Date: Wed, 30 Jan 2008 00:38:17 -0600
From: storytime144 <storytime144@gmail.com>
Subject: Pool Locker Room

WARNING: This story contains descriptions of sexual acts between minors.
If this is not to your tastes, or is illegal wherever you live, please
leave now, unless you wish to be educated and/or have an open mind.
Nothing was hurt in the making of this story except for maybe a headache
here and there when I wrote it too late at night.  This story is pure and
total fiction and if you don't realize that after the first paragraph,
you've been smoking some funky granola.  This story expresses my and
everyone's attraction to little boys and is obviously fictional.


Pool Locker Room -- part 1
By: Peter aka Storytime144


	Boys locker rooms have always been very interesting places.
Specifically, boys pool locker rooms.  It doesn't take a genius to figure
out that one of the only places where boys walk in and get naked in front
of whoever else is there and nobody thinks there's anything wrong with it.
Naturally when young, teenage boys get naked together in such a private
place, things can happen.  Like in the case of one particular pool locker
room...
	On an average night, in an average town, a high school pool had
open swimming as usual.  It was a Tuesday night so needless to say, the
place was pretty empty.  There was one boy named Maxwell who really loved
swimming and came there often.  He was there several nights a week alone
and loved it.  He was by far the most regular swimmer at the pool.  Even
other kids with season passes didn't come nearly as often as him.
	Max was fascinated with fish and how they swam underwater.  He was
amazed at how pearl divers could hold their breath for eight minutes or
more per dive underwater.  He loved everything about water and swimming in
it.
	One night, he was all done swimming early.  The previous night, he
had stayed up to secretly watch a special on late night TV about sex.
After all, a thirteen year old boy's curiosity about sex is never ending.
None could resist a 1:00 AM showing of a special documentary on the science
behind sex.  It taught him a lot about what to do to make a girl happy and
how to make sure things go well. And of course it also sparked a hot
fantasy in his horny, young mind that let him have a fantastic jack off
session before finally getting to bed.  So now at 8:00 at night he was
exhausted.  His mom always picked him up at 9:00 right before the pool
closed and he didn't want to just sit around and wait for another hour.
There was a pay phone in the lobby though so he got out and dried off in
the locker room.  Then he headed out there in just his swimsuit after
grabbing some change from his swim bag that he left in a locker.
	After about ten minutes of calling and waiting and only getting a
busy signal, he sadly walked back into the locker room to see if he had any
more change.  There was only one older lady and two boys older than him
left in the pool before he got out so he considered asking one of them for
a ride back to his house.  The old lady just didn't look very nice and old
people drive like they're crazy so he didn't want to ask her.  The boys
didn't look old enough to drive though.  They only looked about fifteen.
But he figured whoever was picking them up would possibly be able to bring
him home.
     Maxwell was a very shy boy though so eventually he decided to just
wait quietly by himself in the locker room until his mom came at the normal
time.  If the boys had gotten out while he was at the phone and were
changing in the locker room, he didn't want to be rude and watch them and
he certainly didn't want to change with them watching.  So he decided to
very quietly sneak back into the locker room and if they were in there,
he'd wait out in the lobby for them to leave then go change.
	He quietly opened the door and tiptoed inside.  When he immediately
heard the boys in there talking, he was about to turn around but he
realized they might have already changed and would be on their way out.  He
really wanted to get out of his cold, wet swimsuit so he decided to see.
Slowly, he snuck to the back of the locker room and stood with his back
against the end of the row of lockers and listened to what they were
saying.
	"Come on, that little kid just left.  There's nobody else that
would come in here."
	"What about the lifeguards?"
	"Duh, they're all girls.  They can't come in here.  We're the only
boys here."
	"You can't wait till we get back, huh?"
	"Nope.  Heh heh heh.  Come on, this will be so hot doing it in
here."
	"I always liked it in here.  There's always kids showing off their
dicks to everyone like it's no big deal."
	"We should come back sometime when there's more people and take a
looong time to change."
	"I don't know.  I think they might not like us getting hard in
these trunks."
	"Come on, let's do it!"
	Max tried to sort out what he was hearing as he heard a bunch of
rustling and mischievous snickering.  He knew they were talking about
something to do with sex but it's not like he heard that sort of talk all
the time so he didn't know what exactly they were saying.  They were
obviously up to something they weren't supposed to be doing and they
mentioned penises a couple times.
     He thought maybe they were going to jack off.  He had actually done
that a lot of times himself in the locker room.  Sometimes at night
everyone else left early or he was the only male still there and had some
extra time and sexy lifeguard girls on his mind.  One of his favorite
reasons to go swimming there was because the lifeguards were so hot.  So he
and his imaginary lifeguard girl would get naked and fuck like crazy in the
locker room until he squirted off into a towel.  But who could blame the
little guy?  If you look up from in the pool, you'd see right between the
legs of a beautiful girl with only a thin red strip of polyester covering
the best thing his young eyes could ever hope to see.
	Max smiled and figured the boys were thinking about one of the
lifeguard girls too and that's why they couldn't wait to get home to jack
off.  That of course made him think about the girls too and he got rock
hard.  He was still confused about why they wanted to watch other boys
change and walk around naked though.  Then he realized he really liked
sneaking peeks at boys changing too.  He was really curious about how they
looked down there and if they looked like him and if they had a big penis
or a small one or hair and all that stuff.  What he couldn't figure out was
what that had to do with them jacking off right then.
     It sounded kinda like maybe they had seen boys before in there showing
off their penises as they jacked off.  Max had seen just about every boy
that had ever been there staring at the lifeguards while they swam.  Lots
of boys at school liked to brag about how big and awesome their penis was
so some boys would probably want to show it off to everyone in the locker
room.  That made what the boys were talking about sort of make sense.
     He would have loved to watch other boys jack off just to see how they
did it and if it was like the way he did.  Not too long before, he thought
he was the only boy who even knew how to do that little trick.
     More than anything he really wanted to sneak a peak at the boys going
at it.  Well actually there was one thing that he wanted more, and that was
for a hot lifeguard to walk in and strip for him and let him have sex with
her.  But if he had to settle for watching the boys, that was fine.
Obviously, he'd have to do it secretly because he definitely didn't want a
bunch of bigger, stronger, older boys mad at him alone in a locker room.
And he certainly didn't want an invite to come join them.  He didn't want
anyone watching him do it because he'd be far too embarrassed!
     All the thoughts about jacking off and lifeguards and sex and penises
weren't helping his own penis go down any faster.  It was okay though
because he wasn't planning on being seen anytime soon.  After some more
listening closely, he figured the boys were fully naked.  It was exciting
knowing that he'd get to listen to them jacking even if he wouldn't be able
to sneak a peek.  Finally one of them spoke again,
     "And of course I've always got this."
     "Ooh, I love lube."
     Max heard some squishing and figured the boys were rubbing their
penises up with hand lotion.  He had tried it himself after overhearing
some boys at school talking about doing it that way and it was unbelievable
how good it felt.  It was so much easier to imagine fucking a tight,
slippery pussy when he had a tight, slippery hand rushing up and down his
hard cock.
     "You wanna go first?"
     "Hmm, why would they take turns?" Max thought to himself.
     "Yeah, lemme do it."
     "Okay, here do it like this."
     "Is he showing him a new way to jack off?" he wondered.  Now he was
really curious.
     "Okay...there, is that good?"
     "Mmm, perfect.  Yeah, that's nice."
     The breathing of one of the boys was picking up and Max smiled as he
pictured him start jacking in his mind.
     Then the boy who didn't go first said, "Oh yeah.  Oh, fuck me.  Yeah."
     "What the heck?!  Is he pretending to be a girl to help the other boy
imagine it?" Max thought.  He couldn't take it anymore.  No matter what
they were doing, he had to see it now.
     He slowly turned around and leaned in tight against the lockers then
poked his head around the corner and peeked at them with one eye.  What he
saw made no sense to him at first.  One of the boys had his hands against
the locker and was leaning forward like the cops were going to search him.
