his pajamas still laying open where I'd left them, and I slid my upper body up across his crotch and tight belly until I could lay my head on his smooth chest. He didn't say anything either, but he slipped his arms under my flannel pajama shirt and let his hands languidly stroke my ribs and back. After marinating in this bliss for a minute, Mark moved his hands to my shoulders and nudged me firmly below, submerging my head under the covers, following the same course I'd mapped earlier in the evening. He came in my mouth three times that night, and, in the morning, Mark would fuck me twice before our brothers awoke.