The Second Chronicles of Kovzland
Book 1:  Return of the Kovz King
Chapter Two

    It was mid-morning by the time I awoke.  I could tell because 
the room was bright with sunlight diffused through the soft, 
white, chiffon curtains. Although my sleep had been deep and 
filled with delightful dreams of play and boyhood, I felt an 
eerie fear creep into me.  I was, after all, in a strange house, 
without family or friends to comfort me.

    It seemed deathly quiet and I lay there with the blanket 
pulled up beneath my chin wondering why no one had come to wake 
me.  Still, the bed felt so clean and soft that my fear couldn't 
last long.  I glanced to my right and saw a small, stuffed brown 
teddy bear smiling into nowhere.  Grinning childishly, I let one 
of my arms slip from the blankets, pulling the bear halfway back 
under the covers and holding it against my bare chest, snuggling 
it against my neck.  This was a very immature thing to do, even 
for a boy my age and I knew it, but it felt nice to have a soft,
furry friend.

    After a few minutes of smiling with the bear, I looked around 
more openly at the room.  Apart from the brightness of the morn-
ing, it looked the same as it had the night before and I felt 
reassured that no one had come in during the night.  I wondered 
if it would be okay for me to look around the room and looked 
into the bear's eyes for an answer.  He didn't say anything, 
however, and I finally put him back on the bed.  Swallowing 
uncertainly, I slipped my legs from beneath the blankets and let 
them dangle over the side of the bed, sitting there with my white 
silk panties the only thing separating me from nakedness.

    I sat there for a long moment as if expecting a dozen guards 
to come tearing into the room to beat me for my bravado.  When 
none came, however, I felt emboldened enough to push myself off 
the bed and jump down onto my legs. Again I stood there testing 
for reactions and again the room and house remained silent.  With 
an impish grin at my fears, I walked over to the large wardrobe 
against the wall.  It was huge compared to me and I doubted I 
would be tall enough to use it very well.  Still, its size seemed 
to beg curiosity and I was very curious about what lay inside.

    I opened one of the doors and leaned my head down to peer in 
as if being cautious not to let any monsters jump out.  When none 
did, I stood back up and pulled the door wide, my other hand 
instantly moving over to pull open the other door.  It was made 
of mahogany, deeply stained and beautiful.  Inside, just within 
my reach, were shelves and cubby holes, all empty.  Below them 
were several drawers and I tested each one again with no discov-
eries.

    When I looked up, however, I found that the inside of the 
doors each had full length mirrors on them.  This was a find 
indeed for I was astonished to discover that I didn't know what I 
looked like.  I saw the small, skinny boy in the mirror looking 
at me with as much curiosity as I looked at him.  He/I had long 
blond hair, the silky strands falling down into my eyes and 
curling slightly against my neck, though not so long that it 
reached my thin, pink shoulders.  Beneath my bangs, my eyes were 
a pale blue gazing out beneath long, black eyelashes, so long 
they almost looked like I had mascara on.  My face was pale but 
flushed slightly at the cheeks, the skin as smooth and unble-
mished as any I might imagine.  Oddly, I felt a pang of jealousy 
in my heart for the face in the mirror, though even I knew that 
it was mine.  I thought I was very cute.

    Below my face, round but angularly shaped like a young boy's, 

my neck looked very thin; not skeletal thin, but seeming too 
slender to support my head which I thought now looked too big for 
me.  I had no adam's apple or anything to break the smooth, 
slenderness of my neck.  It joined to my thin shoulders between 
the hard ridges of my collarbones, just above the small, childish 
mounds of my immature chest.  My arms dangled long and slender, 
without any rippling sign of muscle or the slightest silver hair.  
At their end, my hands hung limply, looking too large for the 
thinness of my wrists and forearms.

    My nipples looked very little, colored a childish pink that 
contrasted beautifully against the pale softness of my small 
chest.  I had so little muscle, my little chest swelling almost 
imperceptibly beneath my nipples before fading smoothly into the 
gentle ripples of my ribs.  These didn't poke out, but they were 
visible beneath my smooth, pale skin.  Gazing still farther down, 
my rib cage led to a thin, baby soft stomach, my belly button 
looking small and cute against the smooth skin.  The panties were 
so skimpy that my belly was visible almost down to the mound 
between my legs and the skin looked unbelievably smooth and soft.  
I felt myself absently licking my lips as I gazed at it.

    I felt even more enchanted by my panties themselves.  They 
clung tightly to my slender boy hips, the white fabric stretched 
tightly enough that the pale, pink softness of my skin could just 
be made out beneath.  Between my legs, my penis made a little 
bulge in the soft fabric, showing little more than the small size 
of my boyhood, the pale blush of purple that was my little penis 
head, and strongly hinting that my penis was hairless.

    My legs were still childish farther down, my thighs and 
calves running down to my feet in slender, un-muscled, pale 
perfection.  Although I couldn't see them in the mirror, I knew I 
had little silver hairs on my calves. Otherwise, my legs were 
smooth and totally hairless, my knees looking a little bony.  I 
thought my feet looked a little large, but who can tell on an 
eleven year old boy?

    Feeling embarrassed, I adjusted the opposing mirror so I 
could see my back.  It looked thin, my small shoulder blades the 
only thing that rippled and my shoulders un-broadened like older 
boys' were.  My spine made slight ripples down the center.  
Beneath it, my butt looked small and round through the tight 
silk.  The back of my legs looked as smooth and hairless as the 
front had.

    I turned back, put my hands on my hips and smiled at the boy 
in the mirror.  I thought I was a pretty good-looking boy and I 
enjoyed the near naked beauty of my body in the panties.  My hips 
pressed forward a little and I grinned when I saw my little penis 
poke more prominently from the front.  It still looked very 
small, but I thought it was beautiful.

    I felt an odd infatuation with my body and I stood there 
looking at it in the mirror.  I was imagining my penis naked, 
felt a strange desire to pull the panties down and see it in its 
hairless boyhood.  It felt very strange and I wondered if all 
boys felt the same attraction for their own bodies and penises. I 
wondered, too, if I could make it get an erection all by myself.  
Maybe I could rub on it and get the same feeling in it that...

    The door behind me was unlocking and I felt my face flush hot 
with embarrassment, though I didn't know why.  I turned as if in 
terror, watching the doorknob turn, standing there in my skimpy 
clothing between the mirrors.  I didn't even know why I felt so 
ashamed as I watched the door open.  As I watched it moving, I 
felt an incredible desire to run and hide myself beneath the 
covers.  There wasn't time, however, and I stood there watching 

in muted terror as Mama entered my room.

    "Oh, so you're finally awake," she smiled, crossing into the 
room as if oblivious to my near nudity.

    I stood there watching her and couldn't say anything.  My 
heart was pounding with guilt and shame and I was acutely aware 
of the little bulge of my penis in my panties.  There was a 
strange feeling in it, the feeling that it got just before it got 
hard and I wondered why I would get a boner just by being caught 
thinking about it.

    "Come here, now, honey," she said, motioning for me to join 
her by the bed.

    I obediently walked over to her with my face flushed.  Given 
a choice, I would have run away and not let her look at me, but I 
was just a boy and she was an adult so I walked over to her 
swallowing nervously.

    She sat down on the bed and her hands reached out to me as I 
approached. They felt good as they held to my slender abdomen, 
but I felt very embarrassed.

    "There, now," she smiled as her hands held to my bare, skinny 
belly, "what do you want to do today, sweetie?"

    The question confused me, but I shrugged.  "Play, I guess," I 
said, thinking that was a safe answer.  I felt so small standing 
before her and looked down at the ground in bashful uncertainty.

    "Well, good for you," the woman smiled.  "What do you want to 
play?"

    I shrugged, not looking at her.  I felt an odd fear that she 
would think that I wanted to play with her (whatever game they 
played at her age) but she didn't seem to want to play with me.

    "Well, you can't play with Eric, today," she sighed.  "Tomor-
row...  Can you play by yourself today, honey?"

    I shrugged and nodded.  I didn't know any other way to play.

    "Well, good then," she grinned, giving my skinny body a twist 
in her hands.  "What do you have to play in, dear?" I wasn't sure 
what she meant and didn't say anything or look any higher than 
the carpet.  That was okay, however, because she stood and took 
up my little silk clothing.  "Well, a boy can't be caught playing 
in things like these," she sighed, tossing them on the bed.  "Let 
me get you some of Eric's clothes." Without another word, she 
returned the way she'd come and disappeared out the door.

    I stood there, afraid to move or even speak.  I looked around 
the room uncomfortably, wondering what I was supposed to do.  It 
took a long while of fear and uncertainty before the woman reap-
peared with a small bundle of clothes in her hands.

    "These are too small for Eric now," she confided setting them 
down on the bed and towering above me, "but they should fit you 
just fine." I felt my heart skip several beats as the woman 
leaned over and unceremoniously peeled my panties down my skinny 
legs.  My hairless penis lay there on my testicles and I felt my 
face blush crimson with heat and embarrassment.  I felt the same 
tingling sensation in my testicles and was deathly afraid my 
penis would flare into erection again.  With scarcely a glance at 
the little thing, however, the woman picked up a pair of white 
cotton briefs and I stepped into them with silent obedience.  She 
seemed unaware of my embarrassment as she pulled the tight elas-

tic band up to my hips and enclosed my penis within it.  She 
seemed totally unaware of my nudity and I stood there silent and 
blushing, wondering why my bare penis seemed to entrance me, 
Eric, Father Donovan and all the others, and yet did nothing 
whatsoever for her.

    I stood and watched as she pulled a pair of cutoffs from the 
clothes, then again lifted my feet and obediently let her pull 
them up my legs.  The underwear had left my penis somewhat ex-
posed, at least by showing the little bulge.  In the shorts, it 
was completely hidden.  I felt better.  The clothes, though too 
small for Eric, were still a little large for me but not awkward-
ly so.

    "What are you doing?!" a man's voice sounded behind us.  I 
turned in terror and saw Master Thorne cross the room to where we 
stood.  He didn't seem as angry as he sounded, but he looked at 
me and Mama with extreme displeasure.

    "I'm just dressing this boy up for play," Mama said, neither 
her movements nor her voice betraying any change from the way 
they had been before the man's entrance.

    "He's not leaving this room!" the man commanded.

    "And why not?" Mama smiled, not looking at him as she picked 
a short sleeve shirt from the pile.  She took my skinny little 
arms and guided my large hands to the sleeves.  I stood fright-
ened by Master Thorne and let my bare little body be clothed by 
the woman.

    "He'll run away," Master Thorne replied, his eyes not leaving 
my skinny body.

    "He promised he wouldn't, didn't he?" she asked, still smil-
ing wryly as she guided my skinny arms through the sleeves.