And the other was rhythmically hitting his hips against the boy's butt.
Upon closer inspection, Max saw that the one boy's penis was stuck up
inside the other boy's butt.  It was like he was having sex but not with a
girl.  Max looked closely at the boy in front and sure enough, he was in
fact a boy.  He had a hard penis sticking straight up and balls hanging
under it like any other boy.  Then he started to remember what kids at
school always said about gay boys.  It didn't make much sense back then but
now it did.  Apparently they had sex that way.
     Max kept curiously watching the two go at it and couldn't believe what
he was seeing.  He had never seen anything like it before.  Each boy had
their eyes closed so they weren't going to see him.  The boy who was doing
the fucking had a shiny liquid on his penis that must have been making it
slippery.  He thought it looked like it would be pretty fun to do, though
pretty weird considering how most boys wanted to do that to a girl instead.
Girls even had a special hole in them just for penises!  How could any boy
resist that?  But maybe if all that was around was another boy, it would be
fun too.
     "Maybe it's like jacking off...but with two boys.  Maybe they aren't
gay," Max wondered to himself and kept staring intently.
     After what seemed like forever, he leaned out a little more so he
could get a better look with both eyes.  The end of the old locker was
dented and warped and bubbled out though and when he shifted his weight to
lean out, one of the metal bulges pushed in and made an extremely loud
banging noise.  Both boys stopped doing what they were doing and stared
right at Max.
     He felt like the thunderous sound had pierced his heart and stopped
it.  His eyed got wide and he was too stunned to say anything or move now
that they had seen him.
     The one boy pulled his penis out of the other's butt and said, "Well
well, it looks like we have a little visitor."
     When he started to walk towards Max, he took off running around the
other side of the lockers towards the door.  The other boy took the short
way around though and stepped in front of the exit door just in time.
     The other boy came up behind Max so there was nowhere left to run.
     "L...l...let me...go," he nervously squeaked.  Whatever they were
doing together, he was sure they didn't like him spying on them while they
did it.  They even said they didn't want anyone walking in on them and
seemed all nervous about it.  Both the boys were older and bigger and
stronger than him so he was scared to death.
     "Now hold on a minute," the one blocking the door said.  "Where do you
think you're going?"
     Max didn't answer.
     The other boys didn't really know what to say either but after a long,
awkward silence the one behind him put his hands on Max's shoulders which
caused him to jump.  Then he said, "You're not going to go tell anyone what
we were doing in here, are you?"
     "No...no, I...I won't.  I won't tell.  Just let me go.  Please!  I
promise!  I don't even know what you were doing," Max nervously begged.
     "You don't know what we were doing?  How old are you?"
     "Thirteen."
     "Well geeze, you ought to know.  Don't you know that sometimes boys
like to do that with each other?"
	Max shook his head no.
     "Well, it looks like you liked it," the boy at the door said as he
knelt down and looked at the big pole sticking up under his swimming trunks
from before.
     "I...I...um..."
     "It's okay.  That's nothing to be ashamed of."
     "Just let me go.  I won't tell anyone, ok?" Max said but still felt
the firm grip on his shoulders.
     "Well hold on a second.  I think we might have to teach you a thing or
two."
     "What are you gonna do?" he asked and started to get really scared
again.
     "Calm down.  Geeze.  We're not gonna hurt you.  You're just like me at
your age, all curious and stuff.  Anyway, I bet you like girls huh?"
     Max nodded.
     "Yeah, of course.  Now tell me, when your penis gets all big and hard
like this, do you ever rub it to make it feel good?"
     Max nodded again.
     "Okay, well that's normal.  Do you make it squirt out white stuff?"
     Max nodded again.
     "Yeah, that's fun isn't it?  Well we just so happen to have a girl
back over there for you to fuck.  How would you like that?"
     It was like someone hit the emergency shutoff switch on Max's fear as
he excitedly blurted out, "REALLY?!"
     The older boys laughed and walked Max over to the spot they were at
before.  He was so excited about sex and thought about it nonstop there
that he didn't even immediately question whether they were telling the
truth or not.  Plus he was a pretty gullible kid anyway, being so shy and
antisocial of course.
     "Okay, first you gotta relax.  And I know what will get a little dude
like you to relax..." he said and put his hand on Max's knee and slowly
brushed it up his thigh.  When his fingertips crept under the leg of his
swimming trunks, Max tried to squirm away but the other boy put his hands
on his shoulders.
     The boy's fingertips poked into his balls then slowly slid up the
shaft of his penis.
     "Wow, this thing just keeps going.  You're huge for a little kid."
     Max had heard that was a good thing.  He really didn't want the boy to
hurt him, especially down there, so he hoped he wasn't planning on doing
anything bad.  When his hand wrapped around his penis he got really
nervous.  That was his new favorite toy!  But then he felt a gentle rubbing
up and down.  He started to get a funny feeling in his stomach and didn't
know what to think.  The strokes got longer and the boy's hand started to
go over the tip of his penis, which felt sort of good like jacking off.
     "Relax, dude.  You're all tense.  Close your eyes and pretend it's a
hot girl doing it.  Yeah, imagine a naked girl is doing this to you."
     Max didn't do it right away but it seemed like such a hot idea, he
couldn't help it.  It started to feel better and better as he imagined one
of the lifeguards with her hand up his trunks like that.
     "There, that's better.  Yeah, you like that, don't you?"
     When the boy took his hand away, Max opened his eyes and his gaze went
straight to the boy's penis pointing up at him.  He hadn't seen a hard
penis up close except his own so it was pretty interesting to him and he
couldn't stop staring at it regardless of the situation.  Then his
attention hopped back as the boy pulled his suit down.  He was super shy
about being seen naked so he immediately protested by quietly saying,
"Hey!"
     "Calm down little dude.  It's alright.  You'll really like this.  No
need to be shy.  You gotta be naked to fuck the girl you know.  Aren't you
having fun so far?"
     "I guess."
     The boy behind Max took his hands off his shoulders and reached under
his armpits and started to push on both his nipples and swirl around in a
circle.
     "There you go, relax.  Wow Dave, look at the giant dick on this kid."
     Dave, who apparently was the one rubbing Max's breasts, replied, "Wow
kid, you must have really eaten your Wheaties to grow one like that."
     He looked up at Dave then back at the other boy and didn't know how to
respond.  The nipple rubbing was making him feel funny too and he didn't
know why they were doing it.  All the talk about a girl to fuck was getting
him super excited too.  He was convinced they weren't kidding now and he
just wanted them to go get the girl so he could have sex for the very first
time.  He figured it was probably one of the lifeguards because those were
the only girls there.  Maybe they were friends with one of them and got her
to agree to make a little kid's day by letting him fuck her.  He didn't
know why they were doing any of the other stuff they were doing first
though.  Maybe it was because they were gay and liked him!  The thought
made him feel even funnier.
     "Don't worry kid, it's a good thing to have a big dick.  You probably
knew that, right?  What's your name?"
     "Max."
     "Well Max, I'm Jimmy.  And geeze, what is that thing, like seven
inches?"
     "I dunno."
     "It's got at least two inches on mine, wow.  You're one lucky boy.
Now how about you pretend that your favorite girl is right here and she's
naked.  Go ahead."
     Max closed his eyes and tried to do as he was told.  He hoped they
were trying to distract him as they went and got the pretty lifeguard girl.
     "Ah, here she is," he said and Max smiled wide.  "Ooh, now she's
bending over and...here comes that hot pussy."
     Max felt something warm and wet slide down his penis.  He gasped and
shuddered at the surprising sensation.  In his mind, it had just plunged
into that dreamy tunnel between a girl's legs.  He wanted to see for
himself if it was true so he immediately looked down and opened his eyes to
see what was going on.  To his surprise, Jimmy had his mouth around most of
his penis.
     He felt another strong sensation as Jimmy slowly slid his mouth off
it.
     "Hey, you won't think it's a pussy if you look," Dave laughed.
