Date: Tue, 14 Oct 2014 13:05:29 -0700 From: Ben DOver Subject: Trey 3 This is the third and last installment of Trey. I hope you enjoyed the first two and can have some fun with this one too. Nifty is a great place to spend time. But the bills have to be paid. Please donate to http://donate.nifty.org/donate.html to help keep this wonderful site going. Without our donations, Nifty cannot survive. This story is mostly standalone, but I would encourage you to read Trey 1 and Trey 2 first. Trey Part 3: Sleepover at My House Trey was going to stay the night with me Friday. I was a little nervous, a tiny bit scared, but mostly I was really excited. It was Spring now, and we had only had one other sleepover since the first one. The second sleepover was in the winter and I went to his house again. I didn't get there until Saturday afternoon, and it had started to rain almost immediately. His Dad was working in the barn so we couldn't play there. His brother was home and hanging in the den which was next to Trey's room. Last sleepover at his house, his brother had been out fishing all night. That's why I didn't see him and why we were able to be kinda noisy and not worry about it. His parents room was on the other side of the house. After supper we went to the barn and helped his Dad. He was cutting wood for a dog house for Trey's grandmother. We helped measure the planks and got to help him with the table saw. I had used a table saw in shop class, and my Dad had a circular saw at home that I used sometimes. It was pretty cool to actually help build something that was going to be used, unlike the clock I built at school. I had a good time but, you know, it wasn't exactly the good time I wanted to have in the barn. Trey's Dad stayed there after the wood was cut and started sanding. He ended up staying in the barn really late so we were not able to go there alone. We got bored so we went back to the house. His brother stayed in the Den watching TV until late that night. So all we were able to do play wise was go to Trey's room and quietly jack each other off. We hardly kissed at all and just sucked for a few seconds each. We tried to stay up until his brother went to bed so we could do more, but we were both sleepy and fell asleep before he went to bed. The next morning we had to go to church at Trey's little country church. We went to Sunday school, then skipped out of church and went into the woods. It was pretty cold, it might have been forty degrees. He got down on his knees and I unzipped my pants enough to get my dick out and he sucked me. It felt good, he used his tongue a little but mostly just went up and down with his teeth covered. He had not had a chance to practice so this was only his second blow job. When I was about to cum, I told him to stop and finished by jacking myself. I was afraid if he jacked me I would have gotten cum on my clothes. I did the same for him, but I held on tight and swallowed his cum. It wasn't like the first time, when it kinda felt romantic. It was more like when I played with other boys and we were just trying to get off. It was fun, but just not the same. He still smelled just as good and I did really enjoy sucking his dick and swallowing his cum. We kissed for just a few seconds afterward. We were both afraid of getting caught so we just hung around the front of the church until the service was over. His Mom was pretty pissed that we missed the service and gave us a lecture. That didn't usually happen with me and parents. They usually only had nice things to say about me so I felt pretty bad about it. My mom picked me up and that was the end of our second time together. Friday was going to be our third sleepover. We had been hanging out more in school, and if we went to the bathroom at the same time, we always tried to jack each other just a little bit. Once I had even sucked him for about ten seconds in the bathroom. It was pretty naughty and dangerous and very cool. I didn't do that with any of my other friends. We also would play with ourselves in Science class, where we sat next to each other on the back row. We would make a hole in our pants pocket and rub ourselves and then show each other our bulges. That was fun too, but nothing like being in the same bed together. We would often talk in PE about how we wanted to suck each other and play with each other. We even talked about cornholing. I thought it was just to be naughty, but I had been cornholed once by my best friend Alex. He was a lot smaller than Trey so I didn't think seriously about letting Trey do it. That is until I saw something interesting. I had a good friend, Chris, who was a year older than me. We didn't fool around. He never seemed like he was interested whenever I brought it up when we were a little younger, so I quit trying. We were both into playing music. He played piano and guitar and I played drums and trumpet. His older brother also played piano and guitar and the three of us would play songs together. Mostly stuff like Jim Croce, Elton John and we played a mean Gimme Three Steps. At least we thought it was a mean Gimme Three Steps. We also still played with GI Joe and Micronauts. Micronauts were like three inch tall robot figures and we both had a ton of them. We would have all kinds of battles in his downstairs. A couple weeks before Trey's sleepover, I was playing Micronauts at Chris's house. We were having a battle and I ended up in his brothers room. I was putting a Micronaut on his dresser when I saw a magazine sticking out from under his bed. I pulled it out and couldn't believe it. It was like playgirl but a lot more raunchy. The guys had hard-ons and were doing all the things I liked to do. It showed guys kissing each other, sucking each other, jacking each other and even cornholing! The first cornholing picture showed one guy on all fours with another guy behind him, just like Alex and I had done. The guy on all fours was looking back with a smile on his face. Then it showed the same guy on his back with his legs over the other guys shoulders. They were looking at each other while the other guys dick was in his butt. The guy on the bottom had a look on his face like he was really liking it. I didn't even know two guys could do it like that. Then it showed the same position but the guy on the bottom had his legs wrapped his friends waist and they were kissing. Wow! That seemed like a lot more fun than doggy style. I heard Chris ask me what I was doing and I shoved the magazine under the bed and said just putting my men down. He said to not play in his brothers room so I didn't get a chance to look at the magazine anymore. And I also thought maybe I was trying to play with the wrong brother. But he was 17 and I wasn't interested in him anyway. But that