    "Yes," the man replied reluctantly.

    "Well... sweetie, do you promise not to try to run away?" she 
asked me.

    I nodded frightfully, uncertain if I should agree with her or 
the man. Agreeing, again, not to run away, seemed to satisfy both 
of them.

    "A boy his age has to get out and run, Johnny," the woman 
said, almost ignoring both the man and my own nod of agreement.  
"Do you want him to be sickly?"

    "Of course not," Thorne said irritably.  His eyes never left 
me as Mama buttoned the shirt up my skinny chest.  "You must 
admit, I did find my boy the best, didn't I?"

    "He's a right smart boy," Mama nodded, gently patting my 
chest as I stood there in shorts and shirt.

    "No shoes though, Mama," Thorne added sternly.  "I don't want 
to give him any cause to run away."

    "A boy doesn't need shoes to play, do you, honey?" the woman 
asked.

    It took me a moment to respond because I wasn't sure she was 
talking to me.  When I realized I'd been asked a question, I 
nodded in innocent, wholehearted agreement.  Thus far, I had no 
reason to run away.  I would have stayed in their small paradise 
forever, particularly after the experiences of the orphanage.

    "Yeah," Master Thorne said, and I could feel him smiling at 
me though I didn't look at him, "I picked a right smart boy."

    I felt him leaving and turned to watch him.  His tall figure 
disappeared through the door and he was gone.

    "There, now," Mama smiled.  "Are you hungry?"

    I could feel my eyes widen hopefully and I nodded my head up 
and down. I was very hungry.  I felt her large hands resting on 
my little shoulders as she guided me out the room and down to the 
kitchen.  There was a table there and she told me to sit down 
while she fixed my breakfast.  Everything was already cooked so 
it was just a matter of dishing it up for me.  I sat with my 
hands folded politely in front of me as she placed the heaping 
plate in front of me.  Then I attacked it hungrily.

    "My how growing boys can eat," Mama smiled watching me devour 
the meal.

    When I had finished, she gave my bottom a gentle slap out the 
door and I found myself facing a large expanse of lush green 
lawn.  It seemed out of place in the dry, arid countryside, as if 
some garden had been placed there surrounded by brown, rocky 
mountains.  I grinned, delighted to feel my bare feet as they 
stepped across the soft grass.  Soon, I had broken into a run and 
I turned somersaults and cartwheels until I felt dizzy.  For a 
long time I played on the grass before discovering an almost 
hidden path into a large garden.  There was a man doing chores 
there and I delighted myself by playing hide and go seek with 
him.  The man never saw me, or, if he did, he passed me off as a 
little boy at play and didn't say a word to me.

    After another long while at this childish play, I discovered 
another path leading off toward a barn down the hill.  I slipped 
along this one as silently as if I were still playing hide and 
seek, watching for anyone who might see me.  I wasn't afraid of 
being caught at anything; it was just fun to pretend that someone 
was looking for me.  When I reached the barn door, I peered in 
and saw another man shoveling manure.  The smell of farm animals 
was heavy in the air and I found it nostalgically pleasant, but I 
was more concerned with the man.  His back was to me and, creep-
ing silently on my bare toes, I slipped through the door and down 
a walkway away from him.

    There was a row of stalls stretched along one side of the 
walkway and I slipped into one.  I stopped short when I realized 
that there was a horse inside.  He was a tall, dark brown horse 
and I stared up at him in a mixture of wonder and fear.  He 
looked back at me and I almost turned and ran as he walked gently 
over to me, his muzzle pressing against my chest.  When I real-
ized he wasn't going to hurt me, I grinned and started petting 
him.  He seemed to like this a great deal and practically laid 
his head in my arms.  Compared to me, he was huge and had to lean 
his brown head far over to nuzzle my chest.

    "Off for a ride, Master Eric?" I heard the man's voice ask 
from the other room.

    "Yeah," a boy's voice replied.  It was the boy, alright, and 
I felt oddly frightened of him.  I could hear him approaching the 
stall and looked frantically around for someplace to hide.  There 
was some straw pushed into one corner, but I knew I couldn't 
reach it in time.  Instead, I stood there cradling the horse's 
head against my chest and hoped that the boy would pass the stall 
by.

    He didn't, however.  He turned into the stall then pulled up 

short when he saw me.  We both stood there looking at each other; 
me frightened that I was going to get into trouble for sneaking 
into the barn; Eric... I wasn't sure why he was looking at me but 
he was looking very intently, his smooth, pale brown cheeks 
flushing slightly beneath his deep brown eyes.  His black hair 
hung down into his forehead and fell in soft curls against his 
bare shoulders.  He was wearing overalls without a shirt, an 
outfit I found intensely attractive for his tall, thin body.  His 
shoulders and the bare skin of his upper chest looked unbeliev-
ably soft and smooth, the same smooth, pale brown color of his 
adorable face.  I found myself wondering what his slender chest 
would look like bare.

    I looked away from him, feeling embarrassed for how I was 
feeling, and let the horse's head go.  I wished I could run away 
and I couldn't think of anything to say to the older boy.

    "His name's Useless," Eric said, his young, high pitched 
voice cracking slightly with puberty.

    "Why?" I asked, thinking it was a mean name to call a horse.

    "Because he's a gelding." The boy stepped into the room and 
stood on the other side of Useless, petting him with his big 
hand.

    "What does that mean?" I asked.

    "It means he doesn't have a penis," the boy replied, his cute 
face flushing brighter.

    The very word made me blush as brightly as Eric was and I 
looked away bashfully.

    "Do you want to go for a ride?" the boy asked, obviously 
aware of my embarrassment.  The thought of riding a horse 
thrilled me instantly, all but eclipsing my embarrassment.  I 
looked up, my blue eyes sparkling eagerly.  "Come on," Eric 
nodded, giving me room between he and Useless.

    I walked over and lifted my hands to the horse's saddle.  
Eric leaned forward and his hands made a step for me.  I stepped 
on them and his long, skinny arms and shoulders rippled gently as 
he pulled me up onto the horse's back.  It was so high I felt a 
little dizzy and clutched to the saddle gasping nervously.  Eric 
smiled up at me and I watched him pull himself up on the horse 
behind me.  The saddle was man-sized and left plenty of room for 
two boys our age to sit comfortably.  I could feel Eric's thighs 
spread wide and felt my body pressed down between his legs.  
Still, I was too excited about the horse to realize that the 
bulge pressed against my lower back was his gifted penis.

    The boy's slender arms wrapped around my skinny body and took 
hold of the reins.  He clicked his tongue and kicked the horse 
gently, pulling the reins and causing the horse to whirl around 
facing out of the stall.  I giggled nervously as the horse start-
ed to walk toward the exit of the barn.  The stable-master saw us 
leaving and stood watching, a knowing smile on his face.

    Soon, Eric had the horse galloping out into the fields sur-
rounding the small village.  I was terrified but felt secure in 
the arms of the older boy. We rode for several minutes in a 
straight line away from the house and it never occurred to me 
that I was leaving the grounds.

    "Where are we going?" I shouted after about ten minutes.

    "Swimming!" Eric shouted back, close enough to my ear that it 

was easy to hear his voice crack.

    It looked to me like everything around us was dry and that 
water was a long way off, but I was too young to think that water 
was impossible.

    Nonetheless, a few minutes later Eric slowed the horse to a 
walk and guided it up over a low ridge of hard rock.  On the far 
side, the smooth, tanned rock dropped down into a ravine and a 
creek of crystal clear water ran through the bottom.  I smiled 
happily in the bright sunlight as Eric led the horse a little 
farther downstream.  There, the creek widened into a deep pool, 
the water so clear I could see the large, round rocks on the 
bottom.

    "Come on," Eric said, whirling off the horse and turning to 
reach up for me.  The tall boy's hands slipped under my arms and 
he helped lower me slowly to the rock.  He left Useless tethered 
and walked over to the creek.  I followed with an excited skip of 
anticipation.  It was a hot day and the thought of the cool water 
was a pleasant one.

    We stood about five feet above the water on a large, flat 
slab of rock. It felt smooth beneath my bare feet and warm from 
the sun.  There was very little vegetation and we stood on the 
rock side by side, exposed to the clear blue sky and the warm, 
radiating daylight.

    I jumped slightly as I felt Erin's arm encircle my thin 
shoulders.  He felt as nervous as I did by this and I looked at 
his big hand hanging from my shoulder.

    "What are you doing?" I asked, squinting up into his cute 
face.

    "Nothing," he replied, a little shyly.

    I shrugged slightly and accepted his friendly contact.  If 
nothing else, I knew that I was his slave and that a good slave 
didn't trouble with things his master did.  It felt comforting to 
be in the taller boy's arm and I felt good as I gazed down into 
the clear water.  I jumped again when I felt the older boy's 
other hand reach out and start to unbutton my shirt.

    "What are you doing?" I asked again as if it were the only 
thing I knew how to say.

    "Well, you can't swim with your shirt on," Eric said as he 
undid the first and second button.  I looked down my pale, skinny 
body and watched my little boy chest appear.

    "I can do it myself," I said softly, confused by the con-
flicting feelings I had, on the one hand enjoying the feel of the 
boy's hands on my clothes, on the other feeling intensely embar-
rassed to be so vulnerable to a boy little older than I was.  I 
had gotten somewhat used to having adults taking my clothes off.  
Eric was only thirteen.

    "It's okay," Eric said, his hand still unbuttoning my shirt.  
"That's why Pa bought you for me."

    I didn't know what he meant by this so I didn't say anything, 
just stood watching as my skinny belly appeared.  Eric pulled the 
tails from my shorts and was able to reach the final button.  He 
undid it and my shirt hung open down the front, my pale, skinny 
body half exposed.  I looked down at my little belly button and 
the smooth, hairless skin surrounding it, swallowing nervously as 
the older boy slipped his hand partway beneath my shirt and 

rubbed it lightly across my skinny rib cage.  I didn't ask him 
what he was doing this time, just stood there letting him caress 
my body.

    "You're really soft," he half-breathed, making me blush.  I 
wasn't sure why the boy was touching me like that, but he seemed 
to like doing it and I, nervously, liked it too.  I had the same 
uncomfortable feeling I'd had with the boy in the alley and, 
despite my nervousness, I wasn't going to run away from Eric like 
I had that boy.  Besides, Eric owned me now, didn't he?  I was 
just a slave boy and had better do what I was told or I was 
almost sure to get a beating.  The memory of Oliver's slender, 
pale thighs and the purple welts was still clear in my mind.

