Date: Sat, 31 Mar 2012 23:03:18 -0400
From: spider3x3.excite <spider3x3@excite.com>
Subject: HELPLESS STUD

  The following story is an erotic work of gay fiction. If you are not
  of legal age to read stories of this nature, or you are offended by
  the subject matter contained here, do not read any further.

   In real life, always play safe.

   Send any comments to spider3x3@excite.com

                       * * * * * * * * * * *

       			    HELPLESS STUD


	 I slipped my sneakers off and then struggled out of my jeans,
    tossing them onto the chair.  Across the room Walt was undressing
    also, and he looked over at me.  With a brief grin he said, "Leave
    your shorts on -- I want to take them off."

	 I smiled back, "Sure."  I stripped my T-shirt over my head and
    dropped it on top of the jeans, and glanced at my reflection in the
    mirror.  I'm about 6-feet tall and weigh 175 in the buff. I   work
    out twice a week at the GYM, so I have solid pecs and a tight
    abdomen, but not overdone -- I like a trim, lean look.

	 I reached down and adjusted my cock inside my briefs -- and saw
    Walt watching me in the mirror.  I chuckled, "You like what you
    see?"

	 He smiled back, "Fuckin' A!"

       Walt is quite a bit older than me, probably about 40. But he's
    in pretty good shape, although a little soft in the middle.  He has
    closely cropped hair and a short moustache which shows a little
    premature gray.  He and I have been playing pool together for several
    years, but he didn't find out I was gay till about a year ago.  Since
    then we get together once in a while for these fun and games.

	 When he was naked he stepped up to me and put his arms around
    me.  We just stood there for a couple minutes, feeling the skin grow
    warm where our flesh pressed together.  He kissed my neck and his
    hands worked gently across my back, and he whispered, "God, Dave, I
    love your body."  I just stood there and enjoyed it.

	 Shortly he moved back a little and let one hand caress across
    my stomach.  I closed my eyes and concentrated on the sensations on
    my skin.  He worked over my chest and then tweaked one nipple -- and
    then the other one.  I moaned quietly and smiled -- he caught on
    some time ago that I really get turned on by that.

	 But then he slipped to his knees in front of me.  His hands
    gripped my ass and pulled me to him, with his face pressed tightly
    against my stomach.  I heard a soft groan in his throat as he kissed
    across my abdomen -- one side and then the other, and then down to
    the cloth of my shorts.  He chewed gently at my covered cock which
    was beginning to respond.

	 Then his head came up and he attacked one nipple -- kissing and
    licking it, and then he sucked it into his lips for several moments,
    and chewed on it briefly.  I growled in my throat and pulled his
    head tightly against me, loving the harsh but tender feelings that
    arose inside me.  And my dick was stiffening in my shorts.

	 Finally his head moved back to my crotch, and he chewed on my
    man-muscle again while his hands began to slide the back of my
    tighty-whiteys down over my ass cheeks.  I watched the scene in the
    mirror as he nudged down the front of my shorts with his mouth, so my
    pubic hair showed above the white cloth and my rod created a big bulge
    inside the briefs.

	 He began kissing and licking the hair showing there, and at the
    same time his hands pulled the back of my shorts down further so my
    ass was bare.  He grasped both ass cheeks and squeezed them, and
    tugged at them, while his mouth continued to work my briefs down in
    front.  I thrust my crotch towards his face because my dick was now
    hard and it wanted to be free of the tight material.

	 He sensed this, and gripped the shorts with his teeth and
    jerked them downwards -- and my prick sprang free and stood up from
    my abdomen, hot and proud.

	 As he stripped my shorts down my legs he grinned up at me,
    "God, Dave, that's a monster dick!"  I just smiled -- I have a good
    10 inches hard and everyone loves it; and so do I!

	 His mouth came back to my crotch and his tongue began laving
    through my hair -- above my dick, and along the sides, and then down
    to my balls.  He sucked one into his mouth and slobbered around it;
    and then the other one, and then back to my abdomen.  All the while
    my hot prick was sliding back and forth across his face.