magazine did get my wheels turning. And my dick hard! Friday would be the first time Trey stayed at my house. My bedroom was downstairs and I was the only one that slept down there. I had a stereo in my room and my parents hardly ever came down to check on me after bedtime. I was usually up late reading, but Friday I wanted to be up late doing other things. I figured we would have a lot of time to play and that we would be kissing and sucking a lot. I was also interested in maybe cornholing. I wasn't sure if he would want to, and I wasn't sure that I would want to but I wanted to be prepared. The first time Alex cornholed me we didn't know about using lubrication. He was only able to get the head of his dick in and it just wouldn't go any further. The second time, we used some of my Moms Vaseline. That time his dick went right in with no trouble at all. It hurt for a couple minutes then it didn't hurt anymore. But his dick was maybe a little over three inches long and pretty thin. We had done it doggy style and I had really liked it when he finished and just laid on my back for a couple minutes. That was my most favorite part. This was about a year ago and he had said it was the best fooling around we had ever done. I figured if he liked it that much, then Trey would really like it. But I wasn't sure I wanted his bigger dick in my butt. My mom had a large glass Vaseline jar in her bathroom. The day before our sleepover, I scooped some out of it and put it in plastic wrap and hid it in my room. I got a lot more than I had with Alex and I was worried she would notice, so I smoothed it out in the jar and I hoped she couldn't tell a lot was gone. I also made sure I had extra washcloths in my bathroom. I wasn't sure how much of a mess we would make and I wanted Trey to be able to clean his dick real good. Alex had to clean his dick afterward so that I could suck him. School on Friday seemed to take forever, but finally we were on the school bus home. Trey had brought a bag of clothes to school and as soon as we got to my house, we went to put it in my room. I closed the door behind us as we went in. He put his bag on a chair in my room and turned around. I was right behind him so he kinda turned into me. We both knew what we were gonna do later and I thought we both wanted to do things now, but talking dirty in school and actually being beside each other with a chance to do things are just different. I wanted to take him in my arms and start kissing him, and maybe he wanted that too, but we just kinda smiled sheepishly and looked down. It was just a little weird. 'You want to go outside?' I asked. 'Sure' he replied. We went outside and started shooting basketball in my driveway. There was a weird tension between us. I guess it was sexual tension. I thought we needed to just hang out for a while and sorta work our way into being comfortable with each other. While we were playing, I would sometimes guard him and get real close. He would turn his back and I would put my front right on his butt. I did this a few times and then he started guarding me the same way, pushing his front into my butt. He was backing up into me and I was just trying to stand my ground. I played basketball all the time with my friends, but I thought this was sorta a sex dance and it made me laugh to myself. When he turned to shoot, instead of trying to block his shot, I grabbed his crotch. It worked, he didn't make the shot and it made both of us laugh. That seemed to break the ice and it didn't feel weird anymore. We quit playing basketball and just sat in the driveway talking. We were sitting cross legged and our knees were touching. We were talking about school but our minds were definitely on playing around cause we kept touching our knees together and sorta rubbing them against each other. We were both grinning a lot. My neighbor Johnny, who was three years younger than us, rode his bike into my driveway and asked what we were doing and if he could play with us. We said sure and we all started playing basketball again. After a while, Johnny asked if we wanted to come to his house and play with his Lego's. I don't know if Trey ever played with Lego's, but that was one of Johnny's favorite things to do and I would play with him almost anytime he wanted. Johnny was a really cute and thin blond boy but we had never played around. He was more my little friend who I would play younger stuff with. I knew other younger kids that I might see if they were interested in playing, but Johnny seemed too young, maybe too innocent, to even try to get to play. We went to Johnny's and built a castle out of Legos, he had a ton of them. Trey said he had not played with Lego's in a long time but the three of us had fun and laughed a lot. I called Mom and got permission to stay later and we played with Johnny for a couple hours more and then around nine Johnny's mom said he had to get ready for bed. We got up to leave and Johnny gave both of us hugs goodbye. His mom told Johnny to get in the bath and walked us to the door. She told us Thanks for playing with Johnny and how much he liked it when I came over. That made me feel good. So did Johnny hugging me. And not in a sexual way, it just felt good to know we had made him happy. We walked back to my house and Trey said that Johnny was a cool kid. I already knew that and just said, 'Yep, he is'. We got to my house and heated up hamburgers that mom had made earlier and ate them while clowning around at the table. My Mom and Dad were watching TV in the den. We cleaned up after ourselves and told my parents we were going downstairs to play pool and then go to bed. They told us goodnight and to have fun and not make too much noise. I hoped we didn't make so much noise they would come down. We started playing pool and we made up a rule that if you missed a shot, you had to pull your dick out of your pants until you made a shot. We both missed right away and we were both hard before we even pulled our dicks out. We ended up playing with our dicks out for the whole first game. Trey said he had to use the bathroom and when he came back he said he had washed his dick. I just smiled and said good. We made another rule then that we had to play the whole time with our dicks out and if we missed a shot, we had to suck the other guys dick for ten seconds. He missed first and come over to me, dropped to his knees and started sucking me. He was moving up and down on my dick with his teeth covered. I told him to just hold my dick in his mouth and use his tongue to lick my head then go up and down and to keep alternating up and down with licking. He ended up sucking me for at least a minute and it felt so good. He was getting better at blow-jobs by the second. When he pulled off, I intentionally shot the cue ball into a pocket and immediately got on my knees and started sucking him. I undid his jeans button and pulled his pants down to his knees so I could have better access to his dick. I sucked him for over a minute and then pulled off. 