     "Didn't that feel good?" Jimmy asked.
     "I...I guess so," Max said and felt so disappointed that it wasn't a
real girl and they were just messing with him.
     "You probably never had sex before, huh?  Well this feels just like
it, okay?  Just close your eyes and pretend it's stuck in a pussy."
     "But I wanna do it with a real girl!" he protested.
     "I tell you what, if this doesn't feel like the best sex you ever had,
I'll personally go find a girl to fuck you," he assured him.
     "Okay!" Max happily agreed and hoped it would be over soon so he could
get to a girl.
     Max closed his eyes like they said.  As soon as he felt Jimmy's mouth
around his penis again though, he opened his eyes and watched.  He was too
curious not to watch exactly what he was doing to him.  He started to
slowly bob his head back and forth and Max's body was screaming at him how
good it felt.  He tried to loosen up and enjoy it and be glad they weren't
doing something that hurt instead.  Whatever fun trick this was, it felt
even better than jacking off and he was glad they were showing him it.
     "There you go.  It's stuck in a tight pussy now.  No condom necessary.
Just fucking her slowly."
     "Aha, it's like jacking off.  I gotta pretend like it's a real girl
and it feels the best," Max thought and did his best to picture it.
     He closed his eyes and let everything fade away around him.  Then
there was nothing left but him and one of the sexy lifeguards totally naked
and bent over in front of him with his penis buried inside her.  She
started to pick up the pace and rock her hips faster and Max felt like his
whole body was buzzing.  It wasn't his hand doing it this time either.  It
was someone else running things and boy did it feel good.  Just when he
started to really get into it though, the pleasure stopped and he heard
Jimmy say, "You know what I've always wanted to try..."
     Max opened his eyes and wanted to tell him to keep doing it but Jimmy
smiled slyly and asked him, "So, you like that, huh?"
     Max nodded.
     "You want some more of that I bet."
     "Ah huh."
     "Well I'll finish you off and let you cum and everything if you do
something for me first."
     "Anything!" Max blurted out desperately.
     The other boys snickered and Dave commented, "Wow, I guess he really
does like it."
     "Turn around.  Let me see that cute butt."
     Dave let go of his shoulders and Max turned around.
     "Oh yeah, nice and smooth," he said as he ran his hand down it.  Then
he jiggled one of his buns a little and continued, "Aww yeah, that is so
hot.  A giant dick and a perfect butt...man Max, you're one sexy little
man."
     Max looked up at Dave embarrassingly and blushed.  It was pretty
obvious that Jimmy was gay or he wouldn't have said that but that was fine
with him as long as he sucked on his penis some more.
     He felt Jimmy kiss his buns a couple times and run his hand up and
down them again as he said, "Wow, that's hot!"
     Max turned back around and shyly waited to hear what Jimmy wanted him
to do.
     "You saw what we were doing before, right?"
	"Yeah."
	"Well you're so hot, I just gotta try fucking you."
     "You mean...like..." Max said as he tried to picture Jimmy sticking
his penis up his butt and shoving it in and out.
     "It's really easy.  You just sit there and let me fuck your butt."
     Max didn't particularly like the idea but if the reward was more penis
sucking, he'd try anything!
     "Then you'll suck on my penis some more...I mean then I can have sex
with the pretty lifeguard girl some more?"
     "You are too cute," Jimmy laughed.  "Yes, I promise you can fuck your
imaginary girl all you want.  You can even squirt your little spermies
inside her."
     Max smiled then stared at Jimmy's penis and asked shyly, "What's it
feel like?"
     "It might hurt a little bit but if you relax, it won't be too bad.
It's not like I've got a huge penis like you."
     Max felt all proud then asked, "So...what do I do?  Do I just go like
this?"
     He stood up against the lockers just like Dave was doing when he was
watched them.
     "Yeah, perfect, now shake that little booty."
     Max smiled and wiggled his backside back and forth and giggled.  The
other guys laughed too then Jimmy said, "Naw, I think you're a little short
to do it like that."
     Max turned back around and waited for further instructions.  His hard
penis was begging for some more action so he couldn't help but put his hand
on it and slowly jack it off until Jimmy said, "Lay down forward on the
bench."
     Max laid across the hard, wooden bench.  It hurt to lay with his hard
penis shoved between the bench and his tummy but he knew it would all be
worth it soon.
     "You're right, he's a little hottie," Dave commented.
     "That's right.  Let's see how tight his little ass is."
     Max waited sort of nervously as Jimmy spread a little more lube on his
penis.  Then he felt a slippery finger dig between his buns and then up
inside his butt.  It was a very weird feeling that he had never felt
before.
     "There, now we're both pretty lubed up.  This should be nice and
smooth for you," he said as he pulled his finger out.  Then Max felt the
unmistakable feeling of the tip of Jimmy's penis gliding smoothly between
his buns.
     "Now remember, you gotta relax," he reminded him.
     Dave started to rub Max's shoulders and back and said, "Pretend you're
laying on a nice beach and getting a massage."
     "From a hot, naked girl," Jimmy added and laughed.
     Max did what he instructed and enjoyed the nice back rub he was
getting.  After not too long, he felt like he was just about ready to fall
asleep.  Just then, he felt a strong pressure against the opening to his
butt.  His first reaction was to tighten everything up but then he quickly
relaxed again and felt Jimmy's penis slide through the opening.
     "There you go.  Good job," Jimmy encouraged him.  Then his penis
started to go deeper and deeper.  It felt like it went a foot inside him
but Jimmy's penis only looked about five inches long.  It did hurt a little
but when Jimmy asked him if everything felt okay, he said it did.
     "Good boy.  You're good at relaxing back there," Jimmy encouraged him
some more.  "Aww man, his ass is perfect on the outside and the inside.  I
could fuck this all day."
     Jimmy's penis started to pull out then push back in.  The tight walls
of Max's butt seemed to caress his penis affectionately with every stroke.
It was almost like his butt was sucking on it because of the tightness.
     "You still doing okay?"
     "Yeah," Max answered and did his best to continue relaxing for him.
     Jimmy gradually went faster and kept teasing Max about what was going
to come later.
     "You're gonna love letting me suck you off completely later.  Thinking
about girls is gonna make it pretty fun.  I don't have to pretend you're a
girl cuz I like boys.  So this is the real deal here."
     "We're having sex?" Max asked.
     "Yeah, we sure are.  What did you think we were doing?  How do you
like it so far?" he laughed.
     "I like the lifeguard girl better."
     They all laughed then Jimmy said, "That's alright.  You can fuck her
some more as soon as I get done."
     "Yaaay!" Max giggled.
     He was a bit surprised when Jimmy cried out and moaned after only
about a minute.  Max sure never finished that fast when he was jacking off
unless it felt really, really good and he was thinking about something
super hot.  Jimmy must have really thought he was a sexy boy.  He felt his
penis throb with every shot and fill his butt with some warm goo.
     "Ahhhhh, that was niiiice," Jimmy said then slowly pulled his penis
completely out.
     Max stood up and rubbed his penis after it was smooshed against the
bench all that time.  Then he curiously felt between his buns and
everything still felt normal back there.
     "Don't worry, nothing bad happens from a boy cumming in you."
     "Yeah, don't worry, you won't get pregnant," Dave laughed.
     Max smiled then turned to Jimmy and gave him an eager look.
     Dave came up behind him and squeezed and rubbed his buns and said,
"Let me get a piece of that ass too."  He started rubbing his unlubed cock
up and down between Max's bulgy, boyish buns.  "It'll only take a second."
     Max stepped forward so he was inches away from Jimmy then reminded
him, "You said there would be more sucking now!"
     "Okay, I suppose your imaginary girlfriend can't wait any longer for
your big cock."
     Max smiled and leaned with his back against the lockers and closed his
eyes.  His penis got back up to full hardness again and he waited for the
good feelings to start again.
     "Ooh, here comes that hot pussy again.  You ready?"