	 But I wanted him to suck it, so I ran my hand through his hair
    and growled at him, "Come on, Walt, take it!"

	 He pulled back and looked up at me, "What's it worth to you?"

	 I had to laugh -- we often kidded each other about sometimes
    wanting it so bad we would be willing to pay for it.  I just
    replied, "Shut up and suck it!"

	 So he gripped my throbbing meat with his hand and began licking
    at it -- up one side and then the other, and then across the head,
    and licking at the slit.  But he was still just teasing me, so I
    grabbed his head roughly and forced it tightly against my abdomen,
    and said, "Quit fucking around and take it."

	 He positioned his lips right at the head -- and made me wait a
    few more moments -- and then slid them tightly down the shaft.  At
    last!  Tight and hot and wet!  I loved it!

	 He made a few short strokes to get it slicked up, and then slid
    all the way down on it.  In the mirror I could see his nose pushing
    into my pubic hair.  Then his hands grasped my ass and he began to
    suck -- long, slow strokes, all the way down and all the way up.
    And it went on and on -- and on and on -- and it was great.  He
    really knows how to give head.  I arched my back and began to thrust
    into him, in time with his strokes, and I let my hand caress through
    his hair as he serviced my hot flesh.

	 But after a few more  minutes he sensed the heat building up in
    me and  pulled off.  We always tried to make it last.

	 He stood up and kissed me briefly, and then I dropped to my
    knees in front of him.  His cock was hard, too, and since I was
    really hot for this I quickly took him into my mouth.  His prick is
    only about 8 inches long but it's fat and circumsized, and I loved
    working on it.  I stroked on it several times and then opened my
    throat, and took it all the way in so my lips were crushed against
    his abdomen.  The head of his hot cock was locked in my throat.  I
    just held it there for several moments until I had to breath and
    then pulled back.  I gasped some air through the sides of my mouth
    and gazed at his hard meat in front of my face -- fat and pink with
    a purplish head, and thick veins wrapping around it -- and then I
    started sucking him, in and out, in and out.

	 But shortly he grabbed my head with both hands and began
    fucking my mouth -- at first fast and furious, but gradually slowing
    into a smooth, easy stroke.  From the corner of my eye I could see
    the mirror and watched his meat sliding in and out of my mouth.  I
    reached down and played with my cock a little, thinking what a great
    video this scene would make.

	 Then suddenly he jammed it all the way in, and he growled,
    "Take this cock, boy!" And he forced the head of his prick tight
    against the back of my throat and held it there, until I finally had
    to push him away a little so I could catch a breath.

	 He resumed fucking my mouth, and after a bit he pulled out and
    helped me stand up.  But he quickly pushed me down on the bed and
    then crawled up next to me, and for several minutes we just rolled
    around on the bed, touching and feeling, and hugging and kissing and
    sucking, and him biting at my nipples.

	 Eventually he told me to roll over on my stomach.  I did, and
    rested my head on my arms.	He got up on his knees, straddling my
    legs, and began to massage my back -- my neck and shoulders, down my
    sides, and back up my spine.  He does this every time we are
    together and I really enjoy it.

	 But soon he shifted his body lower and his hands were at my
    ass, caressing the cheeks, and squeezing them and tugging at them.
    And then he laid forward on top of me and began sliding his cock up
    the crack of my ass -- up and back, and then pushing at my hole, and
    then up and back some more.  I loved the feel of his hot meat
    rubbing against my flesh.

	 Shortly he sat up again, and I felt the bed bounce as he
    reached over to the night stand for the jar of lube.  He slid one
    knee between my thighs so I spread my legs to give him more room.
    And then I felt a finger probing at my asshole.  A little more lube
    and then his finger was slipping easily in and out of my sphincter,
    and swirling around and around.  His other hand worked and pulled at
    my ass cheeks while his finger did its work inside me, and soon I
    was pushing my ass back up to meet him, and feeling my throbbing
    prick sliding against the bed covers.

	 As I expected, in a few more minutes he leaned forward and
    kissed my neck, and whispered in my ear, "What do you think, Dave?
    Want me to fuck your ass?"  He always asked about that.