'You want to go to my room now?' I asked. I was ready to suck and kiss and who knows what else. 'Yeah', he said and he sorta waddled to my room with his pants still around his knees. I followed him and locked the door and got down on my knees in front of him. I started sucking him again and tried to pull his pants all the way off at the same time. We had taken our shoes off when we were playing pool and it was kinda tough, but we managed to get his pants off without me having to pull off his dick. I grabbed his butt and pulled him into my mouth as hard as I could. He smelled so good and I was really getting into sucking him. I was sorta humming. He was rubbing his hands all over my head and then started rubbing my cheeks and face. His hands were really soft and it was soooo sexy to have him do that. I was making slurping sounds and he was saying Oh Man and That feels so good and You are really good at this and sometimes just saying ohhhhhh. I suddenly realized how quiet it was except for our sounds and quickly pulled off. He dropped to his knees and started to unbutton my jeans but I said 'Wait a second' and went to my stereo and turned on the country station. He had played rock for me at his house and I wanted to play country for him here. I peeked out my door then ran to the playroom and turned out the lights we had left on and came back to my bedroom, locking the door behind me. He was sitting on my bed, only wearing his blue knit shirt. His pink dick was in front of his shirt and it looked really nice next to the blue. I walked over to him which put my dick around his throat. He reached out and unbuttoned my pants and then pushed them down. I stepped out of them and threw them across the room. I'm thirteen, you know. I took off my socks and then pulled my shirt off, moving my hips in what I thought was a sexy way. He laughed then bent down and sucked my dick into his mouth. He was able to get about four of my five inches in and then he pulled back so that just my head was in his mouth. He moved his tongue all around then went back down again. I put my hands on his shoulders because he was making my legs weak. He was holding onto my hips. He did that five or six times and it was really feeling good. I knew I would cum soon so instead of cumming now, I pulled out and climbed over him into the bed, laying on my side facing him. He turned around and then got on his side facing me. We kinda looked in each others eyes for a minute then started laughing. We still weren't good with this part. We both stopped laughing and I scooted closer to him. We were both leaning up on one elbow. I reached my left hand out to his neck and pulled him closer and we started kissing. I put my right arm under him and rolled onto my back, pulling him with me. Our chests were touching but our dicks weren't. I used my hands on his hips and tried to pull him on top of me. He was too heavy for me to do that but he got the massage and got totally on top of me, our dicks now mashed together. We were really kissing hard, both of us making lots of moaning noises. I pulled on his shirt and he leaned up some and pulled it off. He put his hands down on both sides of my shoulders and leaned down real slow until we were kissing again. I grabbed his butt and pulled him into me. Our dicks were right beside each other and we were both moving our hips, making them rub together. I really liked all the skin on skin contact. This was more like the first sleep over when I ended up cumming all over us. I pretty much decided then that I wanted him to cornhole me. I was thinking that it would feel so great if we were doing this but with him pushing his dick in and out of my butt. I wasn't thinking about if it would be painful. I was just thinking about how close we would be and how neat it would be to cum while he was inside me. I pulled back from his mouth and asked him. 'Do you want to try cornholeing?' It sounded funny coming out of my mouth and I almost laughed and said, Just kidding, but I didn't. I wasn't sure if saying it out loud wasn't too gay, and he would say no, I don't want to do that, even though we were naked and kissing and pressing our dicks against each other. 'I don't know. I think it would hurt.' 'You can do me,' I said. 'I don't have to do you back. I just think it would be kinda neat and I think it may hurt but it will feel good too. I saw a guy getting cornholed in a magazine and he looked like he was liking it a lot.' He asked about me seeing the picture and I told him about being at Chris's and finding his brothers magazine. 'I did it with Alex once, but he is a lot smaller than you and I don't even know if it will work. But I do want to try, if you want to. I really like kissing you and rubbing on you, and I just think it will be more fun to do that and cornhole at the same time.' I was being really honest, I guess, and I made myself look him in the eye while I said it. I was kinda scared now about what he would think and what he would say. We had joked about it, but this was the real thing. He seemed to think about this for a few seconds. 'OK, but I don't know if I want you to cornhole me. I will have to decide after.' Now I was starting to get really scared. I wanted to do it but suddenly I was worried about it hurting. It had hurt when Alex put his little dick in my butthole The pain ended up going away, but I wasn't sure it would go away with Trey's big dick. But I wasn't going to back down. I guess I wanted his dick in me more than I was scared about the pain. Trey rolled off me and I got some washcloths I had stashed in my bedside table drawer as well as the Vaseline I had put there and laid them on the bed beside us. I guess Trey knew I was ready to do this from the very beginning now. 'A Boy Scout is always prepared, you know' I said while grinning. He grinned back and that made me feel better. 'How do we do it?' he asked. 'Well,' I said, 'Alex did me doggy style but I want to try face to face. The guy in the magazine was on his back with his legs on the other guys shoulders. I think we can try that.' Trey got on his knees and I laid on my back in front of him. 