     Max nodded then felt Jimmy's lips press against his penis and slide it
deep inside his mouth.  His cheeks tightened in and it felt amazing as he
pulled his head back.  Then he started to pick up speed quickly and before
he knew it, Max was fucking his imaginary girl as fast as he could.
Jimmy's tongue expertly rubbed against the sensitive underside of Max's
virgin penis, giving him even more of a thrill with every bob of his head.
After only about thirty seconds, Max charged up a huge load of cum and sent
it flying into the lifeguard girl's imaginary pussy.  He couldn't stop
himself from crying out from the extreme feeling as all his boyjuice was
being expelled.
     He panted like a dog then opened his eyes.  He wondered if it was okay
for him to cum inside Jimmy's mouth.  He thought it was pretty gross but
Jimmy took his mouth off him and smiled and swallowed and said, "You taste
pretty good."
     Max blushed and gave him and big hug when he stood up.
     "Aww, aren't you just the most affectionate little lifeguard fucker."
     Max giggled.  He wanted to hug the nice boy after playing along with
his fantasy and letting him do all that fun stuff with him.  That was the
best experience of his young life and it was all because of him.
     Dave asked, "So, can I fuck you now?"
     Max remembered he had been nice and egged him on about fucking girls
too so he figured he'd let him have some fun.
     "Okay, I guess so," he said and got back on the bench.
     "You are awesome, little dude," Dave said.  "I wish I could take you
home with me and fuck you all the time."
     Max giggled a whole bunch and said, "That sounds funny.  Usually boys
say that about girls."
     "Yeah geeze Dave, don't call him a girl.  With a dick like that, he's
definitely not a girl.  The girls would go crazy over a hottie like him."
     "Yeah, you should sneak into the girls locker room and take that suit
off.  They'd be all over you.  They'd let you fuck them all night.  There
would be a little river of cum flowing out of the locker room."
     Max smiled at the exciting prospect of doing that.  Most likely he'd
just get yelled at and kicked out though.
     "You guys are nice," he said affectionately.
     "Mmm, and your ass is nice," Dave said and he slowly slid his penis up
inside him.  Max was a little sore from before but Dave's penis felt a
little smaller than Jimmy's so it felt okay.
     "Oh man, you were right, Jimmy.  I can't last long in a tight ass like
his," Dave said and breathed heavily.  In under a minute, he blasted his
juice hard into Max and moaned.
     "Ohhh yeah baby.  Ohhh that felt nice."
     Dave pulled out and Maxed hopped up and sat on the bench and looked up
at them with a cute smile.
     "See, he's all proud of that cute ass of his.  He knows how awesome it
is."
     Max giggled and blushed some more.
     "Come on Max, I bet you're all sweaty from giving it to that lifeguard
and we gotta rinse off our cocks."
     Max followed them into the showers and rubbed himself down with some
soap from the dispenser.
     "Sometimes I shower in here when all the other boys leave and jack off
with this cool soap stuff," Max said out of nowhere.
     "Ooh, that sounds hot."
     "Yeah, I think about those lifeguards.  Man they're hot!"
     "You really like them, huh?" Jimmy said and they both laughed.
     "Oh my gosh, they got those big boobies and tight red swuimsuits!"
     "Yeah, you can totally like see their pussies under those.  They
always sit with their legs open," Dave laughed.
     "Ohhh I wanna do it with them so bad."
     "Well why don't you ask one of them sometime to come in and let you
fuck them in here?"
     Max giggled then threw some suds at him and said, "Noooo."
     "Tell em you got a huge penis," Jimmy teased him.
     "Yeah, tell them you found something in the pool and climb up into
that chair and whip out your giant cock and say that's what you found and
now you want somewhere to put it.  She'd let you fuck her right there on
the chair," Dave laughed.
     "I'd rather pretend and have you guys play with me instead.  Are you
gonna be here again sometime?"
     "We don't come here a lot but we might."
     "I'm here all the time.  You can suck me any time!"
     "You are so cute," Jimmy said and started to rub Max's body with soapy
hands.
     "Can we fuck you too?"
     "Sure!"
     Max sort of liked the rubbing so he closed his eyes and pretended it
was a lifeguard washing him off after the wonderful round of sex together.
Jimmy's hand ventured everywhere.  It washed between his buns and around
his balls and up and down his penis.  It was still a little soon for him to
get hard again though so it stayed limp.
     "So, is someone coming to pick you up soon?"
     "I gotta wait here for my mom.  She's coming at nine."
     "Well, we rode our bikes.  Why don't we wait with you.  I'd love to
spend some more time around your beautiful body."
     "Heh heh heh, okay," Max giggled.  "Do you really think I'm good
looking or are you just saying that?"
     "You definitely are.  You've got a crazy hot body and that giant dick
of course a real cute smile and the cutest big ears I've ever seen.  You
know if you ever suddenly end up gay, I think any boy would be wild about
having you!"
     Jimmy pulled at Max's ears and he giggled like crazy.
     "You're kinda handsome too I guess."
     "Why thank you."
     "What about me?" Dave asked.
     He looked pretty good too but Max said, "Naaaww," and they all
laughed.
     The boys eventually got out of the shower and dried off.  Dave and
Jimmy told Max to stay naked so they could admire his beauty so he laughed
and sat down naked on the bench with them.
     "I think it's really cute how you young boys are all crazy about
girls.  Tell me more about your obsession with lifeguards," Jimmy said.
     "Nooo, I don't wanna.  That's embarrassing."
     "Come on, you just had two gay boys cum inside you.  How could you be
all embarrassed about this all of a sudden?  We won't tell anyone."
     Max turned bright red and said, "Well every time I'm here I stare at
em a lot.  Girls are so hot in swimsuits!  When the locker room's empty I
go in the showers and get some soap gel stuff and jack off.  I pretend like
I'm doing it with them in there.  Sometimes I put some soap in one of the
towels too and it feels like a girl.  Then I rinse it off in the shower."
     "You're one creative little guy.  That sounds pretty fun."
     "Not as fun as getting my penis sucked on.  That was awwwwesome!"
     The other boys laughed and told him to continue.
     "I haven't seen naked girls a lot cuz my parents got a filter on our
computer but once in a while it doesn't block something so I know what a
girl looks like down there and how guys stick their penises inside."
     "Well good for you.  Now you're all set to do it for real."
	"I wish.  What do you guys think about?  Do you like boys in
swimsuits?"
     "Yeah, you can totally see their penises flopping around under them.
Sometimes little horn dogs like you stare at the lifeguards a little too
long and gotta hide their stiffy underwater.  Of course, water's clear so
we always get a pretty nice view."
     Max asked them all sorts of questions about being gay like if they
would have sex with a girl if they could and if they liked kissing boys and
what cum tasted like and all sorts of stuff.  After about a half an hour of
learning and giggling, Max started to get hard when they were teasing him
about his lifeguard obsession again.
     "Boy lifeguards are pretty sexy.  But I guess nothing beats a nice,
tight, young lifeguard pussy, huh?"
     "Yeah!  Yeah, you bet!" Max agreed and giggled because he knew they
didn't think that at all.
     Dave looked at Max's hardening penis and said, "Yeah, there's your
answer right there.  He's all ready to fuck one just thinking about it."
     "Have you ever done it with a girl?"
     "Yeah, once just to try it.  She was actually a lesbian and I told her
I was gay and somehow that convinced us it was okay to try out our parts
with each other so we'd know what it felt like.  That was the first time
for both of us.  It was really fun but we didn't like each other at all.  I
just wanted to suck and fuck boys.  I think she really liked my penis
though cuz girls don't have anything big like that to stick in there.
Maybe she's bi now, I dunno.  She moved away soon after that."
     "Wooow.  I wish she was still here.  You could get her to let me do it
too!  I'd pretend I was totally gay if it would make her let me do it with
her!"
     "Yeah, that would have been fun for you, huh?"
     "Yeah!  Ohh I wanna do it with a real girl so bad!  Hey, does doing it
with a boy feel as good too?"