	 I just groaned, "Nah, you're too big."  Sometime I wanted to
    try that, but I knew I would have to be in the right mood -- his
    cock is awfully thick.

	 He kind of chuckled and his hand caressed my ass cheeks as he
    went on, "See, what's really great about your ass is that the cheeks
    round up nice and high, and there's no hair.  When I fuck a guy's
    ass and get pushed all the way into him, I love the feel of his hot
    ass cheeks flattened against my stomach.  And your ass is built
    perfect for that -- it's made to be fucked."

	 I just laughed, "We'll see.  Maybe someday."

	 So he slapped my ass a couple times and then moved off my legs,
    and I rolled over on my back.  He played with my nipples for a few
    moments, just looking at me; and finally he spoke, "How about
    something a little kinky tonight?"

	 I wasn't sure what he had in mind but I replied, "Well, I'm
    willing to try most anything once."

	 He immediately gave me a big grin and asked, "Anything?"

	 I quickly added, "Except get fucked, of course."

	 "Awww, too bad."  But he climbed off the bed and said, "Let's
    go in the other room.  I want to tie you up and get a couple
    pictures of you."  I lay there for a moment considering that, but he
    just turned and walked down the hall.  I had let him do that once
    before and it was OK, so I stood up and followed him.

	 In the other bedroom I saw that he had two leather cuffs and a
    couple pieces of rope lying on the bed, and the camera was sitting
    on the dresser.  He picked up one of the cuffs and turned to me,
    "Here, let's put this on." So I held out one arm and he snugged the
    cuff on my wrist, buckling it securely, and then did the same for
    the other wrist.  Next he took a piece of rope and tied the cuffs
    together in front of me.

	 He moved over and closed the door most of the way.  "Over
    here," he said, so I stepped up next to the door.  He turned me
    around so I was facing him and then he tied a double knot in the
    rope, just a little ways from where it held my wrists together.
    Finally he pulled my hands up over my head, draping the rope over
    the top of the door with the knot on the other side, and then closed
    the door, making sure it was latched securely.

	 The rope was held tightly by the door, and the knot he put in
    it ensured that the rope could not slip through.  So I stood there
    facing him, hands fastened firmly above my head, wondering what
    would happen next.

	 He moved up to me and held my head with both hands, and then
    kissed me, slowly and gently, with his tongue sliding into my mouth.
    Then he smiled at me and whispered, "Your body belongs to me now."
    What could I say? He was right.

	 His hand reached down and grasped my cock, bringing it back
    up to full hardness, and then he dropped his head to my left nipple.
    As he slowly stroked my prick he sucked on my nipple, and licked it,
    and bit it -- at first just easily, but then harder.  My breath
    hissed through my teeth -- it hurt a little but that just seemed to
    make my dick throb harder.

	 Shortly he dropped to his knees and quickly took my hard prick
    into his mouth.  He sucked it a few times and then looked up at me,
    "Now, you stroke it."  He wrapped his lips around the head and
    waited.  I realized what he wanted so I thrust my hips forward,
    sliding my dick into in his mouth.	It was a struggle with my hands
    tied like that -- I really had to push to get it all the way in, and
    I couldn't make it go very fast.  But I began slowly fucking his
    mouth.

	 And then both his hands came up, each one finding a nipple.
    And they started tormenting my chest -- twisting and tugging and
    pinching.  I groaned and struggled against the rope but there was
    nothing I could do.  I kept fucking his mouth, and the sensations in
    my nipples seemed to flow right down to the base of my pulsing cock.
    I raised up on my toes, trying to thrust further and faster into his
    mouth -- and I could feel the fire starting deep in my balls.

	 But then, suddenly, he pulled away and stopped.  I just hung
    there against the door, catching my breath, and told him, "That's
    wild shit, man."

	 He just smiled, "I know.  But it gets better." He grabbed a
    piece of thin cord and got down in front of me again.  Holding one
    end of the cord, he wrapped the rest of it around the base of my
    cock several times, separating my cock and balls from my abdomen;
    and continued by wrapping it around my ball sack, separating them
    from my cock.  Then a few more times around my cock and tying the
    two ends together.	I could feel my balls forced tightly down into
    the skin and standing out away from my throbbing dick.