'We need to use lots of Vaseline on your dick and my butthole' Trey scooped up some Vaseline and rubbed it all over his dick. I grabbed his dick and then wiped my butt hole. We wiped our hands on a washcloth and I lifted my legs in the air. Trey got on his knees and moved in closer to me. I put my legs on his shoulders. I felt very weird and very exposed. We looked at each other and we didn't laugh. Then he bent down and started kissing me. This was nice. His dick was touching my butt but he wasn't trying to put it in. I held his face in my hands and closed my eyes. I was shaking as we kissed. I wanted him to push into me but I was also pretty scared that it was really going to hurt. I started moving my butt around and his dick was moving over my hole and through my crack. It felt really great. Every time he moved over my hole I tightened up and kinda shivered. I was still shaking like I was cold. He pushed forward but his dick just slid down my crack. He did it again and it slipped up toward my balls. He reached down and held his dick straight and guided it to my hole. He started pushing and I could feel it right on my hole but it didn't go in. He pushed harder and suddenly his head popped right in. It hurt! I mean it really hurt. I tightened up everywhere and pulled away from his kisses, opened my eyes wide and whispered really loudly, 'Stop!' He looked scared and then pulled out. That really hurt too! I pulled my legs off his shoulders and closed my eyes again and rolled onto my side. It was still really hurting. I believe the last time I cried was in forth grade when a kid hit me on my nose with a baseball bat at recess. That had broken my nose. But I had tears in my eyes and I couldn't stop them from rolling down my face. I wondered if I had broken my butt. I was breathing shallow but trying to get a deep breath and that was making my chest hurt. This was not what I expected. I could feel Trey lay down in front of me and he started rubbing my back while saying, 'I'm sorry. Are you OK? What can I do?' He sounded scared and that actually made me feel a little better. Rubbing my back probably helped too. I wiped my face and opened my eyes. I tried to smile but it was more a grimace than a smile. 'Not your fault.' I said and kinda sobbed just a little. It was still really hurting. I imagined there would be some pain, but nothing like this. 'I'm sorry, I'm sorry, I'm sorry' Trey was saying over and over and that actually made me laugh a little. I was still crying some and that was pretty embarrassing. I could tell he was really feeling bad. 'Really, it wasn't your fault. I wanted you to do it but I think we did it wrong. It was feeling really good when you were rubbing your dick over my hole. But when it went in, it was like everything tightened up and it started to hurt really bad.' Trey was rubbing my back and shoulder and he still looked scared. I was able to take a deep breath and that helped a lot. I took another one and was able to stop the tears. I took another deep breath and wiped my face and eyes again. I just laid there and let Trey keep rubbing me. The pain was starting to go away, not entirely gone, but the hard pain right around my hole was going down a lot. 'It's OK. I'm feeling a lot better now.' Trey kept rubbing my back and I reached out and put my hand on his hip. I closed my eyes again and started slowly rubbing his hip in time with him rubbing my back. We laid there for probably three or four minutes and we didn't say anything. It felt really nice to just lay there like that and the pain totally went away. Well, I still felt a little pain but hardly any. I opened my eyes and looked at Trey. 'OK, I think I'm ready to try again.' 'No way' Trey said, 'I'm not gonna hurt you like that again. Let's just kiss and suck and stuff.' 'I want to try again.' I said. 'I think we might need to do it a different way. Maybe that's the expert way and we're just beginners. Let's try you on your back and I can sorta sit on you.' I looked at his dick and saw he was soft. I knew I had gone soft but when I looked down at my dick I was surprised. His was still about four inches long even though he was soft. Mine looked positively tiny, only about an inch and a half long like it was trying to pull up inside me. I never looked too big while soft, but this was smaller than usual. I wondered if that meant I was traumatized. I scooted closer to him so that we were touching front to front and and tried to hug him, though I couldn't really get my right arm under him. I closed my eyes. We were cheek to cheek, me on the upper side. I breathed in really deep. He smelled so good and I could feel my dick starting to get hard again. Our dicks were touching and I was getting Vaseline from his dick on mine. I moved my hips up and down and could feel his dick starting to get hard too. I opened my eyes and sorta pushed him back onto his back and rolled with him so that I was on top of him. I smiled. 'I'm OK. I want to try this again. I bet it won't hurt nearly as bad if I can relax. I bet you will slide in a lot easier.' I bent down and we started kissing again. We were getting pretty good at kissing. We were rubbing our tongues together and taking turns pushing into the other ones mouth. Sometimes I would lightly grab his tongue with my teeth when it was in my mouth. He started doing it back and it felt really sexy. We were both grinding our hips into each other and soon we were both very hard. The Vaseline made our dicks slide against each other and it felt really great. I thought we needed to use it next time we just wanted to lay on each other and kiss. But I wanted to do more now. We quit kissing and I got off him and got the Vaseline. I was really glad I had taken a bunch. We seemed to still have plenty. We had been lying in the bed upside down, our feet near the headboard, from when I had rolled away from him before, so we flipped around. He was on his back and his dick was really hard. It was jumping a little he was so hard. I took some Vaseline and held his dick in my fist to put it on. He moved his hips in and out and sorta jacked himself with my hand. It was making a slurping sound and we both laughed, but just for a second. We were both being kinda serious now. I added more Vaseline to my butt hole, wiped my hands, and then straddled him. He was still looking worried. 