This is a story about man on man sex. If this offends you please do not read further. Otherwise please enjoy this story which is the third chapter of a longer piece about mature widowers who take care of each other's needs. Thanks to those of you who took the trouble to email me a few line of encouragement for earlier chapters – such notes are the lifeblood of any author! I'd be very interested to receive your feedback and suggestions for future chapters. My email is zlatyblbec@yahoo.com

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I was woken by the sound of Alan drawing back the curtains. It was a bright and cloudless autumn day. Alan was standing with his back to me, naked, admiring the view. The previous evening I'd explored his body with all my senses, but almost entirely in darkness. Now in the morning light I could have a really good look at his nakedness for the first time in over forty years, and admire the lovely view that this brought me. Alan had certainly looked after himself. For my age I didn't think I was doing so badly myself, but I'd developed a bit of a bulge around the middle. Alan, though, seemed to be as lean as he'd been at school all those decades ago. One obvious difference, though, was that he was now golden brown all over, from his balding pate right down to his ankles. From our childhoods I did recall how he'd taken a tan well during the summers, but back then there'd always been at least some contrasting paleness where his tee-shirt and shorts had covered him or, whenever he came back from his summer holidays, the small area of stark white round his backside which suggested he'd spent his entire days wearing nothing but swimming trunks. But now he was golden brown all over, from top to toe. And, I was surprised to see, on his right buttock he had a scorpion tattoo.

"What time is it?" I yawned, pushing myself up against the headboard of the bed.

Alan turned round. "Half past eight. Sorry, did I wake you?"

"No". A lie, but a white one.

"It's a lovely day out there," he said as he moved over and sat on the bed next to me. He sat with his legs close together, his balls pushed forward to perch on top of them and his flaccid penis projected upwards beyond his balls, as if half erect. I couldn't take my eyes off his package. So near, so brown, so beautiful. And, as I recalled from the middle of the night, so soft to the touch.

"Ok?" he asked and leaned forward a little. He gave my arm a gentle squeeze.

"Hmmm," I smiled. `Yeah. All good."

"Cup of tea?"

"That'd do nicely, sir," I replied. "Milk, no sugar, thanks."

Alan bent forward a bit more and gave me a quick kiss on the lips, then pulled back quickly, stood up and left the room.

I took a deep breath. What a night! I pulled up the duvet and looked at my body. Bits of white were crusted all over my pubic hair where I'd ground my spunk into the small of Alan's back and his bum during the night. The memory was so erotic, and I felt my dick start to grow at the thought. How could this be so exciting, I asked myself. It had been so out of character for me how I'd totally let myself go and allowed myself to be completely driven by lust when I'd initiated the second session of sex with Alan. Was it just that I'd been starved of closeness these past months? Or was there something else? Something I'd been supressing for years? When I'd woken during the night I knew I'd wanted his body so much, notwithstanding the fact that I'd already ejaculated twice only a few hours before. In the back of my mind gnawing away still was the thought that I should feel ashamed, that I'd done something that was unspeakable and for which I should be remorseful. I knew what Anne would've thought if she could've seen us enjoying ourselves together. But we were only two old friends, making each other very happy. Surely that couldn't be such a bad thing?

The reality of my situation was clear, and it wasn't that pleasant to be honest. Even though Anne had died months earlier, I'd still been totally controlled by my thoughts of what she would've wanted me to do in any given situation. And of how she would've reacted to anything I considered doing. It was as though I'd allowed her to be there, watching my every action. So much so that I'd even felt guilty whenever I'd allowed myself the pleasure of the occasional quick vanilla no frills wank. I certainly wouldn't have felt comfortable engaging in any erotic exploration of my body beyond the basics. But Alan had changed all that for me. Someone who I knew to be a good man, who I trusted, and whom in many ways I looked up to, had shown me that there was nothing at all to be ashamed about in becoming intimate with a good old friend, allowing each to meet the other's needs. And I also knew that once revealed this truth could not now be rehidden.

The door opened and Alan entered, two cups in his right hand. "There are a couple of beer mats in the drawer. Can you get them out?" he asked.

I leaned across, opened the top drawer of the bedside cabinet, took out the two Marston's Pedigree mats that had been thrown on top of the fairly untidy contents and placed them on the top.

Alan stooped slightly to put the cups onto the mats. Lord how his penis fascinated me! I hadn't seen a dick up so close before, and I was sure my eyes must have been popping out of my head. His cock looked nothing like I remembered it from our schooldays, and I'd seen it thousands of times during those years. Three games lessons a week, with compulsory communal showers. Rugby practices, ditto. Rugby matches, the same. Swimming, naked. From when we were 11 until we left as 18 year olds. Then the odd game of squash when we were both back home from our respective universities. But strangely I didn't remember Alan being circumcised.