     Max expected it to not be a very good substitute for a genuine girl's
pussy but Jimmy answered, "Oh yeah.  It's just as good.  You gotta go a
little easier on it but it's pretty much just the same."
     "Oh wow, really?" Max asked in amazement.
     "Uh oh, I think he wants to fuck one of us now," Jimmy laughed.
     Max hadn't thought of that but now that he had brought it up, it
sounded like something he definitely wanted to try.  After all, the other
boys had already done it to him and they loved it.
     "I dunno...I didn't really think of that...can I?"
     "You absolutely can."
     "Here, you'll need some of this," Dave said and rubbed a bunch of
clear gel kind of stuff up and down his penis.  "There you go, now you're
all set."
     "Yay!" Max declared and jumped up and his penis bounced up and down.
"Which one of you wants to let me do it?"
     "You pick," Jimmy answered.
     "I pick you," Max said, since Jimmy was so nice and friendly.
     "Okay, I'll just lay down here and let you go nuts."
     Max had a big smile on as he got into position over Jimmy's butt.
     "They kinda look like big boobies," he giggled as he stared down at
his buns.
     "Whatever gets you all excited, little dude," he replied.
     He carefully set his penis between his buns then pushed it down and
got it just right.
     "You ready?"
     "Yeah, are you ready?"
     "Ah huh!" Max giggled excitedly and pushed his penis forward.  It sank
deeper and deeper inside him until Max's balls were tight up against
Jimmy's soft buns.
     "Oooh this is cool," Max sighed and started to push and pull slightly.
As he took bigger strokes, he said, "I like doing it this way.  Your butt
is good padding."
     He giggled and pushed hard up against his butt.  He didn't want to
hurt Jimmy so he went at about a medium speed.  That let him really relax
and enjoy it longer too.  After several long minutes of steady fucking, Max
announced, "I think I'm gonna cum soon."
     "Ooh, you'll like that the best.  It feels great to cum inside another
boy," Dave said.
     He sure was right.  When Max let loose, his whole body shook.  It was
a super intense orgasm, made even stronger by the fact that his penis had
really warm, squishy, wet insides wrapped around it.  It felt so right and
the feeling was so strong!
     "Ohhhhhhhh," Max moaned then laid across Jimmy's back when he was all
done cumming.
     "Whoa, that was crazy," he sighed and drunkenly pulled his penis out.
     "You liked that, huh?" Jimmy laughed.  "You're such a cute little
kid."
     As they quickly rinsed off in the showers together, Max asked them,
"Are you guys ever gonna be here again?  I really wanna do that some more
another time."
     "Yeah, we'll probably be back.  We had off of work today, which is why
we came here.  We thought there might be some hotties swimming around and
changing that we could watch.  And boy were we right.  Well, that's why
we're not here a lot but the next time we have off of work, we'll be more
than happy to come fuck you again."
     "And let me play with you too!" Max insisted.
     "Of course."
     "Do you think your work will be cancelled tomorrow?" he asked
hopefully.
     "Don't count on it," Dave laughed.
     "I swear, I'll come burn it down so you can come play with me every
night!" he giggled.
     "But then we wouldn't have a job or any money."
     "Well I hope you come back soon.  I had lots of fun."
     "I bet you did," Jimmy laughed.  "Maybe you'll have to find your own
boys here to play with."
     "I wanna play with girls!" Max reminded them.
     "Well no girls are allowed in here."
     "Oh well, I'll think of something."
     "Okay, well good luck with that.  We better get going.  Your mom is
probably here."
     The boys got dressed and walked out together and Max waved at the boys
as they left and he got in his mom's van.
     "Did you have fun?" his mom asked.
     "Yeah!" Max answered very enthusiastically and tried to keep from
laughing.
     "Looks like you made some new friends."
     "Yeah, they're awesome."
     "That's nice."
     They drove home and Max laid in bed later thinking about all the fun
stuff they did together again until he finally fell asleep.
     The next day he woke up and didn't jack off so he'd be all fresh and
ready just in case Jimmy and Dave were at the pool.  School was boring as
usual and a while after supper, he told his mom he wanted to go to the pool
again.
     She brought him there and he got changed in the empty locker room and
swam around.  The other boys weren't anywhere in sight.  There were some
really hot girls a couple years older than him there though.  After not
jacking off that morning, he definitely didn't get out of the pool much
because he had a major erection most of the time.  It was pretty hard for a
little five foot three inch boy to hide seven inches of hard penis inside
his trunks so he mostly avoided the girls and everyone else but still
admired them from a distance.
     There was only one boy around his age there who apparently was a
brother of one of the girls and then three teenage girls and two old ladies
swimming there that night.  When the boy got out around 8:30, Max gave him
about ten minutes in the locker room to change in private just to be
polite.  Then he got out and walked into the empty locker room.
     "Yay, jackin time," he actually whispered out loud.
     He grabbed one of the white towels out of the clean towel bin and
brought it into the shower with him.  He kept it folded up several times so
it was nice and tight.  First he got it all wet then pumped a bunch of the
shower gel stuff from the dispenser on the wall into it.  Then he folded it
in half again and held the top closed which pretty much made it a tight,
round roll and slid his penis into the gooey compartment.
     "Mmmm," he sighed as he started to fuck the towel.  He closed his eyes
and imagined what he wished would have happened the previous night.
     He pretended like Jimmy and Dave had showed up again and were playing
with his penis.  He realized it was really fun to do in real life but not
very hot to think about since they were boys after all.  He made imaginary
Jimmy say, "Be right back."
     He walked back out in the pool and came back with one of the hottest
lifeguards.
     "This is one of my friends.  I told her there was a cool little guy
with a gigantic penis in here that wanted to fuck a lifeguard and she said
she'd love to."
     "Awesome!" Max said out loud as he continued to imagine the hot
fantasy.
     He pictured the girl slowly taking her suit off.  She started at the
top and let her breasts hang out then peeled the tight strip away from her
pussy and stepped out of it completely.  It was a perfect pussy just like
on the internet.  Then she came over and bent over in front of him and he
played with her breasts as he stuck his penis up inside her and pumped
away.  In reality, he was holding the towel against the wall and fucking up
into it and it felt so good.  After a couple minutes of fucking into his
lovely imaginary girl, he spurted out am energetic volley of shots into it.
After saving up his cum all day, he really soaked that towel.  It felt even
better to cum with that much liquid pumping out of him.  He sighed and laid
back against the shower wall and imagined the girl all happy with him.
     He smiled and relaxed after the wonderful time then rinsed off the
towel completely under the shower and threw it in the used bin back in the
locker room.  He had a little extra time before his mom came yet so he
thought for a second then walked back into the showers and coated his
finger in shower gel.  Then he reached around behind himself and worked it
up into his butt.  Luckily for him, it was a super mild soap that didn't
burn or sting up there at all.  He giggled as he tickled around in there
and it felt sort of weird but he kinda liked it.  He would have happily let
the boys fuck him again if they were there since they liked it so much.
Even thought it was a little weird, he loved how much they adored him.
     When he was done fingering himself, he started to get curious about
what it felt like to suck on a boy's penis.  It looked weird and kinda fun.
Being on the receiving end was certainly very fun!  He decided to ask if he
could try it next time Jimmy and Dave were there.
     The next night he was the only person at the entire pool for most of
the night, after the couple old people left pretty early.  He went into the
locker room sooner than usual and had lots of time to build the perfect
towel pussy.  He fucked it like crazy and squirted so hard into it, he
thought cum might come spurting out the other end.  Ever since playing
around with those boys, he had thought about sex and wanted to jack off
when he was there more than ever.  Since he was alone and naked in the
locker room the majority of the time, he jacked off in there almost every
time.  But it was just a nice, relaxing, fun activity before.  Now it was
like just being there turned him on and it was like something he had to do.
So far every time he walked into the locker room he got hard before the
shower water hit him.  Luckily he had the place to himself the previous
nights.
     The next night, he went swimming again.  His mom thought it was a
little odd for him to go three nights in a row.  Usually he only went two
or three times a week but he had gone every day so far.