    I felt Eric's big, light brown hand slide up my chest and he 
held softly to the small mound of my boyish muscles.  He moved so 
that we were facing each other and I felt his hand sliding back 
down my rib cage and down my belly.  It tickled, but I was too 
nervous to giggle, feeling my belly shiver with excitement as he 
slid over my belly button.  When his hand reached for the snap 
and zipper to my shorts, however, I let out a startled cry and 
pulled it away.

    "Come on, Kelvin," he cooed into my ear.  "You can't swim 
with your clothes on."

    "Why not?" I asked with boyish embarrassment.

    "Nobody does," he said, reaching for my zipper again.  I 
pulled his hand away and he sighed.  "Come on, Kelvin.  You have 
to do it sooner or later."

    "Do what?" I asked in confusion.

    "Haven't you ever done it with another boy?"

    "Done what?" I was so confused I felt ready to cry.  Why did 
everybody want to take my clothes off?

    "Are you a virgin?" the boy asked, sounding as embarrassed as 
I felt, his big hand returning to my chest and holding it light-
ly.  The touch seemed to effect me someplace inside and I had 
trouble breathing.  My mouth dropped open, my blue eyes staring 
at his soft brown hand on my smooth, pale skin.

    "What's a virgin?" I asked quietly.  I couldn't look up at 
the cute boy and just stood there with my little chest exposed, 
his long, slender arm still holding to my shoulders as his long 
fingers tenderly petted my baby soft body.

    I could feel him smiling down at me in a mixture of adoration 
and uncertainty as I felt his smooth, gentle hands slide up and 
down my skinny rib cage.  I felt so confused, a large part of me 
wanting to cry while something deep inside begged me to collapse 
against the boy and let him take me and do whatever he wanted to 
do.  Eric didn't seem too concerned by my prepubescent confusion, 
however, and just stood there holding my little body in his big 
hands and smiling down at me.  His deep brown eyes were looking 
down into my face, his smooth cheeks flushed, looking like he was 
as much in love with my innocence as he was with my body.

    "Don't be scared," he smiled softly.

    "Afraid of what?" my high pitched voice half cried.

    Eric let out a brief little laugh and leaned down.  I swal-
lowed nervously as I felt his lips press against my cheek, the 
thirteen year old's large hands sliding slowly up and down my 

skinny rib cage, fingertips caressing my naked skin.  I stood 
panting nervously as the older boy's fingers slipped across my 
hairless little underarms, his hands moving over my shoulders, 
pushing my shirt open wider.  They slid across the top of my 
shoulders as they guided my shirt back far enough that it was 
able to slip down my arms, my skinny little chest swelling for 
air as it was bared to the warm sunlight and the cool breeze. I 
looked down at my pale skin and little nipples, saying nothing 
and doing nothing to stop the boy as he helped the shirt over my 
elbows until it fell to the rock below.

    His hands felt so big as they took hold of my little chest, 
fingers slipping into my hairless armpits again.  Again the boy 
leaned down to kiss me, his warm lips now caressing my bare 
shoulder and small collarbones.

    "What are you doing?" I whimpered nervously.

    "Trust me," he breathed, his lips scarcely leaving my baby 
soft skin. "It feels good."

    I didn't know what he was talking about, but what he had done 
so far did feel good.  Were it not for my embarrassment and 
confusion at having my small body touched like he was doing, I 
would have enjoyed it very much.  As it was, I stood there shi-
vering nervously as the boy's big hands and moist lips moved over 
my chest and little nipples.

    "Are we going swimming?" I asked softly, hoping to distract 
the boy.

    He grinned and stood back up, his big hands sliding down my 
ribs and releasing me.  I looked up at him in embarrassment.  He 
was adorable when he grinned, his teeth so white and perfect, his 
deep brown eyes twinkling, his smooth brown cheeks blushing, dark 
brown hair brushed over to the side but still falling into his 
eyes.  Despite his blush, however, he really didn't look as 
embarrassed as I was.  Still, he was gentle and willing to go 
slowly with a boy as small and innocent as I was.

    I almost wished I hadn't stopped him, so nice did his hands 
feel on my chest.  I swallowed, embarrassed now that I'd said 
something to make him think I didn't want to be his friend, and 
stood there blushing, wearing nothing but my cut offs.  I had to 
remember to be more cooperative with a boy if I wanted him to 
like me.

    "Okay," the young pubescent boy smiled down at me.  I found 
my eyes looking up as the boy reached up and slipped one of the 
straps to his overalls down his shoulder.  His arms were long and 
skinny, but his small shoulders were gently rippled with young 
muscle and his skin looked extremely soft and smooth, the same 
soft brown of his face.  He was still looking at me and smiling 
as he slipped the other strap over his shoulder, but the blush in 
his cheeks seemed to grow brighter.

    My eyes were riveted to the boy's long, skinny body as he 
lowered the front panel of the overalls and bared his small 
chest.  He wasn't a muscular boy, but his chest did swell visibly 
beneath his nipples in small, hard mounds. His nipples themselves 
were very small and colored a deep brown.  Against his smooth 
brown skin and hard muscles, they were particularly cute and were 
growing tinier as the cool breeze touched them.  His abdomen was 
very long and rippled with his ribs and smooth, flat belly.  This 
made his chest look even smaller, his abdomen running so thin and 
long, the skin soft and smooth looking.  He had a small belly 
button and it was surrounded by the smoothest skin of all.  It 
felt strange to think a boy's abdomen was beautiful, but Eric's 

was so smooth and brown looking and his little belly button 
looked so cute surrounded by that soft, perfect skin that beauti-
ful was the only word I could think of.

    I stared at his bared chest, so fascinated by its youthful 
beauty that my embarrassment temporarily lessened to allow me to 
gaze at him.  I found myself infatuated with his abdomen.  It 
looked so firm with his gently rippling muscles, but the skin 
that covered it looked so soft and perfect, the pale brown com-
plexion of his boy flesh running unblemished all around his belly 
button and up across his boyish rib cage.  His abdomen was so 
long and slender it just made the small mounds of his boy chest 
look even more attractive.  I thought he was incredibly beautiful 
and felt a pang of jealousy for his pubescent body.

    All of this passed in seconds, however, for the boy's big 
hands were soon pulling the overalls farther down.  It took me a 
moment to realize that the boy wasn't wearing a swimsuit or 
underwear beneath the overalls and it wasn't until I actually saw 
the first dark hairs of his peach fuzz that I knew the boy was 
stripping naked.

    His belly grew paler the farther down the overalls slipped 
but was still baby soft and light brown.  The skin looked wonder-
fully smooth and perfect right up until the soft downy fuzz of 
his young puberty.  When I saw the little patch of boy hairs 
appear, my heart skipped a beat and I swallowed nervously.  They 
looked so little and soft, but very dark against his pale brown 
skin.  The only thing that startled my boyish mind more than his 
boy fuzz was when his penis began to appear.

    Even at the base, I could tell he had a much larger penis 
than I had. If I were to have been doing what he was doing, my 
little wiener would have appeared almost immediately and all at 
once.  With Eric's young manhood, I could see a full inch of it 
appear, reaching down into his overalls, surrounded by the little 
circle of his downy peach fuzz.  My mouth felt dry and I licked 
my lips reflexively, still staring in surprise as more of the 
boy's cock appeared.  It had the same pale brown color as his 
soft belly, the skin running smooth and unblemished down his long 
shaft.  It wasn't terribly thick, but it looked thick to a little 
boy who was used to seeing his own little boyhood.  By the time 
his big cock cleared the overalls, it was hanging down more than 
five inches, monstrous to a boy my age, as big as Sandy's, maybe 
bigger.  It wasn't erect, but it had thickened more than normal 
and looked more rubbery than limp, as if it would flare into an 
erection at any second.

    The thing that startled me most about his penis, apart from 
its sheer size and downy peach fuzz, was the fact that it didn't 
seem to have a head at all.  The boy's foreskin so perfectly 
covered the young thing that it looked like his shaft just ran 
all the way in soft boyishness and ended in a smooth, round ball 
of smooth skin.  I had seen boys with foreskins in the orphanage, 
of course, so I had some idea of what they were, but Eric's was 
so smooth I was momentarily confused.  It was only the round 
bulge of his head beneath the soft skin that helped me realize 
that it really was just his foreskin.  It looked so pretty, I 
found myself wishing I had one, too.

    I continued to stare at the beautiful, thirteen year old 
penis as the boy's long, smooth legs lifted from the overalls and 
his big feet were bared in turn.  It looked even more beautiful 
as it moved gently from side to side as he moved, swinging ever 
so gently on his testicles, still looking on the verge of erec-
tion.  He set the overalls down on the rock, then stood up with 
his hands on his hips.


    He stood there naked like a pubescent god and I stood a few 
feet from him, mouth hanging open, gazing at him with adoration, 
though I was still too young to know what adoration was.  His 
body, for all its gangly youth, his over-long arms and legs, his 
big, clumsy hands and feet, and his skinny firmness, were unbe-
lievably beautiful to my eyes, the skin so soft and smooth, the 
pale brown complexion of his flesh so perfect it seemed to beg me 
to touch it.

    For a long while, I stood there and stared at the gentle 
ripples of his smooth rib cage and the firm contours of his small 
muscles.  With his hands on his hips, I could even look up into 
his armpits and see that they were hairless and the same smooth, 
pale color of his young body.  I swallowed with painful longing.  
He was so phenomenally beautiful to my young eyes that I didn't 
even think about being embarrassed to stare at it until I sudden-
ly realized he was looking at me.  I glanced up and saw the tall, 
cute boy smiling down at me.  I blushed instantly and looked 
away.  I could hear him smiling at my childish embarrassment, but 
I didn't look up again.

    "It's okay?" he said, and I could hear him grinning through 
his high pitched boy voice.

    "What?" I asked, with bashful defiance.  I knew what he was 
talking about, of course, but I wasn't about to admit it.

    "You can look," he grinned.

    "I wasn't looking," I insisted, still in a small, childish 
voice.  I stood there looking away, feeling the boy smiling at 
me, but refused to look up.

    "Take your shorts off," he said, still smiling.

    I didn't say anything.  The thought of showing my hairless 
little penis to a boy with a cock the size of his was the most 
embarrassing thing of all and I was definitely going to keep it 
hidden behind the safety of my zipper.

    "Come on, Kelvin," the young boy giggled.  He folded his long 
arms across his skinny little chest and stood back on one long 
leg, causing his big penis to dangle slightly and recapture my 
attention.  It was so beautiful, the smooth, brown bag of his 
scrotum looking smooth and hairless as it held his young, oval 
testicles.  "Come on," Eric goaded again, happily switching legs 
so his penis swung before my eyes.

    His goading was so playful, that I blushed and felt myself 
smiling in excited embarrassment.  It was kind of fun knowing the 
boy wanted to see me naked and I was half tempted for all my 
innocence.  Nonetheless, I just looked down, blushing and smiling 
like a cherub.  I would look silly compared to him, my little 
penis too hairless and white.

