I'm Brian, a 12 year old boy just trying to get by in a tough world. There aren't any kids my age in my neighborhood, so I try to play with the older kids when then let me. I don't want to spend time with the younger kids, which may be exactly how the older kids feel about me. They used to all pick on me, but I just toughed it out, and now many of them will let me hang out with them.

One day I was walking along the sidewalk and passed by three 14 year old kids shooting hoops. I was surprised when they asked if I wanted to join them. I said yes but wasn't a good basketball player. They blocked my shots and knocked me around a bit – Nothing really bad but enough to know that they were having fun at my expense.

When the game ended I was even more surprised when they asked if I wanted to join them at a sleepover and one of their houses, which was about a mile away. I wasn't sure I should say yes but I thought maybe they really wanted to be friends. I called my parents and got their OK.

The boys told me that I didn't need anything because they had extra sleeping bags. After we ate and it got dark I went to the friend's house and all got into his large tent. The three of them stripped to their underwear and told me that is how they slept. So I stripped to my underwear, wanting to fit in.

The guys started talking about girls and I started to get a hardon. They decided to play a game where someone had to run around outside the tent in their underwear. The first guy did it and said they should do it naked. Then they dared Me to do it.

I really didn't want to do it especially with a hardon that the other guys would see. But I really wanted to be friends so I agreed to it. As I took off my underwear the guys saw my little hardon and made fun of it – how small I was. But I would show them I wasn't afraid and quickly went outside and ran around the tent naked.

When I got back to the opening of the tent I saw it was closed. They had zipped up the tent from the inside and there was no zipper pull from the outside . I yelled for them to open it up. I just heard them laughing in the tent and saying “sucker”. I was stuck outside naked. My house was over a mile away so I couldn't just walk home. The house would be locked up anyway so I couldn't get into it without waking my parents, and I sure didn’t want to try to explain this!

I just didn't know what to do. It was a clear night and the moon was full, so anyone nearby could see me in my naked condition. I crouched by the tent for a while, hoping the kids would change their mind, but I just heard them talking about how dumb I must be to fall for that trick.

I saw that the neighbors had some bushes I could hide in. I found a place in the bushes that seemed secure. The branches scratched my back, but I tried to remain still and it wasn't so bad. Unfortunately one of the neighborhood dogs started barking and the person who lived in the house with the bushes turned on a flood light. I remained still, hoping I wouldn't be seen.

Then a door opened and a man walked out and right toward me. I guess my light skin must have shown up easily from the flood light. I thought about running away, but had no place to run to, so I remained there, shivering between the bushes.

"What are you doing here?" he asked, "Where are your clothes?"

"Please mister," I said, "I didn't know what to do." I told him the whole story, figuring it was the better than any story I could concoct, and he bought it.

"Those kids are real jerks," he said, "You don't need to be friends with the likes of them."

"My name is Brian," I said, "Please help me."

"I will," the man said, "I'm Mark – you can stay with me tonight."

Mark was an older guy, maybe 65 and he really towered over me. He was wearing a bathrobe – I must have woke him out of bed.

"You better hide under my robe," Mark said, opening it. He was naked underneath. What really struck me was his huge cock! I had never seen an adult cock before and his was really huge – over six inches long and still soft.

I was cold and afraid, so I quickly got into his open robe and he closed it around me. It felt nice and warm from his body heat. As we walked I could feel his cock brushing against my back. It felt like it was getting hard as we walked.

When we got in the house he opened his robe to let me out. I turned to see his cock in better light and just stared at it. Mark noticed that and seemed to hold his robe open for me to get a good look.

We made some small talk for a few minutes. Mark didn't seem to be in a hurry to get me any clothes. My hands were covering my little hardon. Mark said he lived alone because his wife had died a year ago, and he lived here all alone. It was nice and warm in his house, but I was still shivering from the chill I had gotten.

He finally went upstairs and told me to wait there. After a few minutes he came downstairs with his bathrobe still wide open holding a short pink silky robe. Mark said that none of his clothes would fit me so he found this robe that was his wife's.

Mark held the robe open and helped me into it just like he would do for a woman. It was so short it barely covered my cock and my ass. I must admit though that it felt really good. Between seeing Mark's cock and the silky robe my little cock was rock hard.

Mark smiled at me and said that the robe was his favorite thing for his wife to wear. She always looked so sexy in it. She never wore anything under it so he could slide his hand under it and squeeze her ass or finger her pussy. He almost always got hard just seeing her in it.

“If you had some tits you would look just like her,” he said, “You do look really sexy in that robe even without tits.”

