Date: Fri, 03 Aug 2001 11:19:03 +0000
From: EddieB42@att.net
Subject: My Friend Billy

My name is Jerry.  I am currently a sophomore in high school.  I want to
tell you about my friend Billy.  I have been friends with Billy since he
moved into our neighborhood 4 years ago.  We became really good friends.
We went to the same junior high school and were now at the same high
school.  We had most of our classes together as well.

My favorite class together was gym.  We always got lockers close to each
other.  I would get off watching him change clothes in the locker room.  I
think he enjoyed watching me change as he enjoyed me watching him change.
I would take peaks and always found a reason to be look at him to be able
to check him out.  Billy would first take off his gym shirt and then pull
off his gym shoes and socks.  He would then pull his gym shorts down and
stand there in his white briefs.  He seemed to always ask me a question or
tell me something just so I would look at him.  He has a nice round ass and
a bulging package up front of nuts and cock.  I would run his fingers
around his briefs waist band to loosen them from his skin.  He would
sometimes slide his down the leg openings to his crotch and adjust his
balls.  He would then start getting dressed.  He put on his socks, then his
blue jeans, pull on his shirt and put on his shoes.  It was incredible
watching him.

I was also changing during this time as well.  I would pull my shorts down
and then take my gym shoes and socks off.  I would stand around in be white
briefs and gym shirt.  I new my teenage package and lower than my gym
shirt, so I new Billy could see me easily.  I took off my shirt.  I put on
my jeans and tucked myself down in them.  I put my shirt on and then my
socks and shoes.  I picked up my gym clothes and tossed them into the
laundry pile.  Billy did the same with his.

As we were walking out of the locker room, Billy said, "Let's go to your
house this afternoon."

"Ok."  I replied.  "What do you want to do?"

"We can watch TV or play around or something."  Billy said.

The last bell rang as we were leaving the gym and we walked the three
blocks to my house.

"I jacked off last night, Jerry."  Billy stated.

"Yeah?  What was your fantasy?" I asked.

"You.  I thought about you being my friend since I moved here and I got so
hard that I laid in my bed and jacked off."  He explained.

"I like being your friend, Billy.  When have fun together.  I jackoff
thinking about you sometimes; especially you changing clothes in gym.  I
like looking at you."  I said.

"Kinda thought so, since a noticed you sneaking peaks when I changed."
Billy laughed.

We got to my house and we went around to the side door and went in.  There
was no one home as usual.  Mom and dad would not be home for at least
another three hours.  We walked up to my room.  I sat down on the bed.

"Do you think about me often, Billy?" I asked.

Billy laughed and nodded, "Yeah."

I stood up and took off my shoes and socks and then pulled off my shirt.  I
sat back on the bed.

"Jerry?  Do you think I look good?"  Billy asked.

"Yeah man.  I confessed that I like watching you change clothes in gym."  I
said.

"Okay."  Billy stated as he stood up and walked over and closed my bedroom
door.

He used his feet and took off his shoes.  He sat down on my desk chair and
pulled his socks off.  I just watched him.  He was really nice looking.  He
had blondish hair, blue eyes, and always kept a medium tan.  He was about
five feet tall, about my height.  He had nice abs like me.

Billy sighed and then stood up and said, "This is for you."

He moved to the center of my room and slowly took off his shirt.  His
nipples were hard and his abs were firm.  He tossed me his shirt.  He
unbuttoned his jeans and then unzipped them.  I could see his white briefs
that I had admired from the locker room.  I was hard as a rock inside my
briefs and jeans.  He pulled the flaps back to really show his briefs.  I
rubbed my crotch and hard cock through my jeans.  He put his hands on his
hips and pushed his jeans down to his knees and then stepped out of them.
He bent down and picked them up and tossed his jeans to me.  I put them
with his shirt.  He stood there in his white briefs with a hard-on as well.
He walked over to me and pulled me off the bed.  I stood up.  He reached
down and unbuttoned my jeans and then unzipped them.  He put his hand down
inside the front and moved them around to be ass and pulled my jeans down
to my knees.  I stepped out of them and pushed them to the side.  We were
both standing there in my bedroom in just our underwear.

"Jerry, I want you to jackoff while you watch me in my underwear and watch
me take them off.  I want to watch you jackoff watching me.  Then I'm going
to jackoff watching you."  Billy told me.

"Ok."  I said and pulled off my underwear.

I climbed on my bed and knelt down, spread my thighs apart and sat my ass
on the bed.  My hard cock was standing at attention between my legs as I
watched my best friend stand there in his underwear.  I wrapped my hand
around my cock and preceded to jackoff.