     "I gotta make my arms and legs even stronger.  Then I'll be all big
and muscley," he explained with a smile when she dropped him off.
     He already looked quite in shape for a young boy from all that
swimming already.  He really just wanted to go again in case the boys were
back.  He didn't really thing they would be there but he also really liked
jacking there lately.
     The boy and his sister and her two friends from two days before were
there again, as well as the usual couple of old people.  Max had made sure
he jacked off in his room before he went swimming so he could get out of
the pool without a giant pole sticking up if there were hot girls there.
He wanted to jump off the diving board a bunch and that required getting
out of the pool a lot.
     Max did lots of backflips and fancy jumps like that.  He was really
good at doing those sorts of tricks after so much practice.  One time when
he did a slow, reverse flip he got out of the water and all the girls and
the boy clapped and laughed and yelled, "Nine point five!"
     Max turned bright red and replied, "Thanks."
     After another jump, the boy walked up to the diving board behind Max
when he was on his way up.
     "Hey, my sister wanted me to come tell you that she thinks you're
really hot."
     Max turned around and smiled and asked, "She's the one in the blue
swimsuit, right?"
     "Yup."
     "Wow, tell her I think she's really hot too," he shyly said and turned
red just thinking about the fact that she thought he was hot.
     "What's your name?"
     "Max."
     He caught a glimpse of the girl on his way off the diving board again.
She had long blonde hair the same color as her brother's.  Her brother had
bright blue eyes too and looked pretty handsome actually so she probably
did too but he couldn't really see from such a distance.  He could see was
nice and skinny and had some pretty good sized breasts though and he liked
that a lot!  She looked a little older than Max and was maybe an inch or
two taller than him so he was extra excited about her liking him now.  The
whole pool could have turned into jello and he wouldn't have noticed.  He
was far too distracted by the thought of a potential hot, older girlfriend.
     Her brother swam up and whispered some stuff in her ear and she smiled
and kept watching Max.  Then after about fifteen minutes, they all went
into their gender's locker rooms and Max looked at the clock and realized
it was time for him to change too.
     He scampered over to the locker room and saw the boy rinsing all the
chlorine off in his suit inside the showers.
     "Hey, so what did you tell her?"
     "Your name and that you like her too."
     "Cool," Max said with a big grin.
     "Whatever," the boy laughed.  He didn't particularly care about his
sister and how she thought Max was cute.
     After a quick rinse off, he walked into the locker room with the boy.
He was a little surprised when the boy dried himself off a bit then took
off his suit right in front of him.  Some boys just didn't care if they
were seen naked though.  Max didn't care too much either if the boy didn't
care so he took his suit off too.  Normally he was way more shy but after
getting fucked by two naked boys, he felt a little more normal just
standing there naked in front of one other kid.
     "You know, your sister is really, really, really hot," Max laughed.
     "Ewww," the boy replied and laughed too.
     "You just don't think so cuz she's your sister.  If she wasn't you'd
be all nutso about her too."
     The boy laughed like crazy and kept drying off around his penis and
Max did the same.
     "You just wanna bone her, don't you" he laughed.
     "Well yeah, she's hot!" Max replied with a big grin and couldn't help
but imagine what it would be like to fuck her.  That and the rubbing with
the towel around his penis got him really hard really fast.
     When the boy saw it he giggled because he knew he was thinking about
sex now.  Then he said, "Wow, is all that yours or did you borrow some from
someone else?"
     Max laughed and said, "Yeah, I know.  It's kinda big."
     "I should tell my sister that," he said with a sly look.
     "Yeah, do it!  Then she'll wanna do it with me!"
     "She probably would wanna too.  She's crazy about boys and now they
got her on birth control to umm...do something with hormones to do
something to stop zits on her face or something...anyway I heard her say on
the phone now she really wants to have sex with pretty much any boy cuz she
can't get pregnant."
     Max's jaw dropped.
     "Yeah, I know.  Lucky you," he laughed.
     Now Max was totally aroused by the fact that it might be a remote
possibility he might seriously get to fuck her.
     "Heh heh heh, yeah, now you're all excited, huh?"
     "Dude, tell her about my penis!  And tell her to sneak in here so I
can fuck her!" Max joked but was half serious.
     "I think you need to go take a really colder shower, mister," he
laughed.
     "Hey, I know what will help a lot more.  Wanna see something really
cool?"
     "I am right now," he replied and kept staring at Max's penis.
     "Some else really cool?"
     "Okay, I guess."
     "Okay, come here."
     Max brought him over to the towel bins and picked up two fresh, folded
towels and gave one to the boy.  He didn't really want to teach him his
trick.  He just didn't want to be all embarrassed saying he has to go jack
in the shower now before he explodes.
     "What's your name by the way?"
	"Ben."
	"Well okay Ben, you take one of these and bring it into the shower
and get it all wet."
     "What's the point of that?"
     "You'll see."
     Max went into the shower and Ben followed him and they both got the
towels soaked under the water.
     "I don't think they like it when people waste towels," Ben protested
again.
     "Oh don't worry, they won't go to waste.  Okay, now pump some soapy
stuff in them and fold them over like this."
     "We're gonna get in trouble for making a mess."
     "Just do it.  You'll really like the end part."
     Ben finally did as he was instructed.
     "Okay, perfect.  Now do you know what this is?"
     "A big mess?"
     "Nope, it's a hot, wet, lifeguard pussy."
     "Ohhhhhhhhh, I get it," Ben said with a big smile.
     "Those lifeguards are pretty hot too, huh?"
     "Oh yeah!  You got that right!" Ben answered and started to get hard.
     "Well you just stick it in and...you know.  It feels really good," Max
said and demonstrated by leaning back against the wall and sliding it onto
his enormous penis.
     Ben looked at his for a while and hesitated but his curiosity and
horniness overtook the embarrassment of pleasuring himself in front of
another boy.  He leaned against the wall just like Max was doing and stuck
his penis into the towel.  It felt pretty good around his now fully hard
penis.  It had grown to about five inches so it was definitely big enough
to enjoy the towel pussy.
     "So this is what you do in here when nobody's around," he giggled.
     "Yup.  I bone the lifeguards all the time," he giggled back.
     "Wow, this is really cool."
     Both the boys rubbed the towels up and down with a steady rhythm and
really got into it.  They got going pretty fast and Ben was the first one
to cum.  He felt embarrassed about doing it in front of Max so he tried to
restrain himself and not make too much noise.  Still, the feeling of the
gooey, warm towel was pretty intense.  He looked over at Max when he was
done and noticed he was away daydreaming and probably didn't pay much
attention to him when he was cumming anyway so he felt better about it.
     "Hey, are you thinking about my sister?" he snickered.
     "Maaaaaaybe," Max teased him then picked up speed for a moment and
squirted his load into the towel.
     He let out a long sigh then said, "Your sister's awesome."
     "Hey," Ben exclaimed and hit him in the side with the towel.
     "You're gonna want to rinse that off before you put it back," Max
reminded him and showed him how to wash it off really well under the
shower.
     "Thanks for showing me that.  I'm totally doing that every time I come
here!"
     "Why don't you just do it with your sister?" Max laughed.
     "Eeeewwwww, I don't think so.  I'd definitely do it with her friends
though!  Man, they all changed together in her room one time before coming
here when they bought new suits.  I think we all should have changed
together in one room!"
     "Okay, I can have your sister and you can have all her friends."
     Ben smiled and started to imagine fucking both her friends together in
the locker room as he got dressed.  He got his clothes on really fast and
said goodbye and as he started walking out, Max reminded him again to tell
his sister about his huge penis so she'd pick him as the one to try sex
with.
     "Yeah, okay, whatever," he said and walked out the door.
     Max quickly scurried in just his underwear over to the door and
listened with his ear on the door.
     "What took you so long?"
     "We were just messing around and stuff.  He still thinks you're really
hot."
     All the girls giggled together like girls always do.
     "Did you see him changing?"