Mark came over and gave me a hug and a little kiss on the top of the head. He also slid his hands under the robe and squeezed my ass. I could feel his cock was getting hard. Mark said to sit on the couch. I did and tried to hide my little hardon but the robe was so short it fell open right around it. Mark sat down right next to me with our legs touching. He commented how smooth my legs felt, just like his wife's.

His robe was still wide open and his huge cock was starting to point straight up. Mark could clearly see that I was staring at his cock and put his hand on my knee.

"You must be enjoying the view," he said, and I blushed.

"It's okay," he assured me approaching me. He spead the robe wide open and put his hands on his hips, holding his robe open. I wanted to reach out and touch it but that didn't seem proper, so I just looked at it.

Mark reached out and took my little cock in his hand and gently squeezed it, playing with it for a minute. "You like that, don't you?" he asked.

At a loss for words, I just nodded.

"Sure you do," he continued, "All guys do – try touching me." He then grabbed my hand and put it on his fully hard cock. I couldn't believe a cock could be this big. I could barely get my hand around it. It must have been 9 inches long, if that was humanly possible.

I stroked it up and down. It was the greatest thing I have ever touched. It was so huge and firm yet soft to the touch.

"Do you like my cock?" he asked.

"Oh yes, it's amazing!" I replied.

"You can play with it as long as you want," he responded. I put my other hand on his big balls and played with them while I stroked his cock.

"If you want you can give my cock a nice wet kiss, like my wife used to do," he said.

I opened my mouth and all I could get was the head of his cock into my mouth. He was fully hard now and with his cock head in my mouth I was gazing down most of his cock length and I was really excited.

"I know I'm a lot to take," said Mark, "I can show you what my wife used to do."

I nodded, not able to talk with my mouth so full, and he took my hand and placed it on his cock shaft and told me to stroke him. He was so big that I had difficulty stroking him with one hand and tried both hands.

"Let me do it," he said and put his big hand around his cock and stroked as I sucked the head. I knew that he was jacking off, and he would probably cum in my mouth. Something about this situation just made it seem right and I welcomed it.

In a few minutes he said, "I'm cumming – better start swallowing as soon as I do."

As I waited anxiously, I felt him squirting strongly in my mouth. The initial taste was really strong – unlike anything I had ever tasted, but it just kept squirting so I swallowed as fast as I could to keep up.

When he stopped pumping into my mouth he told me what a good boy I was. It was well after midnight by now and he said we should get some sleep. He carried me upstairs and said I could sleep next to him.

He saw that I was still hard and apologized for not helping me sooner. He told me to kneel on the bed next to him, my knees apart. I did so and he put something on the tip of his middle right hand finger. He reached under me and pressed it to my hole.

"Just relax and accept it," he said. I tried to relax but this was very strange. Things were supposed to come out of that hole, not in. Yet it felt strangely pleasant and I was able to relax a little and he slipped in. I felt stretched, but it was a good feeling. He slipped the finger all the way in and it felt incredible!

He stroked the finger in and out of me, and brought his mouth to my hard on. He sucked me and in a few minutes I came. My little squirt was almost nothing, but he said I tasted good. He pulled his finger out and went to the bathroom to wash up.

"We should both sleep well tonight," he said. He put his arms around me and we drifted off to sleep.

In the morning Mark asked if I wanted to play with him some more, and I eagerly agreed. He spread his legs and I knelt on the bed between then, taking his massive cock in both hands and stroking him. He was hard almost instantly and I really loved how it felt. "I'm getting close," he said, "Do you want it?"

I nodded and bought my head close to his cock. "Here it comes!" he shouted, and I opened my mouth and put it over the tip of his cock. I pumped his cock, swallowing every drop of his cum. After I swallowed it all he asked if I needed to cum.

"Yes," I replied, "And would you put your finger in me again?"

Mark smiled and agreed, lubing up his finger, while I got on my knees next to him.

This time my ass really welcomed his finger, and I relished every moment it was inside me.

"One day you'll be able to take a cock inside you," said Mark.

Looking at his cock, still huge even though now soft, I said, "I could never take something THAT big!"

"Your ass can stretch to take it, if you practice, and go slow," he explained.

He sucked me off again as I wondered about having a cock inside me. After I came I asked him if I could ever stretch enough to take his big cock.

"I think you could, but it would take a while," he answered, "But I could give you stretching practice until you could take it."

Mark got dressed and went over to the kids next door and got my clothes. When he came back he said he put a big scare into them, but didn't tell me what he said.

I thanked Mark and asked if I could come visit, and he said he would welcome it.

I now stop by Mark's house twice a week to suck his cock, and he gives me stretching practice.

Special thanks to my online friend, Rachel Quinn, for providing the idea and much of the plot line for this story.

  To be continued . . .

Feel free to contact me with your comments or requests.
    –Bill Beaumonte (oral_guy_2000@yahoo.com)