Billy ran his fingers around his waist band of his briefs.  He then ran his
fingers around the leg openings.  He was sported a raging hard-on.  He
showed me his nuts out of each leg opening and then tucked them back in.
He turned around and pulled his briefs tight across his ass.  Oh, it was so
nice and smooth.  Man I wished Billy wanted to do more that just jackoff.
He flexed his butt cheeks and then reached around and grabbed each cheek
with a hand and pulled them open.  His underwear slid right into his butt
crack.  I was really getting off on this and the anticipation.  I was
jacking off with one hand and rubbing my nuts with the other.  Every few
minutes I would touch my asshole and caress it and then go back to my nuts.
Billy turned back around and pulled his briefs off and his hard cock
flapped against his stomach.  He kicked his briefs to me and I caught them.
I put them to my face and smelled them.  I could smell my friend Billy.
From this morning when he put them on, his sweat through gym class and
anything he had done in between.  Billy stood there in the middle of my
bedroom with his legs spread open, his cock hard and his hand on his hips.
I beat off faster and faster until I shot my teenage load into Billy's
briefs.  I shot about 5 huge loads in to the crotch of his briefs.  I took
my finger and wiped the head of my cock off and stuck in my mouth and
tasted myself before I realized what I had done.  I licked my finger.

I got off the bed and walked over to Billy.  I knelt down and felt the
calves of his legs and then his firm thighs.  I stood up and went to my
desk and got a ruler.  I walked back to Billy and knelt down and stuck the
ruler between his legs and pulled his cock down and measured it.  He was
about six inches long.  His cock had a slight curve to it.  He had a nice
round knob head and a slit in the top from where he would pee and
ejaculate.  The shaft was nice and full; probably about three-quarters of
an inch in diameter.  It went down to his crotch where he had a fine patch
of blondish-brown public hair.  His nuts hung down in there sack.  I cupped
my hand around them and squeeze slightly enough Billy flinched.  I scooted
around and check out his nice round ass.  His butt crack started at the
bottom of his back and disappeared between his slightly spread legs.  Billy
reached back and spread his ass cheeks apart and showed me his bung hole.
I was hard as a rock again from being able to explore my best friends body.

"Well, did you enjoy yourself?" Billy asked.

"Oh man.  Your body is hotter than I ever imagined.  You're awesome.  I'm
glad you're my friend." I replied.

"Okay.  You're turn Jerry.  Stand up and spread your legs." Billy told me.

I did as he said.  I stood up, spread my legs and put my hands on my hips.
He knelt down and rubbed my thighs and touched the inside of my thighs near
my crotch.  I was so fucking horny.  I wanted him to suck me so bad but was
unsure what Billy would think.  He took the ruler and put it between my
legs and pulled my cock down and measured it.  It was a little more than
six inches long.  He sat there and stared at my cock.  He cupped my balls
and rolled them around until I flinched.  He put his hands on my hips and
looked at the head of my cock.  I have a nice round purplish head that
flares out at the edges and ducks back in to the shaft.  I have a nice
centered piss hole where I shoot my boy cum from.  He wrapped one hand
around and rubbed it up and down about five times and moved his hand back
to my hip.  He leaned in and I thought he was going to take it into his
mouth, but instead he slid his hands around my ass cheeks and parted them
and I felt him press my bung hole.

"I thought you would enjoy that, I always do." Billy whispered.

He pulled his hands back to my front and slid them up my abs and rubbed my
nipples.

Kneeling there, he started jacking himself off.  His hand was flying up and
down his shaft.  I watched him massage his balls with his other hand.
Faster and faster he pumped.  I watched my best friend bring himself closer
to an orgasm.  I went to the bed and picked up his cum soaked briefs and
put them on the floor in front of him.  I knelt down across from him with
his briefs in the middle and started jacking off to.

"Oh, man I'm fixing to shoot my load." Billy moaned.

His body jerked and three thick streams of his seed shot out of the tip of
his cock.  He pumped again an another stream shot out.  Watching this I
shot two loads and then another.  Every bit of our cum went into his
briefs.  It was awesome seeing our two seeds mixed in those briefs.  We
rested for a minute.  I reached over and ran my finger across the tip of
his cock and took some of his cum and ate it.  He watched and then did the
same with my cock and cum and he ate it.  I then picked up the briefs and
licked half of the cum up and swallowed it and then I handed them to Billy
and he finished the rest.  There were two distinct tastes of cum.  I knew
mine and I knew Billy's.  I took the briefs from him and folded them.  I
stood up and walked over to my dresser and put them in the bottom drawer.

"Boxers or briefs?"  I asked Billy.

"What?" Billy replied.

"You need some underwear to wear home.  Do you want boxers or briefs?" I
stated.

Billy stood up and picked my briefs from today and put them on said, "These
will be fine.  Fair trade."

"Yeah. But, one thing." I shot back.

"What?" He asked.

"You got to jackoff into them tonight while thinking about me and you and
today."  I said grinning.

"Jerry! I'm home.  Are you upstairs?" My mom yelled.

"Yes mom.  Billy and I are upstairs." I shouted.

We scrambled and got our clothes on.  I walked Billy out.

"I'll see you later." I said.

"Ok.  See you at school tomorrow."  I replied.

I went back inside and mom was standing there.

"Billy is a really nice young boy.  I am glad that you and him are
friends."  My mom told me.

"Yeah.  We are "really" good friends." I said grinning and tasting our cum
in my mouth.



To be continued.

Also see "The Swimming Hole" - It follows this story.