'Stop worrying,' I said, 'I think this will work better and it won't hurt this time.' He didn't say anything. I was sitting on his belly and his dick was touching my butt, but nowhere near my hole. I leaned down and started kissing him again. I had my hands on the bed and he reached under my arms and grabbed my shoulders. He was being pretty still. I was kinda moving my butt around so that his dick was in my crack and near my hole. I moved my hips up and down and was able to get his dick to rub over my hole and through my crack. It felt really good as his dick would go over my hole. I leaned closer to him and used my left elbow on the bed and reached around with my right hand and held his dick. I kinda thrust my butt in the air more and I was able to move his dick up and down my hole. That made me feel really really good. I was tensing up but trying to relax my hole as I was rubbing it with his dick. I stopped moving his dick and put it right on my hole. I pushed back but it slipped down. I held it right on my hole again and pushed back but the same thing happened. His dick curved some toward his belly and I figured that was just the natural way for it to move when I pushed. I kinda sat up some and held his dick more upright. I was able to get it on my hole and just held it right there. I kept tensing up. I would concentrate on relaxing and was rubbing his dick through my crack and over my hole. It kept tensing up as I did this. I just kept rubbing his dick over my hole and got to where I could relax when he was on it. I held it just on my hole, and forced myself to totally relax. I moved backward with my butt just a little and I felt his head start to go in. I tensed up again and kinda squirted it back out. It didn't hurt though. My eyes were closed this whole time so I was not sure if Trey was still looking worried. He was being very still, like he was afraid he would hurt me again. I held his dick on my hole and relaxed again and slowly pushed back. This time his whole head went in and the pain started again. It wasn't anything like before though. I grimaced and Trey started to pull his head out. 'Stop moving' I said and he totally froze. How quickly he totally froze made me smile a little. 'I just need to get used to it. This is nothing like the first time.' I just stayed like that and kept trying to relax my hole, but it was really hard to do. I would relax and then it would totally tighten up again. 'Whatever you are doing feels great,' Trey said. He was holding my hips now and basically keeping himself from going in any further. I was just trying to get used to my hole being stretched. There was pain, but not crying pain, and not stopping pain. I had imagined that he would just go right in and a few seconds later he would be pumping in and out and I would feel like I was in heaven. Reality was setting in, though, and I realized it was going to take time to get him in and that it probably wasn't going to be fireworks and kittens and all. We stayed like that for a least a minute, with just his head in and me trying to relax. The pain was going down. I guess my entrance was getting used to it and stretching out some. I pushed back just a little and could feel him going in further. I stopped again. 'Stay like this for a minute' I said. He was not moving at all. I was doing all the moving. I was really glad he wasn't losing control and just shoving it all the way in. I lay down on him while I waited to push some more. I could feel his heart really beating fast through my chest. I wanted to kiss him but thought that would make it harder to keep relaxing so I just rubbed his neck with my face and smelled him. This also made me tense up some but I was able to relax again. My butt felt really full even though he couldn't have more than an inch or so in me. I totally relaxed and push back some more and I could feel him going in deeper. There wasn't really pain, just a little discomfort, like I was taking a really big dump. I kept pushing back and I heard him gasp. 'Feels real good.' he whispered in my ear. I stopped again to get used to the extra amount in my butt. I wasn't sure how much was in me, but it didn't hurt anymore. I relaxed again and pushed back and then I felt his pubes on my balls. He was all the way in! I was pretty psyched that I was able to take all of him and not feel any pain. I definitely felt really full though. I just laid there for a minute and he stayed really still. I was kinda flexing my butt and he was making little gasping sounds. I figured it felt really good for him. I then pushed myself up off of him so that I was totally sitting on his dick. His dick went in a little further when I did that but again, no pain. I was very happy that the pain was gone. I lifted myself up about an inch then sat back down. He was still holding my hips and was squeezing them pretty hard. I moved up and back down again. He had his eyes closed and his head thrown back some now. I put my hands on his chest and pinched his nipples. This made him thrust his hips up and his dick went in even further. That felt good. It was different than anything I had felt before. It wasn't fireworks, but it did make me gasp that time. 'Feels good' I said, letting him know my noise wasn't because of pain. I lifted up more so that maybe half his dick was out then sat back down. His dick was really filling up my butt and I was starting to feel good all the time. I had gone soft while he was entering me, but I was starting to get hard again. I grabbed my dick in my fist and kinda held it as I moved up and then down again on Trey. He had opened his eyes and saw what I was doing. He took his right hand of my hip and pushed my hand off my dick and he grabbed it in a fist. That felt really good. I moved up and down again and man my dick felt good moving through his soft hands. I went up and then down again. Then I stayed down and moved my hips in a circle. That felt really good inside my butt. 'Push in,' I told Trey and he pushed up while I was moving my hips in a circle. He was still holding my dick in his fist and all that movement felt really nice. I leaned forward and he let go of my dick. He started pushing in and out and was starting to get a little faster. He was kinda picking me up as he pushed in. I leaned all the way down to his face and started kissing him. He kissed back but it was kinda hard to kiss with all that movement. I quit trying to kiss and just put my cheek next to his and inhaled really deep. He was going in and out of me faster and faster and there was a lot of squishing noises. It started to burn a little. 'Slow down', I said and sat back up. He slowed down but it was still burning, like we didn't have any Vaseline on. 'We need more Vaseline' I said and he stopped pushing. I pulled up and his dick plopped out of me. I was afraid it was going to have crap all over it but it was totally clean and very shiny. I reached over and scooped some more Vaseline into my hand and jacked his dick a couple times then put some on my butt hole 'Maybe it will work the other way now', I said and rolled off him. 'It doesn't hurt at all anymore, It just feels good.' I really wanted him to be on top of me. He turned around and got on his knees between my legs. I raised my legs up and held them behind my knees with my hands. He looked down and pointed his dick at my hole and then started to slowly push it in. It went in this time like I imagined it would from the beginning. It felt so weird for something to be going in instead of out. There was no pain anymore, just a really full feeling. He was all the way in and I could feel his pubes on my balls again. My ball sack was real tight. I didn't know why they were up so high, I didn't feel like I was about to cum, but I was glad they were out of the way. He leaned into me and I wrapped my legs around his waist and crossed my ankles. He started pumping in and out. 