     "Yeah, and geeze, you should see his dick.  It's huuuge!"
     The girls gasped which only charged them up for even louder giggling.
     "Did you see it up close?  Like how big was it?"
     "Well, not nearly as big as mine," he bragged and laughed because they
all probably figured he was lying.  "But he got hard when we were talking
about you and it's like giant!  It's like this."
     Max smiled because he figured he was holding up his hands to
demonstrate the size.
     "Oh man, and he's like so cute too!"
     "Yeah, those ears are adorable!" another girl said.
     "And he's so skinny and sexy," the third girl added and they all
giggled again.
     "He's kinda young though, don't you think?" the first one added.
     "Well his cock isn't!" Ben's sister replied.
     Then they started to walk away and Max couldn't hear what they said
anymore.
     He leaned back against the door to hold himself up because he could
hardly believe it.  It was like his dream was coming true.
     The next couple nights were back to normal and he played with himself
alone.  Then in the middle of the next week, he was delighted to see the
girls and Ben there again.  They kept looking at him but they never came up
to talk to him.  Max wished they would have came up and started feeling him
up under water and then somehow sneak away somewhere and fuck like crazy.
It was so perfect.  She was a hot girl who had never had sex before and he
could fill her pussy up with cum until it overflowed and she wouldn't get
pregnant.  It was so perfect!  Plus she thought he was the sexiest kid ever
so he had a real chance.
     Max went in the locker room early at about 8:20 when he finally got
his penis to go down.  He couldn't wait any longer to jack off with all the
thoughts in his head about Ben's sister.
     When he got in there, he wished Jimmy and Dave were there for him to
fuck because he had his heart set on a really good time that night but
Ben's sister didn't even say a word to him.  But surprisingly, Ben rushed
in as Max was rinsing off naked under the shower.  He didn't care if Ben,
the only male still there, came in.  He already saw him naked and he liked
getting the chlorine off his penis and butt so he left his suit in the
locker room and showered nude.
     "Hey nudey boy," Ben greeted him.
     "Hi horny boy."
     "Me?  You're the one who can't stop thinking about boning my sister!"
he giggled.
     "Well you seemed to really like that towel."
     "Yeah," he admitted shyly.
     "Actually I did come in here cuz I can't stop thinking about your hot
sister and gotta jack off before I explode!"
     Ben laughed pretty hard when he heard that.
     "You're nuts," he said and started rinsing off under the shower too
after slipping his suit off and hanging it on a shower head.
     "Oh and I'm so sure getting naked with the lifeguards and doing it
like bunnies never crossed your mind tonight," Max teased him back.
     "Nope, not at all," he giggled and they both watched his penis grow
until it was pointing up at the ceiling.
     "I'll leave if you want so you can go get one of those lifeguard
hotties and have a little party all by yourselves in here."
     Ben laughed some more and joined Max at the shower gel dispenser went
he went to go get a whole bunch.
     "You gonna jack off?" he asked when he saw him take a whole handful of
the stuff.
     "Mmmhmm, the good old fashioned way."
     "Me too," he said and took a bunch too.
     Max started rubbing his penis with his goopy hand.  It didn't feel
quite as good as fucking a towel but he didn't really feel like going
through all the hassle of setting it up and cleaning it off.  He really
wanted to fuck Ben's sister more than anything though.  Nothing could
compare to that!
     He looked over and watched Ben do it.  He looked like he was having a
pretty good time.  He was sort of facing away from Max but he could see his
arm going.  His butt jiggled a little as he stroked himself rapidly and Max
stared at it.  He started to think about what he did with Jimmy and Dave
and wished he could just walk over and fuck Ben's butt.  It looked like it
would be really tight because he was about Max's size.  As he continued
pumping away at his own dick, he couldn't get it out of his head.
     Ben didn't seem to care one bit about stripping naked in front of him
and barely hesitated with the towel trick and now he got naked like it was
nothing again so maybe he would be want to try fucking together.  Max was
so horned up he could hardly control his mouth.
     Suddenly he blurted out, "Hey, I should show you another cool trick,"
then immediately regretted it.
     He had to go through with it now though so when Ben turned around and
stopped jerking his penis, he continued, "One time when I was here, these
other boys showed me something that felt sooooo good."
     "Heh heh heh, this place is like sex school or something.  Cool, show
me it!" Ben replied excitedly.
     "It's kinda weird but wow.  It's just like real sex."
     "You had sex before?"
     "No but I know it feels like it."
     "Okay.  Well it sounds cool then."
     "Okay, put a whole bunch of that soap on your dick.  Coat it really
good.  Okay, now come here."
     Max figured his best chance was if he offered to have Ben go first.
It was a lot easier to say "here, stick your penis in this and it will feel
good" than "let me fuck you."
     "It's really easy.  I just turn around and you stick it up my butt and
pretend like I'm a girl."
     Ben was quiet for a moment then snickered a little and asked
sarcastically, "Were the boys that showed you this gay?"
     Max turned back around and answered, "Yeah, but when they let me do it
to them, whoa!  It was just like doing it to a girl!"
     Max of course was stretching the truth a bit because he didn't really
know how much like girl sex it was but Jimmy had said it was just like it
so it probably was.
     "Are you sure?"
     "Yeah!  I cummed so fast, it was crazy!  It's like a million times
better than jacking off!"
     "Seriously?  Well okay, I guess I could try it..." he said and turned
Max back around by his shoulders.
     Max leaned forward against the shower wall like Dave did against the
lockers and spread his legs a little.  Ben held onto his penis and
hesitantly placed it against his buns.
     "So I just push it up in there?"
     "Yeah, it's really easy.  Then you just start going and it feels
insaaaane!"
     "Okay," Ben said and slowly pushed it forward.  It dug in between his
buns and slid really easily with all the gel on it.  When he got to the
opening he gave his dick a little push then said, "It's really tight."
     "Tight is good you know.  Just wait till you get inside!"
     Max tried to relax a little more and after some more pushing, Ben
popped inside him.  Then it was really easy to push it in all the way.  It
slid like nothing with so much of the soapy goo on it.
     "Whooooaaa," Ben sighed and he was pushing it in.  "That feels really
good."
     "See, I told you.  Doesn't it feel just like a girl?  I mean both of
us don't really know but don't you kinda just know what a girl's insides
would feel like?"
     "Yeah, I know what you mean.  This is cool!" he said and left it
shoved in as far as it would go and enjoyed the warm, sexy sensation of
having it stuck inside another person for the first time.
     "You know, you have to start moving it forward and backward to cum,"
Max giggled.
     "Oh yeah," Ben replied and started to rock his hips back and forth.
He was taking nice, long, slow thrusts and all that rubbing actually felt
really good against Max's already excited prostate.
     "Ohhh I like this a lot!" Ben sighed and started to fuck him extremely
fast.
     "Hey, slow down a little," Max told him and he obediently did so.
"You gotta take it easy with boys or it hurts."
     "Oh, sorry."
     "It's okay."
     Ben continued steadily fucking him and couldn't help but speed up
gradually as he did it.  It wasn't enough to make Max uncomfortable though.
His penis was pretty skinny anyway.
     "Isn't this just like having sex for the first time?"
     "Yeah.  I don't care if it's with a boy.  This feels so good!" Ben
answered and felt kinda weird because he was reminded again that he was
actually fucking a boy, not a girl.
     "Are you thinking of your sister?" Max teased him and giggled.
     "Nooooo!"
     "I am," Max said and they both laughed.
     "She doesn't have a penis though so why would you be thinking about
her now?"
     "I dunno but I'm still thinking about her.  You better let me do you
next."
     "Yeah, okay.  Just a second, I'm almost done."
     Sure enough, after a few more moments, Ben started to breathe harder
then gasped as he let it all squirt into Max's compact little backside.
     "Ohhh...ahhhhhh," Ben sighed as the orgasm spread through his whole
body.  "That was niiiice."
     "See, I told you you'd like it."
