Date: Sun, 17 Apr 2005 23:11:32 -0700 (PDT)
From: terrance phillips
Subject: Pretending to Sleep - Part 3

            I woke up the next morning lying on my side facing Ron who
was asleep on his back, my hand was resting on his soft dick.  I quickly
pulled it off, I don't know if I put it there in my sleep myself or he
put it there at some point after I feel asleep.  I'm usually a light
sleeper, but with the activities of the two prior nights, I was
exhausted.

            I sat up and theatrically stretched. "Ron, are you awake?"
I asked.

            "I am now." He said opening one eye slightly. "What time
is it?"

            "10:30." I answered looking at my alarm clock, which would
now remind me of the activities of the night before whenever I looked at
it!

            "Wow," he said, "I slept pretty good last night.  So,
what's up for today?"

            "I don't know, you want to fool around here for a while?"
I asked.

            "I noticed a tennis court out back." He said. "Do you play
or is it only for your folks?"

            "No, we can use it if you want.  Have you played Tennis
before?" I asked.

            "Yeah, and I'm pretty good too.  Wanna bet again?" He
asked with that mischievous grin of his.

            "Okay," I said, "but I have to warn you that I've been
playing Tennis since I was pretty young and am really good."

            "Hmm.  I might be in over my head again." He said but the
grin never left his face.

            "I didn't bring any clothes that are good for Tennis.  Do
you have anything I can wear?" He asked.

            "You're four inches taller than me." I said.

            "I know, but I noticed the tag on your jeans says 29x32
which is the same size that I wear.  I think if your torso were a bit
longer you'd be the same height as me.  You're mostly legs." He said
with a smile.  "I wear a medium shirt which is probably the same as you
too."

            "Okay, I have a couple of tennis outfits." I replied.

            I went through my drawers and threw him a pair of tennis
shorts and a shirt to match, got myself a pair and we got dressed.

            We went out to the Tennis Court and played right after
breakfast.  I was surprised at how good he was.  I won the first game but
only barely.  He just barely won the second.  The third game was close
too, but I won.

            "Great game" I wheezed.

            "Thanks." He said also out of breath.

            "Where'd you learn to play so well?" I asked.

            "I've been taking lessons since I was young.  My dad
enjoyed playing when he was younger so decided we could afford the
lessons." He answered.

            "Oh, a Tennis shark eh?" I joked.

            "Well, I have to admit to being less than honest, but you
still beat me anyway." He answered wearing that grin.

            "Whew," he said, "We both reek.  Let's have lunch and
then hit the pool"

            "Good idea." I replied.

            We grabbed a quick lunch then went up to my room where I
grabbed my trunks out of my bathroom as Ron went in to it to change.  I
started to get undressed as he was closing the door.  Once again just as
I was pulling on my trunks he opened the door ready to go.  That same
haunted look came into his eyes and he went pale as he looked at my
crotch.

            "Are you okay, Ron?" I asked concerned again. "That's the
second time you've gone pale when you've seen me naked.  Is there
something wrong with me or what?

            "Sorry dude, I didn't mean to, I mean, I . . . I don't
want to bug you about it." He answered.

            "Look Ron, you're my Best Friend, you can tell me
anything." I said.

            "Well," he said turning a little red, "I think there is
something wrong with me, with my body I mean."

            "Yeah right" I said.  "You have a great body.  I'd kill
to look like you!"

            "That's not what I mean.  I've never seen another guy
naked before so I had nothing to compare myself to . . . I think it would
just be easier to show you, don't get freaked out or anything okay, but
look." He said.

            He grabbed the waistband of his swim trunks and pulled them
down exposing a pretty good sized dick and respectable sized balls.  I
was right though, it had a pretty noticeable curve to the left.

            "See," he said, "It's crooked.  I always figured
everyone's was like that until I saw yours."  Tears were starting to
well up in his eyes.

            "Ron I . . ."

            "Just after I started to go through puberty" He
interrupted, "my pediatrician was examining me and she asked me to stand
up so she could get a little better look at my penis.  I never thought
there was anything wrong with it, but she was looking at it for an
awfully long time, now I know why, it isn't normal is it?"  The tears
in his eyes getting more pronounced.

            "I've only seen a few other guys naked." I said, "But as
far as I know there isn't anything especially wrong with having a curved
dick.  Mine curves upward when it's hard.  I wouldn't worry about it,
it looks fine to me." I told him.