"You've got a beautiful prick, Alan." I reached out and stroked it with the back of my hand, running my fingernails gently down the flaccid shaft.

"Thanks," he smiled.

"But something's bugging me. I don't remember you as being circumcised. I can remember a few in our class who'd been done. Mostly the posh kids. But not you."

"Who can you remember who was, then?" he gave a bit of a vacant look as if trying to remember the answer himself.

I took a deep breath and for a couple of seconds looked into space. "Well, there were the Rosenblum twins, obviously."

"Obviously," he smiled.

"Then there was Ian S. And Tony M. And Charlie. And Richard G. And Stuart." I counted them on my fingers. "And Ian F, and Chris. That's nine. Out of what, thirty?"

"Hmmm, about right."

"But no Alan."

A cheeky grin grew across his face, but he said nothing.

"What's so funny?" I asked.

"You," he said. "I told you we were all solidly bisexual at heart, didn't I?"

"What d'you mean?"

"Until I led you astray last night you thought you were solidly one hundred percent heterosexual. Yet you can remember exactly who in our class at school – decades ago – was circumcised. And pretty accurately as well, if my memory's working as well as yours!" His grin widened. "Clearly someone was having a really good look at all the dicks in the changing room!"

I felt my cheeks turning pink.

"And, for the record, you are mostly correct, although you did miss out Karl."

The image of Karl in the showers at school came into my mind. Yes, Alan was right. Karl had been done too.

"I wasn't circumcised when I was at school," Alan went on. "This..." he reached down and held up his penis to show a neat scar about an inch back from his corona - the pronounced rim where the head of his dick joined the shaft – "happened later." He let his penis fall back between his legs, and leaned over and traced his finger around my ear. "But I can see that all I did last night was to open up your latent interest in your fellow man!"

"Better late than never, eh?"

"As for this..." He took the tip of his penis in his hand again and pointed it towards me. "It was done when I was working in the states." He pulled it this way and that, examining it from all possible angles and allowing me to do the same. "Since I first saw Charlie's dick when I had to share a cubicle with him at a school swimming lesson when I was about seven I'd always preferred the look of cut cocks, and really wished I'd been done too. I was so jealous of Ian and Charlie and Tony and all the rest." He smiled. "See - you're not the only one! I could've listed who was circumcised and who wasn't as well!" He let his penis drop from his hand. "So you see, I was looking in the changing rooms too. And to be honest I reckon every one of our mates would have been getting an eyeful as well. And then going home and wanking over what they'd seen. I'm old enough now to admit that I did. Imagine if we'd had the courage or the freedom to say how we felt at the time, eh? What fun we'd have had!"

I nodded. No denying that. So cruel that boys go through the most lustful period of their life at a time when mutual sexual enjoyment is denied to most. "So why did you have to get circumcised?" I asked.

"Cut," he corrected me. "Circumcised is too much of a mouthful, if you'll excuse the pun. So when we're distinguishing between who's been done and who not we generally say cut and uncut. Got it?"

"Cut it is, then."

"All three of the boys were born when I was working in Kansas," Alan went on, "and in the seventies and eighties in the Midwest it was nigh on impossible for a new born baby boy to get out of the maternity unit with his foreskin still attached! So when David was born, and we were discussing whether to give our consent for his circumcision I admitted to June that I'd always wanted to be cut myself so was really in favour of our son being done. And so he was. Our discussion about David led to a long conversation about my own status, and she suggested that if I wanted to I should go for it. We mentioned to our doctor that I was intact but didn't want to be, and he actually said he felt sorry for me! A bit different to the reaction you'd get from the average GP in England, but this was Kansas, remember! So he recommended a urologist in a nearby town who specialised in adult circumcision, and the rest is history."

"Looks good!" I reached out and grabbed his penis and began rubbing my fingers around the neat scar where his foreskin had been cut away. As I rubbed I felt it start to swell in my hand. "Did it hurt?" I asked as I continued to circle my fingertips around his scar.

"Can't remember now. Don't think so. Took a few weeks to heal, but June was still in that sore period after having David, so I don't think we would have been engaging in bedroom gymnastics much at the time anyway." He smiled. "I do remember that not wanking was a bit of a challenge, though, and that when I finally did succumb the orgasm was electric and the amount of spunk produced outrageous!"