'Your butt is so tight. This feels great'. It didn't seem like he was in as far as in the other position, but the burning was gone and even though there wasn't a fireworks feeling, it just felt really nice to have his dick filling up my butt. His belly was rubbing on my dick as he went in and out and that felt really good too. I wondered if I would be able to cum being in this position. It was similar to when we had frotted and my dick was rubbing into his belly. Trey was starting to go faster and was pretty much controlling everything now. I could see sweat on his upper lip and he looked like he was concentrating really hard. He was going in and out and the bed was moving pretty good. This was sex. This was real sex. I had hoped it would feel better to me. It wasn't that it felt bad, it just didn't fell great. Maybe I thought it would be like I was a girl. But I guess I just didn't have the same stuff in my butt they had in their front. I did like the full feeling a lot and it was really really sexy to hear him breathing hard and feel him pushing and pushing into me. I thought he was probably getting pretty close to cumming. I was squeezing my legs around his waist and trying to pull him into me deeper and deeper. I reached out and put my hands on his butt and pulled hard. He was looking me right in the eyes. I was looking right back at him and neither of us was laughing. We were fucking. And that was what I wanted. He started making little whining noises and pushed even faster and harder in me. It was like he was spanking me with his dick. My dick did feel really good from the friction of his belly, but I didn't think I would cum like this. Maybe his dick in my butt was stopping me from getting there. I'm not sure but I sure didn't want him to stop. 'I'm gonna cum real soon', he panted. 'Do you want me to pull out?' 'No, I want to feel you cum' I answered and pulled him into me as much as I could. I was trying to push at the same time he was and pull away when he did. It was sorta working, his dick seemed to be going out a little more now before he pushed back in. 'I'm gonna cum now'. He closed his eyes and pushed in then out then in again and suddenly he just stopped and I could feel his dick start jumping in my butt and then I felt something warm. He stayed like that for a couple seconds then pulled out and pushed back in again and held it for a couple more seconds. His dick was going in a lot easier now. I guess the cum was as good as the Vaseline and made everything slicker. He wasn't making any noises, just holding his breath and his eyes were closed really tight. He pulled back out and went in really hard again. I could fell his dick jumping all around in my butt. He waited a couple more seconds and then started pumping me again really slow, going in and out and in and out. It felt like his dick had shrunk a little, I guess from the extra cum. I could feel his dick still jumping around and I guess he was either still cumming or maybe dry cumming by now. He pushed in hard again and then just stopped. He let out his breath, opened his eyes and then leaned down and started kissing me real hard. Really moving his tongue into and out of my mouth while pressing his lips hard against mine. I closed my eyes again and just let him kiss me. This was the best part I think. His body all over mine with his dick in my butt and his mouth working hard all over my mouth. We kissed like this for at least a minute then he sorta collapsed on me with our cheeks next to each other. He was sweating more now and his smell was really strong. I was really happy. I still had my legs wrapped around his waist and was pulling him into me still. His dick stayed inside me and we just lay there. 'Are you OK?' he asked. I laughed a little. 'Yeah, it wasn't exactly like I thought it would be, but I'd do it again. It doesn't hurt at all, it just feels really good. Don't pull out yet, just lay here for a minute'. He didn't answer, just kept his head next to my cheek and kinda moved it up and down, rubbing my cheek with his. I liked that. It was like he was transferring his smell to me, and that made me feel special in a weird way. We laid there for a couple minutes until I was starting to feel uncomfortable. I lowered my legs and said, 'Pull out slow.' He raised up and slowly moved backward until his dick plopped out. I could feel some cum leaking out and running down my crack. It felt like my hole was still wide open and maybe it was, I couldn't really see it and didn't want to ask Trey if it was. I reached over and picked up a washcloth and put in on my hole. He sat back on his legs and I could see his dick was still totally hard and was clean, just very shiny and his head was really purple. He reached over and grabbed another washcloth and started wiping his dick. I figured I needed to go to the bathroom so I rolled off the bed, holding the washcloth to my hole, and opened the door, peeking down the hall. No one was downstairs but us, so I walked across the hall to the bathroom and sat on the toilet. Trey's cum was just sorta leaking out without me doing anything. I bore down and kinda farted more cum out. My stomach was hurting just a little bit and I wondered if he had rearranged things inside me. I wondered if it was because I had gotten used to having his dick in me and now it was gone, so there was an emptiness inside me. There was definitely an emptiness. My hole still seemed wide open. I liked having him fill me up and how it put pressure all in my butt. I liked feeling him move in and out and I really liked feeling his warm cum in my butt. My stomach didn't hurt bad and I was hoping using the bathroom would make it feel better. I was thinking about what we had done. Before we did it, I thought I might feel ashamed or mad or sad or something afterward, but I didn't feel any of those things. I just felt... content, I guess. And happy. I was smiling now and I couldn't seem to stop. When Trey walked into the bathroom, still wiping his dick with the washcloth and looked at me, I didn't look away or stop smiling. I didn't feel bad or like I had done something wrong. He started smiling too and we didn't say anything right away. He turned on the water in the sink and got his washcloth wet and soaped it up. He started washing his dick. His was still totally hard and his foreskin was down on his shaft. He washed his head first then worked his way down his shaft to his pubes. There was cum in his pubes and he just soaped his whole area up. I thought the shower would work better but also thought my parents would really wonder about us taking a shower now. I didn't think they could hear the sink running if they were still in the den watching TV, and I didn't think I would have to answer any questions about cleaning up in the bathroom if we just used the sink. He got another washcloth and used it to rinse. He wet it and wiped several times and it appeared to be clean now. I didn't see any cum or Vaseline on it now. 