	 He stood up and picked up the camera, and said, "Now, Dave, I
    want you to push your prick out away from the door."  So I thrust my
    pelvis forward.  But he said, "More, Dave.  More."  I tried, but
    couldn't do it.  He kept at me, "Farther!  Don't worry about the
    rope -- it'll hold."  Trusting that he knew what he was saying I
    let my weight hang from my wrists and stretched forward, pushing
    up on my toes and arching my torso as far forward as I could.

	 "Beautiful!!  That's perfect!" And he quickly knelt down and
    snapped a couple close-up pictures of my bound dick.  "Now relax." I
    slumped down onto my feet and let my back rest against the door.  I
    realized I was sweating from the exertion.

	 He went on, "That was great, Dave.  When you stretch like that
    it tightens all the muscles -- your stomach, arms, legs,
    everything."

	 I just smiled, "I know.  I could feel it."

	 "Now I'm going to add a couple things and take two more
    pictures.  And when I tell you to push your cock out, do it exactly
    the same way. Okay?"

	 "Okay."

	 He went over to the dresser drawer and came back with a big
    plastic dildo, shaped like a perfect prick with balls attached.  He
    held it at my mouth till I opened my lips, and then slid it inside.
    "Don't let it fall,"  he said.   I worked my lips around until it
    was comfortable, and waited.

	 Next he brought over a small chain with gadgets on each end and
    showed it to me, "These are called nipple clips.  I'm going to put
    them on, but just long enough to take the pictures." I just looked
    at them -- my mouth was full and I couldn't object.

	 With his fingers he tugged and pulled at one nipple till it
    stood out nicely.  I looked downwards and watched as he squeezed the
    sides of one clip so the jaws opened, and then clamped it to the
    nipple.  God, it hurt!  He quickly fastened the other clip to the
    opposite nipple and now they both burned, and the chain connecting
    them swung gently against my chest.  I struggled a little against
    the rope, but that just made the chain swing more so I tried to hold
    very still.  But my dick was hot and hard -- I almost felt like it
    would cum all by itself.

	 He picked up the camera.  "Now, Dave, shove your cock out
    there again." I really wanted him to take the damn clips off, so I
    quickly thrust my body away from the door, as far as I could.  I
    could feel the sweat trickling down my armpits.  He stepped up and
    slapped my prick a couple times, which just made it hotter.
    "Farther, Dave!" So I pushed and strained outwards like before, and
    finally he moved back and took his pictures.  When he was through,
    I collapsed back against the door.  That was hard work.

	 Then he dropped the camera on the bed and stepped up to me.  He
    removed one clip from my nipple and then the other -- and that hurt
    almost as bad as putting them on.  But he took one nipple in his
    mouth and licked it, and sucked it, and then did the other, and the
    ache soon went away.

	 Finally he removed the dildo from my mouth and kissed me, and
    asked,  "You okay?"

	 "I guess so.  But that was pretty heavy stuff."

	 "I know, but they will be fantastic pictures."

	 He unwrapped the rope from my cock and then stroked it easily
    for a few minutes.	He leaned towards me and kissed me again,
    and said, "Shall I get you off like this?"

	 I looked at him, "You mean strung up like this?"

	 "Yes, exactly.  I want you to cum when you're all stretched out
    like that."

	 "Well, it's okay with me.  Just don't put those damn clips
    back on."

	 "Gee, I thought you might like them, since you get off on
    having your nipples worked on."

	 "No, that's too much."  But I was thinking to myself that the
    next time I jerked off I would have to try that for myself.

	 So he picked up the jar of lube and got some on one hand, and
    swirled it around my prick, slicking it up really well.  Then he
    began working it, back and forth, round and round, squeezing and
    tugging and stroking.  I closed my eyes and had to breath through my
    mouth -- we had been at this for an hour and my cock was hot and
    ready.