In actuality I was pretty impressed with his dick.  It looked to be
slightly longer than mine even with the curve and as I had estimated the
previous night about the same thickness, both of which were tough to gage
since he was soft.  His balls were smaller than mine, but as I mentioned
earlier, mine were pretty big.  He had blonde pubic hair which matched
the hair on his head.

The curve actually gave him a bit of distinction almost like a
trademark.  I did wonder why the fact that my dick was mostly straight
hadn't bothered him last night, but he was probably so horned up that he
let it pass.

"Look at as something that differentiates you from everyone else." I
said smiling.

He pulled up his swim trunks, looked up at me and then grabbed me in a
tight hug.

"Thanks dude," he said.  "You are the best friend I've ever had.  You
always seem to make me feel better.  Usually I'm pretty confident about
my appearance, but for some reason this just got to me."

"No charge." I said reeling from the impromptu hug.  It was a wonderful
sensation to be held in his strong arms, especially since it was skin to
skin since we weren't wearing shirts. "Let's get into the pool."

We swam for about an hour when Ron said "Dude, do you have enough money
to go to Six Flags?"

"We have season's passes." I said. "You can borrow my Dad's.  They
don't check the picture that closely."

We went up to my room and got dressed.  This time Ron stayed in the room
with me as we changed.  I noticed him glancing my way while we were
changing but didn't say anything.

We went down to the sneaker and drove to Six Flags.  Just as I predicted
they didn't look at the picture as we went through.

"I don't think they care who uses the pass as long as only one person
uses it at a time." I whispered to him after we went through the gate.

"Cool." He said. "I've only been here a few times.  It's awfully
expensive to get in."

We stayed there until 10:00pm once again having a great time.  We got
back into the sneaker and took the 45 minute drive back to my house.

"Showers?" he said.

"You know it." I answered.

Once again I grabbed a tight pair of briefs and headed to my parents
bathroom.  This time when I got back to my bedroom Ron was still in the
shower.  I decided to lie down on the bed and wait for him.  About 10
minutes later he came out dressed only in his briefs.   As usual seeing
him standing there in just a pair of tight white briefs quickened my
heartbeat.  I kid you not when I say that he is so good looking that
seeing him standing there, especially in just a pair of briefs, nearly
made me faint.  What made it even more unbelievable was that my dick had
been between those two beautiful lips and a part of me was now a part of
him since he had swallowed my cumshot.

"Ready for your massage?" he asked with that grin.

"You know it." I answered.

The massage he gave me started as usual with him sitting on my butt
rubbing my shoulders.  This time, however, when he moved to squat above
my calve muscles to rub my upper thighs, he slid his hands under my
underwear and rubbed my butt.

"Whoa," I said, "What was that?"

"Sorry if I startled you dude, but after all that running around,
swimming, and walking we did, I figured your butt would be sore too.
I'll stop if you want." He said.

"No, that's okay, you just caught me by surprise that's all." I
responded.

After a short time, he finished with my back had me flip over and started
rubbing the front of my shoulders.  This time, though, he actually sat on
my dick.  I could feel my dick rubbing up against the back of his balls
as he rubbed my shoulders.  I was able to keep it soft, but it took an
awful lot of concentration.

When he was done, he slipped off me and got under the sheet.   I got up,
turned out the light and hopped back into bed once again lying on my left
side facing him.  He was also lying on his left side facing away from me.

"'Night buddy." He said.

"'Night" I replied.

This time I nearly did fall asleep before Ron started moving toward me.
At this point I was lying on my back.  Ron sat up and slowly pulled the
sheet completely off of me.  I kept my eyes closed since I knew he could
see me plainly enough by the light of the alarm clock.

He must have spent at least five minutes staring at me.  No matter what
he said I couldn't believe that he found me attractive but here he was
staring at me mesmerized.  A couple of times, I thought I could here some
gentle sobs coming from him but I couldn't be sure.  It hurt me to think
he was crying, but I wasn't ready to let him know I had been awake
during his experimentation the last two nights.

I felt his hand softly touch my shoulder. "John, are you awake?" he
said softly.

I continued to feign sleep.

"I wish I were brave enough to tell you how much I love you when you're
awake." He whispered. "These past few of days have made me see how
important you are to me and I'm afraid to loose you."