    "Kelvin," the boy's voice drew me to look up.  When my eyes 
met his, he grinned and glanced down at my little body.  "Come 
on," he goaded yet again.

    I blushed even brighter, my ears feeling hot now.  I was 
right on the verge of complying when I felt the tall, skinny boy 
moving closer to me.  He stopped less than a foot away.  I start-
ed to look up at him, but my eyes stopped at his big penis again, 
staring at the soft, pale brown skin as it dangled like rubber on 
his large testicles and downy peach fuzz, his long, slender 
thighs running in baby soft skin below.  My smile slipped from my 
crimson face as I stared at the young boy organ, now only inches 
from my eyes, my bashful brain astonished by how beautiful it was 

and unable to look away from it.  Something was drawing my hand 
to reach for it and my innocent mind was filled with imaginations 
of how nice it would feel pressed against my palm.  Nonetheless, 
I didn't move to touch it.

    My body jerked as Eric's big hands again reached out and held 
to my slender belly.  I was so thin and the boy's hands were so 
large that he could almost touch his fingers and thumbs together.  
I could feel my belly quivering nervously as he rubbed slowly up 
my rib cage and up under my arms, the heel of his palms rubbing 
over the little mounds of my boy chest until I started to pant 
with the gentle, ticklish pleasure.

    "You're so little," he smiled down at me as his hands rubbed 
down my ribs again, tickling me enough to make me giggle, but 
filling me with so much confusion about the feelings inside of me 
that I just stood there with my belly quivering.

    I caught my breath as the thirteen year old moved one of his 
hands to softly caress my cheek and blond hair and the other 
reached for the button to my shorts.  I stared down and started 
panting more nervously in bashful embarrassment as I watched him 
undo the button, saw my pale belly appear above the elastic band 
to my underwear.

    The boy's hand rubbed against my neck comfortingly as his 
long fingers took hold of my zipper and slowly pulled it down.  I 
whimpered childishly and the boy's soothing young voice breathed 
"Don't be afraid." He was so slow and gentle that I did nothing 
to resist as I felt his fingers slip down my open fly, rub gently 
against the small mound of my boyhood in my underpants.  This 
filled my belly with all sorts of strange pleasures and I panted 
louder, my blue eyes staring down at him fondling me in nervous 
fascination.

    "That's a boy," he cooed, leaning over close to my ear and 
kissing my smooth cheek again.  One of his fingers was feeling up 
and down the limp little shaft of my penis and it felt real weird 
as his lips smacked silently against my face and his other hand 
held lovingly to the nape of my neck.  He moved the other hand 
down over my little shoulder and over my small chest.  When he 
reached my shorts, both hands took hold of them and I stood 
powerless to resist as he pulled them down my smooth, skinny 
thighs, over my knobby knees and down to my feet.  Reflexively, I 
stepped out of them without thinking and stood in my white cotton 
underwear blushing horrendously.  Somewhere in my mind, I still 
believed that the boy would stop there and not bare my little 
penis.  There was little chance of that.

    The tall boy stood up and I felt his hands take hold of my 
thin shoulders.  They drew me closer to him and I panted in 
confusion as I felt my little body press against his baby soft 
chest.  His long arms wrapped around me and I could feel him 
rubbing his cheek against my hair as he hugged me to him. His 
skinny body felt warm and smooth against my bare chest.  It was 
hard with muscles and ribs, but his skin was so soft that I could 
do nothing but stand there, arms hanging at my sides, my cheek 
laying against the small mound beneath his little nipple as his 
hands and arms rubbed over my thin back and shoulders.

    I could just feel the pressure of his big penis against my 
belly and down against the bulge in my underwear, could imagine 
his downy peach fuzz rubbing against my belly button, and I 
suddenly knew that what he was doing to me was like what the boys 
in the orphanage had done.  This was different, however, mostly 
because it felt so nice.  Through his slow gentleness, I felt 
loved somehow and I stood there enjoying the sensation of his 
body and affection without protest.

    I swallowed nervously when I heard the young boy moan softly.  
I could feel his penis growing against my underwear and against 
my belly, getting longer and feeling harder.  I had seen enough 
of erections by now to know that he was getting one and it made 
me nervous.  Soon, his big cock was pulsing down between my legs, 
the foreskin covered end poking against my smooth thigh.  There 
was an urgency between his legs now and I could feel it as it 
throbbed against my little boyhood.  Eric sighed and moaned 
softly, and I felt him loosen his hold on me, pulling his young 
hips back away from my body, his swollen penis finally slipping 
from between my legs and poking up against my belly.  His long 
arms enfolded me again and he smiled against my hair as he 
pressed his warm, rock hard penis against my naked belly button.

    Erect, the boy's boner was seven inches long, more than three 
times bigger than mine.  Like his young body, however, it was 
long and slender.  It felt nice throbbing between our bellies, 
but there was still the urgency that filled it and that urgency 
filled me with uneasiness.  Instinctively, I knew I liked the 
feeling of his penis, but I was still a naive little boy and its 
sheer size and excitement confused me and made me afraid.

    If Eric was aware of this, he gave no sign save for the 
gentle, loving movements of his hands across my thin shoulders.  
I felt so little against his taller body and was so confused that 
I still did nothing but stand there motionless.  The young tee-
nager moaned again and I felt him very gently pumping his hips 
against me, causing his engorged penis to rub slightly between 
our bellies in his fleshy foreskin.  The rhythmic movements of 
his naked body reminded me of the boys in the orphanage, but his 
were slower and more gentle. It felt nice to me, but I somehow 
knew it felt nicer to the pubescent boy.

    He continued doing this for a couple of minutes while his 
hands and arms continued to rub all over my back and along my 
skinny ribs.  I was trying to sort out all the confusions in my 
mind while I enjoyed the rhythmic movements of his smooth, young 
body, the baby soft caresses of his small boy chest against mine.  
His slow movements seemed to touch something deep in my mind, but 
I couldn't quite put my finger on it.  I understood just enough 
to know that I didn't want him to stop and wanted to see the full 
thing through to completion. Still, I did nothing to help him.

    When he stepped away from me, my eyes looked immediately at 
his big erection.  It was growing red with excitement now and I 
stared at it pulsing up and down rhythmically, looking harder 
than granite.  His pale brown foreskin had retreated from his 
penis head and now collared it in gentle folds of soft skin. His 
penis head was a darker shade of brown than his foreskin and was 
so hard it was shining, reflecting the sunlight that touched it.  
It looked like it was growing purple with his pubescent excite-
ment.  It stuck out perfectly straight, seven slender inches of 
young manhood, caressed at the base by his soft, dark peach fuzz.  
Beneath it, his smooth brown scrotum held his big testicles in a 
round ball tightly against the underside of his erection.  Neith-
er his scrotum nor his thighs had the slightest amount of hair 
and they looked as baby soft as the rest of his smooth body.

    I swallowed and looked up at his cute face.  He was looking 
down at his big cock, too.  The smile was still on his face, but 
it was faltering, uncertain whether he should pant or smile, the 
young boy obviously preoccupied by his erection.  Still, when he 
looked up into my eyes, he grinned, his deep brown eyes gazing at 
me with adoration.

    "Touch it," he grinned.  I blushed and looked back down at it 
pulsing up and down with the intensity of his excitement.  I 
smiled in embarrassment and watched the hard, stiff thing throb-

bing.  Bashfully, I shook my head and looked away, carrying the 
picture of it in my mind.

    My attention was brought back instantly when the older boy's 
big hand suddenly cupped the little bulge in my underwear.  It 
felt wonderful and warm and filled my little penis with a sudden 
sensation of pleasure that made me pant.  It felt so good I 
actually smiled and looked up at the taller boy's pretty face 
again.  He grinned down at me, the tip of his tongue sticking out 
between his teeth as he watched the prepubescent pleasure in my 
face.

    The older boy giggled at me as I looked down at his soft 
brown hand gently rubbing my little penis bulge.  I really liked 
this and even my fear of his raging hard-on seemed to evaporate 
beneath the joy I felt in my young boyhood.  In childish in-
nocence, my skinny arms raised and I held them loosely across my 
chest, still smiling down at my underwear.  I was suddenly eager 
to take them off and bare my hairless little penis, but wasn't 
about to volunteer that information to the wiser boy.

    He was smart enough to know, however, or, even if he wasn't, 
he suddenly reached both hands out and took hold of the elastic 
band.  I panted in frantic bashfulness and astonished excitement 
as the boy peeled the tight cotton down over my hips and easily 
down my thighs.  He gave a quick glance and smile at my hairless 
little penis, then proceeded to pull my underpants all the way 
down my smooth, hairless legs.  Panting as quietly as I could, a 
high pitched whimper escaped my lips as I stepped out of them and 
the boy tossed them on the rock beside us.

    "Ohhhh," he smiled as he stood up, looking down at my pink 
little boyhood.  It was very pale and very little, particularly 
beside the big, engorged organ between Eric's smooth, elongated 
thighs.  It sat on my round, little testicles, as if my hairless 
pink scrotum was holding the little thing up.  It looked like a 
limp piece of flesh, almost white, the skin as smooth and unble-
mished as the rest of my small body.  Unlike Eric, however, my 
little penis head was naked, the circumcised flesh on the little 
shaft just touching the small ridge of the pale purple head.  All 
around it, over my belly, across my skinny thighs, covering my 
small testicles, was nothing but smooth, pale boy skin, without a 
single hair.  Even I thought the little thing was pretty.  It 
wasn't beautiful like Eric's erection, but it was pretty in its 
naked childhood.

    "It's so pretty," Eric breathed, his big hands again taking 
hold of my thin little shoulders and pulling me into his long 
arms.  His big penis again pressed against my belly and I could 
now feel the warm underside of his scrotum laying against my 
naked boyhood.  It was bewildering, the strange sensations of 
pleasure that caressed my little penis.  My entire body felt 
wonderful against the warmth of his soft skin and I panted in 
awed wonder as his big hands rubbed across my skinny back.

    "That's a good boy," Eric cooed into my ear, his slender hips 
again pressing his big erection against my body.  I could feel 
the hardness of his cock as it moved up and down in his foreskin, 
pressed against my soft belly.  It felt good and I felt so boy-
ishly infatuated with his pubescent cock that I soon felt my 
skinny arms raising, felt them moving around his thin abdomen and 
wrapping slowly around his baby soft body.  This felt even better 
and I felt waves of warm love flooding my childish body and 
caressing my boyhood as it rubbed softly against his testicles.