	 But then he got some grease on his other hand, and the next
    thing I knew his finger was sliding up my asshole.  And I wiggled my
    hips to adjust to it -- him working me at both ends was really
    getting to me.  He pulled the finger out and got some more lube, and
    then he had two fingers inside me.

	 He stroked my dick easily a few times, and then he whispered,
    "Now you do it."

	 So I started thrusting with my hips, slowly fucking his fist.
    It was hot and tight but the grease made it slide easily, and I
    could feel the sensations starting in my balls.  And by now I really
    wanted it!	His other hand stayed with my ass, tugging and pulling
    and jabbing my insides, and squeezing the cheek.

	 But he moved his fist a little farther away.  "Push, Dave!
    Come and get it!"  My weight was hanging from my hands again as I
    rose up on my toes and lunged outwards into his fist.  This was
    wild!

	 And then his mouth was at my nipple, sucking and chewing at it.
    I groaned and tried to fuck faster, but it was hard to do.	He bit
    and kissed all over my pec, and then back on the nipple -- he never
    quit.  And the sweat was running down my sides.

	 I fucked his hand!  His fingers raped my asshole!  The heat was
    boiling in my guts!  And then he bit down on my nipple again, hard!
    But the sensations just burned right down towards my balls, and I
    felt the lava boiling and rising inside me.  "AAAAARRRGGHHHH!!!" I
    stabbed into his fist, throwing my torso away from the door -- and
    my prick exploded, spraying cum all over the carpet!  Again and
    again!!

	 He stroked it some more but finally removed his hands, and I
    slumped back against the door, completely exhausted.  He kissed me
    and asked, "You okay?"

	 I smiled, "Yeah.  And that was fantastic!  I don't think I've
    ever cum like that."

	 "I know.  Having your hands tied like that, and stretching your
    body like you were, just adds to the sensation."

	 He opened the door to free my hands and quickly removed the
    cuffs.  Then he took a towel and cleaned me up.  I put my arms
    around him and kissed him, and just rested against his body.

	 Shortly I moved over to the bed and pulled him down beside me.
    I kissed him, long and slow, and then rolled him over on his back.
    I got up on my knees and straddled his waist, and then grasped his
    wrists and pinned them to the bed next to his head.  I leaned down
    so my face was right in front of his and growled at him, "Listen,
    fucker!  What I ought to do is tie you up to that door and put
    those clips on your tits, and see how you like it!"

	 I relished the stunned look on his face; but after a few
    moments I kissed him again and went on, "But I'm not going to.  You
    really wore me out."

	 He breathed a big sigh of relief and I told him, "But one of
    these days you're gonna get it."  He just smiled.


	 Then I got down on my knees in front of him and engulfed his
    cock in my mouth.  As I sucked on it, it came back nice and hard,
    and I heard a pleasurable hum start in his throat.  I massaged his
    balls and his nipples while my tongue swirled on the head of his
    dick.  Then I reached around and grabbed his ass cheeks, and
    squeezed and tugged them as I forced my face down into the hair at
    the base of his cock, and just held it there as long as I could.  I
    felt the head of his dick throbbing in my throat.  As I mauled his
    ass cheeks I started stroking on his shaft -- slowly -- up and
    down -- up and down.  He groaned and thrust into my mouth as
    much as he could.  His cock surged and the head got hotter, and I
    knew he was very close.

	 I stroked even slower, to make it last and make it more
    intense.  And just as he started to get there, I stopped!  Just for
    a few seconds.  He groaned loudly at that and strained upwards as he
    tried to thrust into me.  Then I went for it and swung smoothly and
    quickly on his hot meat, pulling his ass and forcing his hot cock in
    and out of my mouth.  His head thrashed back and forth and his whole
    body shuddered, and his hot cum spurted deep into my throat!  I kept
    stroking and he spurted again -- and again!  And I slowly milked the
    rest of the cum from him.  Finally I stopped and just held his dick
    quietly in my mouth.  It pulsed gently a few times and gradually
    started to lose its rigidity, so I let it slip out.  I took the
    towel and wiped us both off.

	 Finally I lay down next to him on the bed and let my arm drape
    across his chest -- and we fell asleep.