'Come here and I'll check it out' I said to him. He walked over to me. I took his dick in my hand and inspected it. I jacked up and down a couple times then pulled him closer and took him into my mouth. Yuk, it tasted soapy. 'Rinse it more,' I said after pulling off him. 'It tastes like soap. But that is better than it tasting like poop!' He went back to the sink. It didn't feel like I had anything left in me, so I wiped my butt. I had to wipe a lot to get the Vaseline off, but before I dropped the toilet paper in the toilet, I lifted up and looked. There was only cum in the toilet, no poop and no blood at all. That was a relief. I wasn't sure what was going to be there and I was happy, mainly because there was no blood. No poop was good too. Trey handed me a wet washcloth. 'Use that on your butt'. I smiled bigger than I was already smiling. It felt kinda stupid, but it just made me even more happy for him to sorta be taking care of me. Stupid, I know, all he did was hand me a washcloth. But I didn't ask for it and I guess that is why it made me happy. I used the wet washcloth to wipe all around my balls and dick, then wiped my hole real good. I got up and started toward the sink to rinse my washcloth. 'Rinse the washcloths real good and hang them on the shower rod.' I hoped they would be dry in the morning and I could sneak them into the towel hamper in the laundry room. He rinsed his washcloths too. We were side by side at the sink, our hips touching and rubbing against each other. I was totally soft and he was totally hard. I was tiny dick soft again. We finished rinsing and I hung the washcloths up. When I turned back toward Trey, he said, 'Gotta check yours now' and dropped to his knees and took my dick in his mouth. He added a lot of suction and kinda pulled it out. He licked all over it. I had never had someone suck my dick while I was soft but it definitely felt good. He held onto my butt, which I totally love, and just using his tongue, licked all over me while I was inside his mouth. He started humming a little and I put my hands on his head. I guess it was clean or else he would have let go right away. I was starting to get hard but I wanted to be in the bed while he did this. 'Let's go back to the bedroom,' I said. He pulled off me and stood up. I went first to the door and peeked out just to make sure. The coast was clear so I started across the hall. Trey was right behind me and he put both his hands on my butt cheeks as we were walking. He squeezed and little and we both laughed. He had to let go to shut and lock the bedroom door and I went back to the bed. There was a wet spot on the bed where I guess cum had leaked. I used another washcloth to start wiping it up. I was leaning over the bed and my butt was pushed out behind me. I felt Trey grabbing my cheeks again and he started rubbing them. Then he got on his knees and started kissing my butt cheeks. It was pretty funny. He was making slurping sounds and giving my cheeks really wet kisses. I liked that he was kissing me there. It was funny but it also made me feel closer to him. I am turning into such a girl. 'I guess you like my butt now', I said as I pulled away and got back into the bed, laying on my back with my arms above my head. 'Not the only part I like' he replied and he climbed into the bed next to me then scooted down and took my dick in his mouth again. I was still pretty soft, but I didn't look like I had a tiny dick anymore. He was using his tongue and going up and down on my dick. I started getting hard. He was on my right side on his elbow and used his right hand to hold onto my balls. My ball sack was still high and tight and he was cupping them and sorta moving his hand to rub them real gently. He scooted up to his knees and used his left hand to rub on my chest and tummy. My whole front was feeling really good. But my butthole felt like it was still wide open and every time my dick jumped from the sucking, I felt like I was going to squirt out cum from my butt. It made me feel uncomfortable and was taking away from the enjoyment. I reached down and grabbed his arm and sorta pulled him toward me. He let go of my dick and looked up at me. 'Kiss me.' He moved up and started kissing me, still on his knees. He moved his right hand from my balls to my dick and jacked me a couple times then moved his hand up some and rubbed my belly. I put both of my hands on his cheeks and closed my eyes. I liked holding his cheeks while we kissed, it just seemed really romantic to me. He was moving his hand from my belly to my chest and rubbing over my nipples, which were really hard and sticking out. He pinched my left nipple and that sent shivers through me. It also made me tense up and feel like cum was going to leave my butt again. I wondered if we just needed to wait a few minutes but then sorta relaxed and thought, if it does it does, quit worrying about it. He kept moving his hand all over my front, going from my chest to my dick and jacking it a couple times. He broke the kiss and started kissing down my body, starting with my chin, then my neck, which really sent shivers through me, then to my chest. He stopped on my left nipple and licked it then sucked on it while lightly biting it. Man, did that feel good! He kept that up on my nipple and was using his hand to slowly jack my dick. This was a new feeling and I really liked it. He started kissing down my chest to my belly and licked my belly button then made his tongue hard and kinda pushed into it. That tickled and made me giggle. He looked up at me and grinned. His hand moved from my dick to my balls and he took me in his mouth again. He went all the way down my shaft and back up then down again. He had never had that much of my dick in his mouth before and I could hear and feel him gag. But he kept going up and down all the way, sometimes gagging a little. It actually felt good when he gagged, like his throat was squeezing my dick. He was holding my balls and rubbing them then he moved his hand down some and started rubbing under my balls. It was hard under there and it felt really good. I had never rubbed that before but I was really liking it. I put my left hand on his head and my