    Eric was panting, but grinning happily as he stood up away 
from me, my arms leaving his soft back with disappointment.  
"I've never had my own boy before," he confessed, as if he were 

embarrassed to admit it.  I didn't know what he was talking 
about, but didn't think about it too long.  I was looking at his 
baby soft belly and longing to feel my body against it once 
again.  His penis was so big in its erection that the half ex-
posed head actually throbbed higher than his little belly button.  
It was astonishing and looked so pretty with his little circle of 
boy fuzz.

    "Come on," Eric said, his big hand grabbing my skinny wrist 
and guiding me down on the rock with him.  I sat down on it and 
the older boy gently pressed on my shoulders until I was laying 
down on my back, my hairless, naked body exposed beneath the warm 
sun, my skinny arms laying nervously at my sides.  Eric laid down 
beside me, and turned to face me.  This caused his erection to 
lay against my thigh and I could feel it rubbing against my bare 
skin as it throbbed up and down.  The older boy rested on one arm 
while he reached out with the other and started petting my little 
chest with his hand.  My body was swelling now as I struggled to 
breathe and I lay there feeling totally vulnerable to the excited 
thirteen year old.

    He was too eager to waste much more time on my little chest 
and the little muscles around my small belly button shivered as I 
felt his big hands moving lower.  My blue eyes were locked on my 
limp little penis, laying back on my belly now from the small, 
hairless mound between my legs.  Eric's hand looked so big and 
brown against my little wiener and pale boy skin.

    I knew he was going to touch it, but my whole body flinched 
when I felt the first contact of his fingers between my legs.  I 
was astonished that my little boyhood could feel such things.  It 
wasn't anything like having another part of my body touched and 
it wasn't even quite like the feeling I had when other people I 
had known had touched it.  It was like Eric knew how to awaken 
something in the hairless little thing and I suddenly knew that 
my penis was more than I had ever thought it to be before.

    Eric's fingers felt all over the small, limp flesh, tenderly 
caressing the little, purple head, gently feeling the smooth, 
hairless boy skin surrounding it, stroking my little testicles 
and smooth, hairless scrotum.  I was panting quickly, loving 
every touch of his tender hand, but the boy stopped before I was 
ready for him to stop.

    I looked nervously over at Eric, but his deep brown eyes were 
locked on my little boyhood.  I felt his chest rub against my 
ribs as he crawled partway on top of me, his head moving closer 
to my penis.  Before he reached it, he suddenly sat up beside me, 
his big, seven inch cock sticking straight out from between his 
smooth, creamy thighs.  He looked down at my limp penis a moment 
longer, then slowly leaned over.  His hand moved between my legs 
and he took my little peter between his thumb and forefinger, 
holding the small thing up, pointing it toward his face.  I 
stared transfixed, my mouth hanging open in astonishment as he 
leaned far enough over that he actually kissed the little purple 
head.  This sent another streak of pleasure between my legs and I 
whimpered with pleasure and nervous fear.

    The older boy opened his lips enough to expose the slimy skin 
inside and kissed my little penis head again.  This time I could 
feel the warm, sliminess rub against my childish purple glans and 
still greater pleasure touched me until I cried softly.  Eric's 
eyes glanced up at me and he smiled slightly, but his lips didn't 
leave my penis head, his long fingers still holding my limp cock 
tenderly.  He wrapped his lips farther around the head and I lay 
crying softly in wonder.  His mouth felt so warm and slimy and it 
felt so good on my penis.


    Somewhere in my little testicles, I could feel a tingling and 
could feel my pulse beating.  I knew I was about to get a boner 
and I felt ashamed, my face feeling hot as I blushed horrendous-
ly.  I didn't want the boy to see my naked erection.  There was 
no stopping it, however.  Eric was dragging his slimy lips over 
my sensitive little penis head and I couldn't stop it from get-
ting hard. It stiffened in what seemed to be less than a second.  
One moment it lay there limply between the boy's thumb and fore-
finger and suddenly it was getting longer and stiffer.  In no 
time, it was sticking straight out and I could feel it pulsing 
with my rapid heartbeat, the head forming a small, hard knob 
against Eric's slimy lips.  I could see the firm ridge of the 
purple head grow harder, strongly pronounced against the skinny, 
white shaft that led to it.  It grew to its full two inch, pre-
pubescent beauty and I could see the purple coloring of the head 
growing brighter, soon shining as brightly as Eric's brown one 
and glistening with his slimy saliva.

    The boy still held it between his thumb and forefinger as it 
stood out its full, boyish glory.  His slimy lips were kissing 
the my little glans over and over again, leaving little trails of 
drool between the cock and his lips. The smooth, hairless skin 
around it looked even odder now, the small dimple at its base 
exposed, the small mound between my legs fully visible.  My 
erection, for all its boyish beauty, looked so little in his 
fingers and it felt so good I couldn't believe it was part of my 
body.  Eric let his other fingers slip down against my hairless 
pubic mound and I could feel him petting the smooth skin as he 
continued rubbing his lips across my penis head.

    Whimpering excitedly, I looked at the naked boy's smooth 
body.  I could see muscles ripple along his slender shoulders, 
his brown skin looking as soft as I knew it to be.  Against his 
belly, his huge penis was throbbing fantastically and I wondered 
distantly what it would feel like to have a penis so big it 
practically poked against my chest.  If my hairless little penis 
felt so good, I could only imagine how wonderful a big penis like 
his would feel, his with its soft downy hairs.

    My eyes shot back to my erect boyhood as Eric's lips slid 
down over the head and slowly down the little shaft.  I could 
feel his slimy, warm tongue sticking out to touch it, felt it 
licking against the sensitive little head, flicking lightly at 
the tiny slit I peed from until I thought I'd cry from pleasure.  
Instead I just whimpered louder through my ragged breathing, 
confused by all the things my body was doing to me, as if it were 
out of my control now, had become something dominated by the 
stiff little cock sticking into the other boy's mouth.

    He swallowed all of my penis into his mouth and held his lips 
pressed against my hairless pubic mound as his tongue rubbed all 
over it, rhythmically up and down the skinny, two inch shaft and 
over the pulsing little head.  I could see his smooth cheeks 
sinking in, felt his mouth pulling my little penis deeper into 
it.  The pleasure running through my erection now was quite 
startling and much more intense than the simple caresses his 
fingers had given it when it was limp.  His mouth felt warm and 
slimy, a strange feeling for a boy who thought his penis was just 
a strange thing to tinkle from.  It was more than that, I knew 
already, several minutes before my first orgasm.  Just the pleas-
ure of that young boy's tongue rubbing against the sensitive 
glans made me realize one thing deep inside:  my penis was soon 
going to be the most important thing in my young life.

    I lay there whimpering in startled amazement, staring at my 
hairless little cock sticking straight up into the thirteen year 
old's slimy lips.  He was sucking on it and rubbing his tongue 
over the sensitive head and I could feel the pleasure growing 

greater and greater.  I could feel my body squirming slowly on 
the rock as my thin hips urged me to pump up and down.  It was 
too difficult a thing to do lying down so instead I felt my 
skinny legs straightening, searching for something to latch onto 
as my mind was awash with the pleasure between them.  My hands 
grasped for something to hold onto but there was just the rock.  
Still, my skinny arms flexed with the useless effort.

    Eric's lips slid up my two inch erection and he released it.  
I stared at it, watching the shiny, slimy, purple head pulsing 
visibly, saw the boy's saliva covering it from knobby little head 
to hairless testicles and pubic mound.  The cool breeze touched 
it and I yearned for the warm slime of the boy's mouth.  "Do you 
like it?" Eric smiled up at my eager face, his fingers still 
pointing the little boner straight up between my legs.  He 
grinned, seeing the awe and wonder in my eyes, and turned back to 
my boyhood.  He kissed the head several times again, reminding me 
of the beauty of his slimy mouth, and I let out a startled cry as 
he pressed it against his pursed lips, let the young thing press 
its way between them, his lips hugging tightly to my little head 
as it slipped slowly inside.  Once the little knob was buried 
between his lips, he slid them down on the skinny, white shaft 
and I watched it disappearing inside again.  By the time he 
reached my pubic mound, I was crying loudly, my skinny little 
body stiffening as hard as my penis, small ribs bulging, skinny 
thighs rippling with muscle.  Without volition, my small hands 
reached for his dark brown hair, held his head between my legs.  
His hair was very soft, but all I was thinking about was my 
stiff, excited boner.

    Eric's smooth cheeks sunk in again for a brief moment, but he 
didn't just hold my penis this time.  This time, he pulled his 
lips back up until he was sucking on just the little head.  My 
hard, rippling body squirmed uncontrollably and my high pitched 
voice moaned as still greater pleasure raced up and down the 
skinny two inches, sweeping my belly, making my heart beat rapid-
ly.  There was a smile on his lips which was a little strange 
since my skinny cock was poking between them right where they 
were thickest.  In an instant, they plunged down on my cock then 
slowly slid back up making my high pitched voice squeal with the 
pleasant sensation.  His tongue was still licking it madly, along 
the shaft when it was buried in his mouth, just the little head 
when he was sucking it.

    Soon, his lips descended on my little erection again and the 
excited boner slipped into the warm slime in greater pleasure.  
His fingers slipped from the skinny shaft and his lips pressed 
down against my hairless pubic mound, his hands petting the 
smooth skin around my cock, fingers stroking my small scrotum 
until I cried desperately in frightened boyhood.  The pleasure 
was getting so great now that I was getting scared.  My penis was 
so hard I thought it was going to explode with the frantic beat-
ing of my heart.  I had never felt such pleasure and it was a 
frightening thing for a little boy to feel in his penis, and mine 
was so little it could hardly be expected to contain such joy.

    Eric didn't seem very worried by my frightened cries and his 
lips moved up my little shaft again, long fingers stroking the 
hairless skin between my legs.  He sucked on the head for a 
moment, then plunged his lips rapidly back down on it.

    "What are you doing?" I cried when I was certain that my 
penis was lost to me forever and that the pleasure would never 
stop.  The sucking boy didn't answer, just pulled slowly back on 
his lips then rapidly plunging downward again.  I was definitely 
crying now, frightened and consumed with prepubescent pleasure I 
was too young to understand.  My mind was pleading with the boy 
to stop, while my penis begged for his mouth, yearned for more 

pleasure, my skinny little body squirming and relishing the 
wonder of puberty.

    "NO!" I cried out when the pleasure suddenly multiplied 
fantastically. My body stiffened even harder, on the verge of 
cramping my little muscles, then suddenly exploded, my skinny 
hips thrusting upward as pleasure raced madly into my penis, 
filled my body with hard, aching delight and terror.  I could 
feel little muscles in my tiny boyhood flexing and each flex was 
accompanied by an extremely pleasant wave of warm, all consuming 
happiness and a jolting shock of tightly exploding muscles all 
through my skinny arms and legs.  I was so frightened by this 
that all I could do was lay there grunting in childish confusion 
with every jerk of my naked little body.