I felt him bending toward me and for the third time he gently kissed my
lips lingering a little longer than he had before.  I could feel the
wetness of his face from the tears he must have shed while looking at me
earlier.  I almost threw my arms around him and pulled him in telling him
how much I loved him too and how sorry I was that he had cried over me,
but I was still just too scared.

The next thing I knew he was straddling my legs and was slowly pulling my
underwear down.  This time, though, he pulled them completely off and
threw them on the floor.  I opened my eyes slightly and saw him pulling
his own underwear off then watched him throw them on the floor as well.

"I can't believe this" I said to myself. "There is a completely naked
man in my bed straddling me and he wants my dick."

Ron wrapped his left hand around my dick and started shaking me awake
with his right.

"John, wake up dude.  John!" he said loudly.

I didn't have a choice at this point.

"What is it Ron?" I asked actually sounding groggy.  "Umm. Ron, why
are we naked and why are you holding my dick?"

"I can't take it anymore." He said crying. "I love you more than as
just a friend and I either want you to tell me you love me or I can get
dressed and you can take me home."

"I . . . I don't know what to say." I said.

"I knew it." He said crying harder. "I'll get my stuff and you can
take me home.  I won't bother you again."

"No, no Ron you're misunderstanding me.  I've been awake the past
couple of nights.  I wanted to tell you, but I was afraid you were just
messing around and would freak if you knew I was awake.  I've never done
anything with a guy, or a girl for that matter, before and I didn't want
it to stop."

His crying abruptly stopped.

"You mean it?" He asked wiping his eyes on the back of his hand.

"Ron, I love you as more than a friend too!  Until a couple of days ago
I didn't realize it.  I hadn't really given much thought to being with
another guy, but you are just as beautiful on the inside as the outside
and I know you really care about me.  I'm sorry you cried.   I promise
to do my best to make sure it is the last time you ever cry because of
me."

He pulled me up toward himself and put his arms around me and hugged me
fiercely.  I was struck again at how alive he felt.  His strong arms were
wrapped around me and I felt safe in them.  I could feel his heart
beating against my own.  I could feel the hot soft skin of his chest and
stomach with the hard muscles beneath press against me.  He pulled away
slightly and kissed me tentatively putting his tongue into my mouth and I
responded in kind. We sat there kissing for a long time.

"Ron," I said. "I want to suck your dick like you sucked mine last
night."

"Really?" He asked.  "You can do anything you want to me."

I gently pushed him back onto the bed and started kissing him lightly
moving lower and lower until I could see his throbbing dick.  It was
moving up and down in time with his heartbeat.  It was about six and a
half inches long and about five and a half inches around.  It probably
would have been closer to seven inches long if it hadn't been curved.

I lay my head down on his muscular stomach and slowly inserted his dick
into my mouth.  The feeling was incredible.  My dick got harder and
harder as I slowly pulled the head into my mouth.  As my lips closed
around the head I began moving my tongue around it.  I paid special
attention to the notch, each time I stroked it with my tongue Ron would
jump a little bit moaning slightly.

I forced as much of his dick as I could into my mouth without gagging,
about 3 or 4 inches, and then began slowly pulling it out letting my lips
drag along the length and feeling them pop out over the head as it passed
by.  I used my hand to rub my spit completely down his shaft as I took it
in again.  Over the next several minutes, I steadily increased the speed
of both hand and mouth swirling my tongue around as his dick moved in and
out of my mouth.  He put his hands on either side of my head and began
thrusting in time with my motions.  I knew he was getting close.

"I'm going to cum!"  He moaned loudly.

"Uh. Uh. Uh!" He said.

I clamped my lips shut over the top of his dick continuing to move my
tongue all around it as my hand moved up and down the shaft.  Suddenly
his entire body went rigid as spurt after spurt of cum shot out of the
top of his dick and into my eager mouth.  I swallowed every drop he shot
into me and then used my thumb to squeeze the last drops out of him.  It
tasted just as good now as the small taste I had the prior night did.

"That was incredible John." He said. "Where did you learn how to do
that?  I thought you said you'd never had sex with anyone."

"I haven't." I replied.  "I just did to you what I'd like done to
me."

"Let's get some sleep and I'll see what I can do in the morning" he
said.

I lay down next to him and he wormed his right hand under me.  We feel
asleep with my head against his chest and I slept better than I ever had
before, feeling safe in his embrace.