"Can I suck it?" I asked. He'd sucked me pretty much as soon as we'd gone to bed, and allowed me to ejaculate into his mouth, but I hadn't returned the favour. I was curious as to what it'd feel like to have a penis in my mouth, and to have it deposit its load there.

"No need to ask, mate. Help yourself."

Alan sat down on the edge of the bed and lay back. I moved across so that my head was almost in his lap. The smell from between his legs was intoxicating. A mixture of semen and sweat and testosterone. I took several deep breaths through my nose.

Alan opened his legs slightly, took my hand and put my fingers in the crack between his right leg and his balls. I felt a little moisture, and he dragged it through the stickiness. "Smell that if you're into man scent," he said.

I sniffed my fingers. The odour was as powerful as the most exquisite of perfumes that I'd ever smelt. I could feel my own dick starting to become erect. "Jesus, Alan. If you could bottle this you could sell it as an aphrodisiac."

"See how much men have to offer each other? How much we were missing for all those years?"

I moved my head forward, and took the head of his penis into my mouth. It had a salty taste, but not an unpleasant one. Actually it matched up perfectly with the aromas I was getting from his body. My lips closed round his corona, and I licked the head of his knob which was safely inside the haven of my mouth with my tongue. From the sighs Alan gave out I took it that he was finding this enjoyable, so I continued to do this for a few moments. I moved my tongue over the urethra, down where the frenulum had been removed and back up again. Then I let his penis drop out of my mouth and began licking it, as if it were a lollipop, up and down the shaft. As Alan was totally smooth I could go all the way down to where his dick met his body, circle right around the skin there with my tongue flat, and then move all the way back to the top. Alan was now very hard, and when I reached the top of his penis a clear sticky fluid was now seeping out from his urethra. I licked it. It tasted heavenly.

"Let me move a bit further back," said Alan, and pushed himself further onto the bed. He turned slightly towards me, his cock sticking out at my face, then reached out and took hold of my penis with his hand, pulled the foreskin totally back and put his lips over its head.

It was my turn to sigh now.

We continued to suck and lick each other for a while, each lapping up the other's precum which both of us were producing in copious amounts. I could get about threequarters of Alan's dick into my mouth before it started to go down my throat and I had to pull back, but I enjoyed the thought that he was fucking my face. I licked all around his balls, and the base of his penis, and where his cock met his body. He seemed more reluctant to explore me to the same extent, but I assumed that was because of all the hair I had. Certainly Alan's smoothness really let me get all over his pubic region without getting hairs in my mouth. I returned to the tip of his penis again, and as I licked the precum from his slit I felt his penis jerk a couple of times.

He let my penis drop from his mouth. "I'm going to come. You don't need to let me come in your mouth if you don't want to." He then put my dick back into his mouth and continued to perform his magic on it.

I didn't stop sucking him, but gently wrapped my lips around the ridge of his corona again and licked the head that was in my mouth, savouring the precum he was producing. Suddenly he stiffened, then began to jerk and I felt liquid shooting from his penis into my mouth. I was amazed by the warmth of his semen as it poured into my mouth. I swallowed the first mouthful but he kept spasming, replacing what had gone down my throat. The pleasure was too much for me and I began to ejaculate in his mouth. As I orgasmed I opened my mouth to groan, and a mouthful of his semen mixed with my saliva seeped out of my mouth and down the shaft of Alan's cock.

"Wow!" I said after I'd done ejaculating. I looked at Alans cock with all the gooey white liquid coating it, and started to lick at it with a flat tongue. Then I took his shaft fully back into my mouth and sucked gently to vacuum up the rest of the mess I'd spilt over him. When I released his penis it was still wet but no longer had any deposits of white.

"You're going to be popular, I can see," said Alan, breathing deeply. "Can you honestly say that's the first time you've ever sucked someone off?"

I smiled. "Honest. I just did what felt natural."

Alan sat up, reached over, grabbed one of the cups and took a sip of tea. "Ugh! Stone cold." He grabbed my hand. "Come on, get up and I'll show you something else I think you'll enjoy".

I allowed him to pull me out of bed and then to lead me by the hand into the ensuite bathroom. It was palatial. Three or four times as big as the single family bathrooms we'd had in our council houses as kids. On one side there was a huge bath, and on the other wall a slightly sunken shower cubicle with two shower heads opposite each other. "June designed this," he said. "Thought it'd be nice for us to be able to share a shower from time to time." He winked and led me down the small step into the shower, and turned both on. "Let's get all that cum off our bodies. From last night and this morning..."