    The intensity of orgasm left me rather suddenly and I felt a 
warm pleasure fill my penis, run in a wave of soothing warmth 
cross my belly, filling my arms and legs with a deep sense of 
relief that eased the frantic tension in my boy muscles.  I 
continued to whimper but my grunts grew more distant and less 
frantic.  Despite my shock and fear, the release of my pent up 
orgasm forced my muscles to relax; they felt too tired to contin-
ue and I felt them easing until I lay flat on the rock as if 
unable to move.

    Eric was still sucking on my penis and it still felt very 
nice, but it wasn't quite as intense as my orgasm had been.  I 
could tell that it was still hard but it had lost the aching that 
had started to touch it at the base.  Now it just felt stiff and 
I didn't feel it throbbing any more.  The young boy didn't seem 
very eager to release my boyhood and I didn't feel eager for him 
to release it.  Instead, I laid there watching my small chest 
swelling with every breath and let myself bask in the warm pleas-
ure of my post-orgasm, the warm, soothing rays of the sun over-
head.  Eric's lips weren't rubbing up and down on my boyhood now, 
but his tongue was still rubbing it and his mouth was still warm 
and slimy.

    After two minutes of his gentle love for my penis, the boy 
slid his lips up the hairless little erection and pulled them 
away, giving the purple head one last gentle kiss as he left it.  
For a moment, a stream of his slimy saliva connected his lips to 
my boyhood, but the boy grinned and wiped it away with his big 
hand.  He licked the excess saliva from his lips then smiled 
happily at me, his eyes filled with love and delight that he'd 
sucked me off.

    "It feels good doesn't it?" he smiled down at me, laying 
beside me as his big hand lovingly stroked my bare chest, filling 
me with his comforting affection.

    I was too confused to answer him right away and finally 
swallowed and nodded.  Despite the warmth and pleasure in my 
penis and young body, I still remembered the wrenching terror of 
my orgasm and felt a glowing embarrassment in my cheeks.

    "It's okay," the boy said, his tender hand lovingly soothing
my small chest.  "It's always scary the first time, but you'll 
get used to it."

    "What happened?" I found my voice enough to ask, just barely 
above a whisper.

    "It's called orgasm," Eric smiled at my innocence.  He moved 
his hips closer to my body and his big cock stuck out on top of 
my thigh again.  It looked really big now and was still pulsing 
madly.  My penis was softening slowly and lay back on my belly, 
still laying longer than it normally did and still covered with 

the boy's saliva.  I gazed at it with growing wonder and remem-
bered what Sandy had looked like when he was rubbing on his penis 
in the orphanage.  Is that what he was doing? I wondered.  Did it 
make him feel as good as it did me?

    Eric's brown penis head was still swollen and shining in the 
sunlight, the slit gaping open from the intense pressure of his 
erection.

    "Did you do it, too?" I asked, staring at his throbbing young 
manhood.

    Eric smiled.  "No.  Do you want me to?"

    It seemed weird for him to ask a little boy like me, but I 
nodded just to get the attention off me.  As soon as I'd nodded, 
I suddenly wondered if the boy was going to make me suck on his 
big cock, or if he was going to suck on it himself.

    Eric grinned happily and lay down on his back on the rock.  
His seven inch penis stuck out at his face and pulsed up and down 
above his smooth, hairless belly.  He looked so pretty lying 
there, his small chest swelling with young muscle and his rhyth-
mic breathing.  His little nipples were still erect and his skin 
was as perfect and soft as a thirteen year old Adonis.

    I sat up uncertainly, folding my legs beneath me and leaning 
back against one skinny arm, my hairless boyhood again resting on 
my little testicles.  I looked down at it.  No longer a virgin, I 
wasn't quite so embarrassed by my penis.  I thought it was even 
prettier now and I wondered if Eric would suck on it some more 
and make the good feeling come back inside it.

    I looked up and watched Eric's big hand moving between his 
legs.  Small, baby blue veins bulged in his hand now and were 
visible along his slender, brown forearm.  I watched in aston-
ished awe as the boy's long fingers touched himself between the 
legs, his fingertips feeling along it, his blushing face smiling 
down at it with almost as much affection as he'd shown to mine.  
He felt all over it, even petting the soft flesh that covered his 
large testicles.  Soon, however, even the thirteen year old's 
self-control wavered beneath the pleading hardness of his big 
erection.

    I watched in fascination as the boy's long fingers slipped 
around his long, slender shaft.  He took hold of it in his fist 
and I could see the little folds of his foreskin moving and 
unraveling as the boy slowly pulled it back down to his scrotum.  
His penis head emerged fully now, shining in purple and brown 
beauty, the firm ridge bulging dramatically now from the slender 
shaft. It shined almost like a mirror, so hard was the boy's 
erection.  He smiled and his brown eyes closed, his head tipping 
back as if all his concentration were centered on the big pole 
sticking out between his legs.  I heard him pant as he rubbed his 
foreskin back up the shaft and his lips parted to allow air to 
pass more easily into his young lungs.

    The boy proceeded to masturbate himself and I sat there 
watching him too entranced to move.  What he was doing to himself 
was beautiful and I adored the sight of it.  I could see the 
bones of his knuckles poke from his hand as he squeezed his penis 
tighter and I watched lovingly as it started to move rhythmically 
up and down on the seven inch young manhood.  It was easy for me 
to associate the rhythmic strokes he made on himself to the 
rhythmic desires my own penis had felt and to the frantic thrusts 
of the orphans when they stuck their cocks in my butt hole.  He 
was doing it to himself just like Sandy had done in the shower.  
I knew he was feeling the same pleasure that I had felt and, 

judging by the size of his gifted organ, I was pretty sure it 
felt even better to him.  So I sat and watched him masturbate 
himself and felt a strange longing in my stomach to join him, to 
be a part of the pleasure I knew he was feeling. I didn't inter-
fere with him, but I wanted to.

    The small mounds of his chest looked harder as he jacked off 
and I could see little muscles rippling beneath his tiny nipples 
as his arm moved up and down.  Muscles in his shoulder and down 
along his skinny forearm were rippling too and the boy looked 
very hard and strong despite his skinny, lanky body.  I gazed 
down his long, slender abdomen and it rippled with muscle, too.  
His young muscles fascinated me and looked beautiful beneath his 
smooth, baby soft skin and around his little belly button.

    For a moment I just watched his hand moving up and down on 
his penis.  I could tell that he was rubbing himself faster and 
his excitement seemed to grow the faster he went.  The smooth, 
pale brown foreskin that covered his penis moved up and down on 
his shaft in time with his strokes, rhythmically swallowing his 
rock hard penis head on the upstrokes.  It rubbed over his young 
glans and looked extremely exciting.  I wondered longingly what 
it would feel like to have a foreskin rubbing against my penis 
head like his was doing.  Farther down, closer to his body, I 
could see his smooth, round scrotum moving rhythmically with his 
hand, his large, oblong testicles rubbing inside the soft skin.  
I looked at his little, dark brown peach fuzz with curious adora-
tion.  It looked so soft and downy.  I wanted to touch it but 
again held back.  I wondered if I would have hair on my penis 
like that one day.  It was very pretty.

    Eric's legs were getting stiffer as his excitement grew and I 
watched them ripple with his long, slender muscles.  His thighs 
were very long and skinny, the skin a beautiful light brown, 
perfectly smooth and unblemished, looking so soft despite his 
hard muscles.  His knees were still bony like a little boy's.  
Beneath them, small, almost invisible, little black hairs as soft 
and downy as his peach fuzz decorated his lower shins and calves.  
Finally came his big feet, the long toes now pointing downward as 
the boy started moaning desperately with pleasure.

    I turned to look up at his soft, beautiful young face, eyes 
still closed, young head lolling slowly on his long, slender 
neck.  He had long, black eyelashes and slender black eyebrows 
and his cheeks were as soft and smooth looking as his belly was.  
He pursed his slender lips as if to hold in the moans and gasps 
that began to overwhelm him.

    I watched as the hand the boy wasn't using to masturbate 
moved up and rested on his small, firm chest.  It looked big and 
beautiful on his soft boy skin, and the boy rubbed it tenderly 
around his tiny nipple as he moaned louder and his long, awkward 
body grew stiffer and more excited.  His chest was adorable, 
looking firm and smooth as it swelled boyishly above his long, 
slender abdomen and rib cage.

    Eric's big hand was almost a blur as he stroked himself off, 
shiny purple head poking rapidly in and out of his soft brown 
foreskin.  "Oh," his high pitched voice cried, cracking softly 
with puberty.  "Unnnnngh!" he cried louder.  The sound of his 
voice was filled with orgasmic passion and the sight of his long, 
skinny body suddenly stiffening fantastically told me that he was 
climaxing.  I looked down at his penis and stared at it as I 
watched his body starting to jerk frantically in orgasm.

    Just as he started jerking, the young boy pulled his foreskin 
all the way back and bared his big, shiny penis head to the 
bright sunlight.  I stared at it and my eyes widened when I saw a 

small droplet of milky fluid appear from the gaping slit.  It 
didn't look like pee and for a brief moment I wondered what it 
was.  I quickly associated it with the orphans who fucked my butt 
hole but I still didn't know what it was.  He didn't have very 
much, I thought.

    No sooner did I have the thought when the thirteen year old 
boy started ejaculating.  His sperm squirt from his swollen penis 
head in rhythmic spurts, squirting out and sprinkling across his 
firm little chest.  Although it looked milky, it was still thin 
and boylike.  He squirt out several shots across his nipples and 
onto his big hand before the ejaculations became less powerful, 
splattering his smooth belly and filling his little belly button 
before his body started to relax and his semen oozed out from his 
penis head.

    His sperm splattered chest was swelling quickly for air and 
he sighed in relief and happiness, a beautiful smile touching his 
cute young face.  I watched as he loosened his hold on his big 
cock and let his foreskin creep back up over his penis head.  His 
penis softened much more quickly than mine had and lay back on 
his soft belly, looking beautiful in the pink blush of his or-
gasm.  I looked at the sperm on his body, the milky droplets 
looking prettier against the smooth brown of his boy skin.

    I heard him grinning and looked up into his happy face.  He 
was looking into my eyes and I loved him.  I couldn't return his 
smile.  I was too confused by all the strange things my body had 
felt and all the strange affections I felt for him in my little 
chest.

    "Come here," the naked boy said, reaching a long slender arm 
out to me. I slid over closer to him, still sitting on my butt.

     "What is that stuff?" I asked as the boy's hand stroked my 
bare back.