right hand on his back. I was rubbing both his head and his back and everything was feeling really good. I reached down with my right hand and started squeezing and rubbing his butt. He was starting to go faster on my dick, moving up and down and up and down, sometimes stopping on the up stroke to rub his tongue all around my head. I let go of his head and pulled his left hand, which had stopped moving and was just on my tummy, up to my nipple. He got the message and started pinching my nipple. He was still rubbing under by balls and going up and down on my dick with his mouth. He was starting to hum a little and I figured that meant he was really getting into sucking me, cause that was what I sometimes did when I was really getting into sucking a dick. He wasn't going quite as far down on my dick so he wasn't making the gagging noises anymore. He kept rubbing and sucking and pinching and I was really feeling good. I was squeezing and rubbing his butt and holding on to the covers with my other hand. I could feel I was getting close to cumming. I kept flexing my dick and butthole but I didn't care anymore if cum came out either one. He was really getting into this blow-job and making a lot of slurping noises to go along with the humming. My dick was jumping more and more and I knew I was about to cum. 'I'm gonna cum' I warned him. He just kept going, moving even faster and sucking even harder. 'Seriously, I'm going to cum now' I said again. I could feel my balls move up even closer to my body. Trey was still pinching my nipple and rubbing under my balls and going up and down on my dick. My whole body tensed up and I started to cum. Trey just held on and was swallowing as I shot into his mouth. This was only the second time someone had kept sucking while I was cumming and I wasn't expecting it the first time. I wasn't all the way expecting it this time but Holy Cow did it feel good. I spurted four or five times and he swallowed every bit. He had stopped rubbing me, probably to concentrate on swallowing for the first time. My dick kept jerking and he went way down it and then used a lot of suction on the way up, like I did to him the first time I had swallowed in order to get every last drop out. He did that again and ohhh it felt good. The third time I was just too sensitive. 'Stop,' I panted. I realized I was squeezing his butt cheek pretty hard and let go. He released my dick from his mouth and I heard it plop onto my belly. My eyes were closed and I was sorta seeing stars. I guess I had held my breath for a few seconds. I just laid there feeling absolutely great and breathing pretty hard. He put his hand back on my tummy and rubbed really lightly with his fingers. He didn't say anything. We stayed like this for probably a minute while I caught my breath. I opened my eyes and looked down. He was staring up at me with a little smile. He licked his lips. 'Pretty good,' he said, 'and no mess.' I laughed and so did he. I pulled him up to me and we started kissing. He tasted like cum and I liked that. It was sexy. I kissed him really hard and rubbed my hands all over his back. This only lasted about thirty seconds cause I was totally spent. I let my head fall back to the bed and closed my eyes again.. 'That was perfect,' I said. 'Rubbing under my balls and sucking on my nipple and swallowing and everything was just perfect. You really know how to make a boy feel good.' And then I smiled real big. I don't know if he smiled back cause I kept my eyes closed. But he did scoot up some and laid his head on my chest and I put my arm around him. I lightly rubbed on his back and he lightly rubbed on my chest. This was how sex was supposed to be, I thought. I made him feel really good and then he made me feel really good. It was a whole lot better, and I mean a whole lot better, than just getting off from a blow-job or hand-job. We rested for a little while, just laying on the bed next to each other, talking and touching each other. Later, we ended up sixty-nining each other and he shot while we were doing it and I got to swallow his cum. After that I kinda fucked his face and he swallowed my cum again. That felt really good. He held the base of my dick and just kept his face still while I moved my hips real fast. We kissed some more and eventually we fell asleep naked. The next morning, I woke up first. Trey had a boner and I went under the covers and started sucking him. He woke up pretty quickly and put his hands on my head. I kept sucking him until he came. It was really cool. He sucked me later on that morning and swallowed again. He was really into swallowing now. We both were, I guess. So for that sleepover he swallowed my cum three times and I swallowed his cum twice with my mouth, and once with my butt! It was a really good sleepover. We only had one other sleepover before I moved away at the end of the summer. That one was at my house again and he cornholed me twice, once at night in my bed with us looking at each other, the other the next day doggy style out in the woods. That was really wild, having him grab hold of my hips and really fuck me fast. His balls made a slapping sound almost the whole time. It was really sexy and naughty to do it in the woods. I didn't cum either time and I was a little disappointed. He sucked me off both times afterward, but I really wanted to cum at the same time as him. We both played on the baseball team and I would ride my bike to practice and he would get picked up. His Dad was usually pretty late picking him up so we would go to the shed or the woods and kiss and suck each other. We usually had about a half hour to play, and we could both cum and then kiss during that time. It wasn't what I really wanted, I wanted to be in bed with him, but it was fun and sexy and naughty. I have great memories of sucking his sweaty hard dick at the baseball field. He never seemed to smell bad, even when he was really sweaty. His natural sweet smell was always there and I could usually smell him long after practice. I often didn't take a shower just so I could smell him until I went to sleep. I will always have my memories of Trey, and they are all great memories. We both grew up, got married, and had kids. I loved Trey. I never thought I was in love with Trey, but I sure loved the fact that he wanted to do all the things I wanted to do. I loved that I felt safe and happy when we were together, both in the bed or in the dugout or in the woods. I loved that he enjoyed making me cum as much as I liked making him cum. I hope that he still smells as sweet and his cum tastes as good as it did when we were boys. It has been many years since I got to taste him, but you never know, maybe, with some good fortune, I can smell and taste and kiss him one more time.