We stood under our respective showerheads turning slowly to get our bodies completely wet, eventually ending up facing each other. Alan reached for the shower gel, squirted some into his palm and began to lather himself. I did the same. He turned his shower hose so that it was facing away from him and kept rubbing himself intensely until his brown skin was totally white with the lather from the gel. Then he reached up and turned my shower to the wall as well, put his arm around me and began to rub himself against my body. He felt so slimy, entirely covered as he was in soap, and our bodies just glided over one another. The feeling of his dick rubbing gently against mine was exquisite, and my instinctive reaction was to push my middle out towards him and to start to circle my hips to intensify the pleasure I was feeling.

Alan reached behind me and pushed the lever on the tap to turn off the water to my shower, then swivelled round and did the same to his own. Then he began to rub both hands over my body, washing me as if he were washing himself. Initially his hands moved up and down my arms, under my armpits, then across my chest. Next he moved his hands round the sides of my body, concentrating first on my right and then my left, going up to my shoulders and down past my bum to where the cheeks dipped under to join the top of my legs. It felt like having a stand up massage, but one that was focused on being as sensuous as possible. He gently grabbed my shoulder and turned me round so that I was facing away from him, then began to soap my back down from my neck, across my shoulder blades, down the groove in the middle of my back until he eventually reached my backside. Then, working with both his hands, one on each buttock, he circled round and round, moving the cheeks apart and then pushing them back together again. I felt my anus flex as he made these movements. It was a new but very pleasant feeling.

Alan continued to massage my backside, now sliding the tips of his fingers up and down the cleft. As his hand came down he followed through under my body and pushed forward towards my balls. As he did so his hand slid very gently over my anus. I gasped and instinctively clutched my bumhole. But Alan kept his hand between my legs and moved it backwards and forwards, fingertips across my hole and then onto the flesh between my arse and my balls. As his fingers glided further past my anus I felt his thumb come to rest on the hole, and twitch very gently. It didn't move strongly enough to open me up and slide inside, but still succeeded in stimulating some very pleasurable nerve endings around it which I didn't know I possessed. It didn't take long for me to get used to this movement and to will him to carry on, enjoying a sensation I hadn't experienced before.

Alan's other hand moved round the front of my body, searching out the crevices between my scrotum and my legs and giving these a good soaping – first to the right, then under my balls and back up the left side. He grabbed my sack and played gently with my balls for a few seconds before pushing upwards and on to my prick which was by now slightly engorged. He wrapped his palm around my shaft and began to wank me, very slowly. My dick was just hard enough for him to be able to keep the foreskin totally retracted from the head as his hand moved down to the bottom of the shaft then back to the top, covering the tip completely again on the upward stroke. I couldn't imagine a better way to clean under my foreskin.

Alan pulled his left hand back slightly and let his fingers come to rest on my anus. He then started gently tracing rings around it with a single fingertip.

"Aaaah," I gasped. I'd never realised that there was such pleasure to be felt from this part of my body.

"You ok with that?"

"It's beautiful." My voice was croaky – with the stimulation both back and front I thought I was going to pass out.

Alan now increased the tempo, both of his finger around my anus and of his hand around my dick. He only needed another half a minute or so before I growled in the agony of pleasure and began to convulse. I looked down to see a couple of dribbles of semen drip out of the slit of my cock – all I had left after our night of fun.

Eventually I stopped jerking and stood still, taking deep breaths. Alan kept hold of my penis, but didn't move his hand at all. At the other end, though, he continued to work his finger around my anus. He pulled my head towards him and we engaged in a long and passionate kiss.

"Good?" he asked when we finally broke apart.

"Unbelievable. Honestly unbelievable." I shook my head. "My arse. I don't believe how good that felt." I took another deep breath and smiled. "Or that I'd ever let you put your finger anywhere near my bumhole!"

"Look on it as a journey of exploration. This is just the start. We've only just scratched the surface. If you throw away unnecessary inhibitions there so many new things you can enjoy. Things you've probably never imagined."

Alan moved away, turned on his shower and began to wash off the lather that still coated his body. I turned on mine and first rinsed the little bit of spunk I'd made off the tiles and washed it down the drain in the middle of the floor before rinsing myself off.

After we'd dried off and dressed we had breakfast.

"And here's the really good bit," said Alan as we finished our second cups of coffee. "We've had some tremendous sex over the past twelve hours, but you don't have to move in with me as a result. You can go home, and look forward to the next time."

"And I will," I said. "Definitely will."