     "It's sperm," he said.  "You have to lick it all up."

    The thought initially repulsed me and I wrinkled my nose.  
"Why?" I asked him.

    "So you grow up big and strong," he grinned at my innocence.  
He was still panting as he talked.

    I looked at it and it didn't seem too bad.  "Did you taste my 
sperm?" I asked, thinking of my little penis flexing in his 
mouth.

    "Nah," he smiled.  "You're still too little.  You get sperm 
when you're older."

     I thought about this for a moment and nodded.  "Hair, too?" 
I asked.

     "Yeah.  But you have to taste another boy's sperm or you 
won't get any."

    I looked at the semen on his chest again and wondered if he 
were teasing me.  I would have been angry if he was.

     "Come on, Kelvin," he said.  "It tastes good."

    I looked into his cute face and looked for any sign that he 
was teasing. He was smiling, but he didn't look like he was 
joking.  I felt his hand gently pushing on my back, guiding me to 
his naked body.


    I licked my lips nervously then leaned over his chest.  Soon, 
my eyes and mouth were only inches from the boy's soft skin.  I 
swallowed in nervousness, then stuck out my tongue and let it 
lick the sperm droplets from his small chest.  My tongue left a 
glistening trail on his brown skin, but I didn't taste anything.  
Curiosity driving me, I made a longer lick across his nipple 
along a small puddle of sperm.  This time I got enough in my 
mouth that I tasted the thirteen year old's sweet nectar.  It was 
good and I looked up at Eric for his approval.

    "Do you like it?" he asked, smiling.

    I nodded boyishly then returned to his sperm.  It was sprin-
kled over his ribs and I licked them and down his baby soft 
belly.  I even stuck the tip of my tongue into his belly button 
and tasted the thin semen coating it, filling my mouth with the 
sweet taste of his puberty.  Soon, the boy's chest and belly were 
cleaned of sperm and left glistening with my saliva.  The only 
thing left was his penis and foreskin.  I looked at it, oozing 
the last of his thin sperm, then looked uncertainly at the older 
boy.

    Eric grinned.  "Go ahead," he told me.  I looked down and the 
boy had taken his big cock in his hand and pulled the foreskin 
back, again baring his big penis head, no longer shining but 
still pretty.  It was coated with sperm and I swallowed at the 
thought of feeling his penis in my mouth.  I didn't suck on him, 
however, just stuck out my tongue and licked the rubbery organ.  
I licked all the sperm from his penis head and lapped all along 
his seven inch cock until it was clean and slimy.

    When I looked back at Eric, he looked so happy that I blushed 
and smiled proudly.  "You're such a good boy," he said.  I felt 
his hand on my shoulder and I obediently lay down beside him.  
His long arm wrapped around my skinny shoulders and he held me 
close to him, my shoulder slipping into his hairless armpit, 
small chest against his side.  My penis was only an inch from his 
baby soft skin, but I held my hips back, afraid of overstepping 
the rules and getting laughed at.  I lay my cheek down against 
his little nipple and lay there gazing at his big penis and downy 
peach fuzz.

    We lay there without moving for a long time, Eric's big hand 
gently caressing my shoulder and hugging me lightly.  I felt so 
good and more loved than I had ever felt before in my short 
memory.  His young body felt so nice against mine and I longed 
for the moment never to end, just wanted to lay there in his 
arms, naked and happy.

    "Do you want to go swimming now?" the older boy asked, his 
slender arm squeezing my thin shoulders.

    I sat partway up and nodded to him.  I watched the slender 
boy's long belly ripple as he sat up, smiling happily.  He stood 
and reached down to help me up.  As I stood, my small, skinny 
legs felt very weak and I would have stumbled had Eric not taken 
hold of my underarm and helped me.  He giggled at me and I 
blushed in embarrassment, knowing that my weak knees were caused 
by what he had done to my penis.  The boy's big hand rubbed 
gently across my thin shoulder blades as I glanced nervously at 
the long, slender, brown penis dangling between his legs.  His 
black peach fuzz still looked soft and downy and I was envious of 
the beautiful size of his young manhood.  Bashfully I looked down 
at my own hairless little penis, dangling limp on my little 
testicles now, the skin looking smooth and soft all over the 
pretty little pink thing, the little purple penis head looking 
innocent and childlike.


    Eric's big hand was still rubbing lovingly across my skinny 
shoulder blades as he guided me to the edge of the water.  There 
was about a three foot drop off from where we stood.  Below, the 
water looked crystal clear and I could see the bottom easily.

    Eric urged me on briefly before letting his hand slip from my 
skin and launching himself off from the rock.  His penis swung 
about madly as he flew through the air, the tall, slender boy 
kicking and squealing as he splashed into the creek, disappeared 
beneath the water.  I stood there in the bright sunlight watching 
his body twisting beneath the surface, watched him turn his legs 
toward the bottom, straightening them out and launching himself 
upward.  He emerged giggling and swinging his long black hair 
back from his face.

     "Come on," he giggled at me standing naked and hairless on 
the shore.

    "Is it cold?" I asked, my eyes looking down into the water 
where his long boy cock floated between his legs.

    "No.  Come on."

    Certain that it was, I took a deep breath and jumped in.  At 
first, the water did feel cold, but my naked skin got used to it 
by the time I broke the surface.  It felt great, the water ca-
ressing my bare skin and little penis.

    Eric and I played in the water for a half hour.  He was a 
very good swimmer and took great delight swimming circles around 
me, fondling me whenever he came close to me, dunking my head and 
swimming away giggling as my naked little body dog paddled after 
him.

    Finally, my childish muscles were too tired to keep swimming 
and I went to shore.  "Oh, no you don't," Eric giggled and I had 
to hurry to beat his older, more developed body to the beach.  
That was as far as I got, however, for the tall, naked boy caught 
me just as I crawled out onto the smooth, warm rock. He grabbed 
my shoulders and I felt his smooth chest press against my should-
er blades, pressing me down against the rock.  The boy mounted me 
and I giggled and struggled weakly, feeling his big, limp penis 
rubbing against my thighs and across my buttocks.  Eric was 
giggling too and I could feel him guiding his penis, the long 
young manhood finding a soft, perfect place to lay along the 
crack of my small boy bottom.  I caught my breath as I felt it 
getting bigger, stiffening as the thirteen year old boy had 
another erection.  I soon felt his seven inch cock throbbing 
rhythmically between my cheeks and I could feel his smooth body 
flexing as he began gently rubbing it along the crack.

    "Don't stick it in me," I swallowed nervously, afraid the 
youth would do to me what the boys at the orphanage had done.

    "I won't," he sighed softly against my ear, his hands loving-
ly holding the small balls of my shoulders as his body rubbed 
against mine.

    My little boyhood was pressed against the warm rock as Eric 
gently humped me.  It felt good and I lay there obedient and 
silent, feeling the boy working his penis against the small, 
hairless crack of my butt.  I didn't want to stop him, so much 
did I enjoy the feeling of his long slender body rubbing against 
my back, his long legs rubbing against mine.  I could feel his 
smooth testicles rubbing down against my thighs as he moved, felt 
his warm breath and soft moans close to my ear, but mostly I was 
aware of his big penis, sliding in and out of his foreskin, big 
penis head rubbing against the baby soft contour of my lower 

back.  It still seemed very strange to me that two naked boys 
would do this to each other, but I knew that it felt really good 
to him and I liked it too, though perhaps not as much as Eric.

    His breathing was growing deeper and the boy started moaning 
louder as the pleasure in his seven inch penis grew stronger.  I 
could feel slender muscles in his skinny legs rippling as he 
struggled and managed to make longer strokes against my butt.  
His big hands slipped to the rock and he supported himself, 
crying excitedly as his penis now slid forcefully in and out of 
his brown foreskin.  My sensitive little penis started to hurt a 
little more as it was pressed against the rock harder, but I just 
held my breath and lay still, letting the boy finish what he'd 
started.

    His soft belly was rubbing against my lower back now, his 
small boy chest lifted from my shoulder blades so he could rub 
faster.  I could not see his body as I lay on the rock, but I 
could well imagine how pretty his smooth, brown skin would look, 
rippling with ribs and muscles as the skinny young teenager 
pumped his hips up and down, rubbed his penis against my body.

    The boy started to cry as his orgasm finally reached it's 
climax.  I could feel and hear him struggling to contain his 
intense pleasure as his young hips eagerly begged to shove his 
huge penis frantically against me.  Instead, the boy cried and 
his body made quick, frantic jerks.  It still made my penis hurt, 
pressed against the rock as it was, but not as much as it would 
have if he'd totally given into his passion.  His high pitched 
voice grunted with every jerk and I felt the warm, sliminess of 
his semen as it squirt from his penis and onto my back, coating 
his young manhood and soon trickling down along the crack of my 
bottom.

    I could still feel the sperm spurting from his penis head as 
the excited boy relaxed and lowered his young body onto mine.  
His chest was swelling for air and I could hear his breathing 
close to my ear as he lay enjoying his orgasm and my small, naked 
body.  His small hips continued to rub slowly against me, but the 
tension had left it and it was soon beginning to soften, rubbing 
in the warm slime of his semen.

    I felt him kissing my bare shoulder as he lay regathering his 
strength. His chest and belly felt wonderful against my soft skin 
and I could feel his love for me as he lay on top of me.

    After a few minutes, Eric gently crawled off of me and lay 
naked in the warm sunlight.  I sat up on my elbows and looked at 
his beautiful young body. Water droplets glistened all over his 
smooth, little chest, still swelling up and down as he breathed.  
His eyes were closed against the sun and he raised one arm, using 
it too shield him from the brightness.  I could see his smooth, 
baby brown underarm and little brown nipple clearly in the sun-
light.  I swallowed in adoration of his naked beauty and let my 
eyes gaze slowly down his flat, skinny belly to his big penis.  
It lay back against his belly, the soft foreskin slowly reclaim-
ing his young innocence.  His sperm was spread over his penis and 
lay coating his soft black peach fuzz.

    Eager to taste more of the boyish juice, but feeling terribly 
embarrassed, I slowly moved over and lowered my face between his 
legs.  I licked up the boy's big penis and his whole body jolted 
in surprise.  Tasting his sweet boy juice, I looked up at his 
adorable face, nervous that he would be angry with me.  The boy 
just broke into a huge grin, however, and one of his hands moved 
out to gently stroke my face.  "That's a good boy, Kelvin," he 
said, long fingers stroking my smooth cheek.  "Go ahead," he 
encouraged.

    I felt ashamed, but leaned back over and licked his manhood 
again.  When it was clean of sperm, I licked his downy peach 
fuzz, tasting his sperm as it filled my mouth with his beauty.  
My tongue couldn't feel his little hairs, nothing but the soft 
smoothness of his belly, but I imagined feeling it as I licked 
between his legs, soon cleaning the boy and leaving his pubic 
area coated with the glistening remains of my saliva.

    When I was done, I felt Eric taking hold of my thin should-
ers, holding to them and pulling me down beside him on the rock.  
His arm wrapped all the way around my shoulders and he held me 
close to him as his other hand gently reached across and started 
fondling my limp little penis.  It looked so little and pink 
against his big brown hand and I lay watching him feeling it 
filling it with ticklish wonder, adoring the love I felt from him 
as I lay in his arms.

    We lay for a long time like this, the boy's long fingers 
feeling all over my penis and hairless testicles.  I felt my face 
flush brightly a the little, two inch boyhood stiffened franti-
cally in erection again.  Eric just sighed lovingly at it and I 
felt his big fingers feeling up and down the tense, pulsing, 
excited little erection.

    He still held my little body against his baby soft side and I 
still stared at my erection as the older boy gently squeezed it 
between his thumb and forefinger.  I could feel myself gasping as 
his loving fingers slowly began to stroke my boyhood up and down.  
The head was already shining a bright purple from my erection, 
but it started to grow even brighter, almost white, as he mastur-
bated me.  He didn't rub on it very fast or very hard, and never 
did his pace change.  I lay there pressed against his slender, 
beautiful body and felt the pleasure between my hairless legs 
growing greater and greater.  My pants gradually became moans and 
I felt the most intense desire to spread my legs and to pump my 
hips back and forth.  At the same time, however, Eric's long arm 
was pulling my shoulders against his body and I felt too much 
like a helpless child to do anything but lay there and feel the 
pleasure grow.  Soon, I was crying and whimpering in astonished 
wonder, silently begging the boy to rub faster, to fill me with 
that intense pleasure and relief again.  He just kept going at 
the same pace, however, and my pleasure just kept building and 
building.

    Finally, when I thought I would swoon from ecstacy, I cried 
out and my entire body was awash with intense pleasure.  My 
penis, feeling as hard as a rock in the older boy's thumb and 
forefinger, stuck out so tense and excited and wonderful that my 
entire being centered around it.  I was crying in excitement as 
my naked, little body started to jerk frantically against Eric's.  
It felt so good I prayed it would never stop and I lay there 
worshipping its wonder, the beauty and delight my hairless little 
penis was able to give to me.

    I could feel Eric smiling and he kissed me as my frantic 
cries slowly tapered off and I again felt the rushing warmth and 
release from the excited tension of my orgasm.  I lay there 
gasping and whimpering, feeling so exhausted that I lay my hand 
across Eric's small chest and lay against him.  He kept stroking 
my little penis, and it stayed very stiff and erect, but the 
frantic need for orgasm was temporarily removed from it.

    Soon, Eric returned to fondling it and to feeling the soft, 
hairless boy skin that surrounded and covered it.  He even rubbed 
up and down on my little belly which felt very nice and soothing.  
When I was strong enough, he turned to face me and pulled me 
closer into his arms, kissing me and pressing his big limp penis 
against my stiff little erection.  I held to him, still breathing 

deeply, my boyish mind lost in wonder of this new beauty the 
older boy had taught me.

    His penis started to grow yet again, but we stopped before he 
got a full blown erection.  When we stood up, my penis had sof-
tened back into a little boy's and Eric's was sticking out half-
hard.  He hugged me again and asked me if I liked doing it to 
which I could only nod against the small mound of his chest. He 
seemed delighted that I liked it and assured me that we could do 
it as often as I wanted to.  Were it not for my innocent confu-
sions about it, I would have been happy to lay there doing it 
over and over again.  I had never imagined anything feeling so 
good.

    "Come on," he said.

    "Where?" my little boy voice asked.

     "For a ride.  I'll show you where I go to play."

    This sounded like a grand idea to me and I thought how much 
fun it would be to play with our penises in all sorts of new 
places.  As we neared the horse, I stooped over and reached for 
my shorts, silently stepping into them.

    "What are you doing?" Eric giggled, stuffing his clothes into 
the horse's saddlebags.  I stood there blushing in embarrassment.  
"No one comes out here.  Just stay naked."

    So, I handed the boy my clothes and he put them into the bag 
with his. He helped me up onto the horse then crawled in behind 
me, his long arms reaching beneath mine and holding me to take 
the reigns.  As he guided the horse from the creek, he let the 
reigns go with one hand and reached down between my legs to feel 
my limp little penis.  As the day wore on, he would fondle it as 
if it were his own.

    We spent the day racing over fields and through mountains.  
Eric showed me some caves where he liked to play and, better 
still, some old dwarven ruins where all the old furniture looked 
to be built for small boys.  It was a wonderful day and we played 
for hours, though, apart from him fondling my penis, we didn't 
have boy sex again.  It was so much fun to be naked in the wil-
derness and I discovered that I liked to move in different ways 
to see and feel my penis dangling around between my legs.  No 
matter how I moved, however, I couldn't equal the gentle swings 
of Eric's big cock.  With its soft downy fur, the boy's manhood 
was too beautiful not to stare at almost all day.  I enjoyed 
watching his tall, slender body just as much and the way his 
muscles and ribs moved beneath his smooth, soft brown skin.  He 
knew I liked looking at him and more than once did things to show 
his penis off to me.

    By sundown I was so infatuated with the young thirteen year 
old I could hardly imagine being apart from him.  Not only was he 
beautiful to look at, but he was so happy and playful.  He always 
had a funny thing to say or do and was always more than eager to 
fondle me and to do things to let me know he loved me. For a 
little boy like me, the love of an older boy was about the most 
important thing in the world.

    By the time we returned to the Thorne mansion, it was dark 
and Eric had grown nervous and quiet.  He led the horse into the 
stables and didn't say a word as he pulled the saddle off and put 
it away.  He handed me my clothes and I followed his cue by 
crawling into them.

    "Are we in trouble?" I asked fearfully.

     "No," he said, a little defensively.  "We didn't do anything 
wrong."

    I didn't like feeling his nervousness as I stood watching him 
pull on his socks and tie his tennis shoes.  I wished he was 
happy and playful again.  I didn't know what to do or say, howev-
er, so I just stood there waiting for him. As we walked up the 
path to the house, he briefly put his arm around my thin should-
ers and I wished he would keep it there, but he didn't.

    We entered through the kitchen and Mama was there scurrying 
about and cleaning up after dinner.  "Oh, Master Eric, where have 
you been?" she asked, more sad than angry.

    "We just went for a ride, Mama," the boy, suddenly blushing 
and shy again, said.

    "Your father is shouting to skin you alive, child, and you 
took the little boy with you, too.  Oh, my, my."

     "We didn't do anything wrong, Mama," Eric defended nervous-
ly.

    "I know, honey," she said, giving the boys thin arm a 
squeeze.  "But you know Master Thorne wanted you to save that boy 
for his coming out party."

     "I said we didn't do anything," my friend repeated.

    "Well, now, you better go in there and tell him that, honey." 
She was looking down at the two of us as if she were sending us 
to our death, but she plainly wasn't going to defend us.  Sad to 
the point of crying, Eric led me out the kitchen and toward 
Master Thorne's study.

    The man sat behind a huge mahogany desk and looked up scowl-
ing at us as we entered.  "Where have you been?" he asked, rising 
and crossing to loom over us.

    Eric was too bashful (or too afraid) to answer him and stood 
with his hands behind his back not looking up.  Master Throne 
grabbed the boy's chin and lifted his smooth, adorable face up to 
him.  "I asked you a question, boy," he said through gritting 
teeth.

     "Just out to the ruins," Eric said, near tears of fear.

    "Anywhere else?" he asked.

     Eric shook his head, staring up at his father with eyes 
brimming.

     "You didn't go swimming with him, did you?" he asked.

    Eric shook his head again.

    "And you, boy," he said, turning on me until I almost lost 
control of my bladder and wet my pants.  "You told me you weren't 
going to run away."

    "I didn't," I said, already starting to cry, too little to 
know any other means of defense.  I was going to tell him that I 
just went to play with Eric, but I was too scared.

    "I told you not to touch that boy until his dinner, Eric," 
the man whirled back on his son.

    "We just went to the ruins..." Eric stammered, a tear spill-

ing out and moving slowly down his smooth brown cheek.

    "Drop your pants, boy," Master Throne commanded, walking over 
to an armchair.

    "Pa..." Eric's boyish young voice pleaded.

    "Now!"

    Embarrassed and ashamed, Eric's big hands reached up and 
unfastened the buttons to the straps holding his overalls up over 
his smooth brown chest.  The front panel fell down and revealed 
the small mounds of his muscles and his little nipples.  He 
wiggled slightly as he walked to his father and the overalls 
dropped down his long, smooth thighs, his big penis dangling 
between his legs. Neither boy nor man said anything as Eric lay 
across his father's lap, his small, pale brown bottom exposed.  I 
could see his large, smooth testicles and just make out his penis 
dangling down between the back of his thighs.

    I was trying to keep from crying as the man started to spank 
the thirteen year old boy.  His large hand made a loud noise as 
it slapped against Eric's baby soft bottom and I could see the 
boy's skin grow pink with the first slap.  Eric started to cry as 
he got his spanking, his bottom soon glowing red as the man 
slapped him over and over again.  I cried as much for the young 
boy as I did in fear that I was next as I watched him being 
spanked.

    Master Thorne's hands slipped under Eric's smooth underarms 
and helped lift him to his feet when it was over and the teenager 
quickly reclaimed his overalls.  Before he finished, I could see 
that his big penis was sticking out in almost full erection, his 
foreskin even releasing his pretty brown penis head.

    Eric was too embarrassed to look at me as he returned to my 
side.

    "The dinner is tomorrow night, Eric.  You keep your hands off 
that child until then.  Do you understand?"

    "Yes, sir," the boy cried softly.

    "Now you boys get to bed."

    Although I was relieved that I wasn't going to be spanked, I 
felt very sad for Eric as we left the study in silence.  Mama 
greeted us there, quickly taking Eric in her arms and holding to 
me as well.

    "There, there, now honey.  You boys go on up to bed and I'll 
bring you some dinner in a few minutes."

    Sniffling, Eric and I went up the stairs and with scarcely a 
word or glance, entered our separate bedrooms.  I went to my bed 
and cried, feeling so confused.  It had been such a beautiful 
day, filled with such wonder and ecstacy and now Eric was in 
trouble and I felt certain that trouble wasn't far off for me.  I 
didn't even understand what was happening.  I just knew I didn't 
like it. Why couldn't it just be me and Eric playing?  Why did 
everybody get so mad at him?