     "Yeah I don't care how weird that was.  That was awesome!  Gay guys
can have rainbows and all that junk, I'm stealing this from them!"
     "You should have just boned me the first day you were here."
     "I guess I wasn't really thinking of that," Ben giggled.
     "I bet you were imagining you were doing that to a hot lifeguard,
huh?"
     "You bet!  And I cummed in her pussy even!  It soaked it all up like
some sort of towel or something," he snickered and turned a bit red from
all the talk about what aroused him.
     "I wanna cum in her pussy too!  Turn around."
     "Heh heh heh, okay."
     Ben got up against the wall and Max instructed him about relaxing and
stuff.
     "This is sooo romaaaaantic," Ben giggled sarcastically as he stood
against the wall like he was about to get frisked.
     "More like hot hot hot!" Max replied as he squirted a bunch of shower
gel out on his hand and rubbed his penis full of it.  "Okay, here it goes."
     "I hope that big thing all fits back there."
     He carefully placed his long penis in just the right position and
pushed just enough to start it sliding up inside Ben's body.  He took it
really easy since it was so large but Ben didn't seem to be hurting too
bad.
     "That feels really weird," he said when it was almost all the way
inside him.
     Max figured that was good enough and he didn't have to go deeper.  He
looked down and really liked seeing his penis disappear between Ben's buns.
It looked just like a kinda young girl was there, letting him fuck her.
And the sensation of being inside Ben's awesome butt was just as good as
the last time with Jimmy.  If there was one thing that was the closest to a
real pussy, this was definitely it.
     Max felt like he was going to cum with just a few strokes but he held
it off for about a minute then finally let all his built up cum escape.
There was nothing like letting it all go inside Ben's butt.  He could
practically see his imaginary girl's pussy with his penis shoved deep
inside it as he finished.  It was so realistic!
     "Ohhhh yeah," he sighed when he was all done.
     "Pretty cool, huh?"
     "That is the best feeling ever!"
     Max gently withdrew his penis and Ben turned around with a big smile
and said, "I wonder if I'm still a virgin now."
     "Probably.  We're just boys messing around," Max replied with a smile.
"Speaking of that, I totally still wanna do it with your sister."
     "You dork.  Don't you ever stop being horny?" he giggled.
     "Come on, please keep telling her stuff that will make her want to do
it.  Tell her I'm here all the time."
     "She already totally wants to do it with you.  She's probably just too
scared to ask.  She talked about you before we left even."
     "Well then tell her not to be scared!  Tell her I asked you to ask her
if she wanted to come have sex with me sometime so she doesn't really even
have to ask me."
     "Okay, I'll try I guess.  Just for you cuz you're so cool."
     The boys hung out and talked about sex for a while then when they
heard talking from out in the lobby, Ben told Max to stay there for a while
before leaving and he went out to go talk to them.
     Max of course went straight to the door as soon as he left and
listened.
     "Is he still in there?"
     "Yeah."
     "Did you get to see his huge penis again?"
     "Yeah, geeze...whadda you want me to do, measure it?"
     "Take a picture," one of the girls said and they got all giggly again.
     "He went in there early cuz he said he couldn't stop thinking of you
and he had to go play with himself."
     "Oh my gosh, you're lying!"
     "I am not.  I saw him doing it."
     After like ten years of all the girls gasping and giggling, his sister
said, "Oh, that's so hot!"
     "Yeah, how romantic," another girl added.  "He must really like you."
     They all giggled some more and his sister asked him again, "Are you
seriously serious?"
     "Yeah!  I'm totally serious!  We jacked off together.  I totally
wanted to do it then too cuz those lifeguards are hot!  So we both did it."
     The girls all went nuts again and Ben snickered a little too because
he knew girls thought it was half gross and half totally sexy every time
boys mentioned jacking.  Plus it was totally crazy to them that both the
boys actually did it in there just a couple minutes before.  It was one
thing to know a boy plays with himself sometimes.  But to know he was
squirting his cum on the shower floor just minutes ago was different.
     "Oh my gosh, you should so take a picture of him doing it!" one of the
girls said and they all giggled again.
     "Oh yeah, I'll get him to pose for you.  Why don't you just sneak in
and see him sometime?  He said he totally wants to do it with you so bad in
there."
     His sister gasped and giggled and then giggled some more and never
really said anything about it.  Some of the girls whispered to each other
as they walked away.  Max thought he wasn't going to hear any more but then
he heard Ben yell, "Hold on, I forgot something."
     Max backed away from the door and quickly went back to the row they
always changed in.  Ben rushed in and said quietly, "Dude she totally looks
like she wants to do it.  Maybe I can even get one of her friends to come
too so I'll have someone to play with!"
     "Then you'd probably need a condom."
     "Aww crap, you're right!"
     "Or you can just do it with your sister too," Max laughed.
     "You sicko," he giggled.  "It would be kinda fun at least to watch you
two do it.  I've never really seen people have sex before."
     "Awesome!  Hey, tell her to go into the girls locker room from the
pool then just walk out quietly from the outside door and duck under the
counter and come in the boy's one."
     Ben gasped and said, "Duuude that's a good idea!  I'll tell her that.
She'll totally do it!  This is gonna be so cool!"
     Max was happy that Ben was too distracted about the whole watching
people have sex thing to feel weird that he would actually be doing it with
his sister.  He probably wanted to see how it all worked most of all so
he'd know what to do when he was with a girl.  Plus, watching any pussy get
fucked was just plain hot!
     "So yeah, definitely be here tomorrow night!" Ben yelled and quickly
ran out with a big smile on his face.
     That next night was the best night of his young life.  Ben's sister
snuck in at around 8:00 and after some nervous chatting and very exciting,
slow stripping, they finally got to it.  She assured him she couldn't get
pregnant and even let him know she had already de-virginized herself by
playing around on her own.
     The first time he only lasted about thirty seconds but the other
couple times were pretty amazing and Max was all proud of himself for
giving her several orgasms.  Ben wasn't left out of the fun either.  He
felt like he was dying from horniness watching them fuck.  He thought it
would be kinda weird jacking off in front of his sister while she had sex
so he tried to refrain from it but his penis literally hurt.  After the
second time, Max saw his discomfort and egged him on to just try it.  He
had never seen a girl naked before because his parents had a super good
internet filter so his eyes were glued to her pussy and breasts the whole
time.  He felt like he wasn't even looking at his sister, just a hot, naked
girl.  His sister had mixed feelings but didn't really object because she
was so in the mood for sex after the first times and couldn't get enough of
it.  When he found out his sister was up for it, that was the last straw.
He had a wonderful time fucking her and from then until closing they each
took turns.
     Ben was extremely happy because it wasn't nearly as weird as he
thought and felt so incredible.  She insisted on not fucking him back at
their house though in case they'd get caught.  But whenever they were home
alone, their urges got the better of them and they practically had sex the
whole time.
     They made a lot of visits to the pool and almost every time, Max was
there.  The couple times that Ben went swimming alone there because his
sister couldn't make it, he and Max had a great time fucking.  Ben didn't
really care if it was a boy or his sister or whatever, he just loved sex.
Max was the same way.  One time when they were there Jimmy and Dave had
another day off and all four of them played together in the locker room.
Max even got a chance to try sucking on a penis for the first time.
     When they were leaving that night, Max made sure to thank them both
for everything.  If it weren't for that one fateful night when he caught
them having sex, he probably never would have ended up fucking Ben's
sister.  Ever since then his biggest boyish desire had come true and he was
very grateful.


Well that's the end.  I love happy endings!  I bet you didn't know straight
boys made such great gay stories, huh?  Well that's young boys for you.
Hey speaking of boys, if you like them, you should stop by my awesome
boylove website and hang out there.  It's bl-world.net.  I just added a new
section with every cute boy video and picture ever posted on the forum so
you just have to see that!  And stop and say hi on the forum and check out
some sneak peeks of the other future stories I'm working on.  In fact, I
just had a vote there for all my fans.  They picked one of my four story
ideas to write about and it's already 90% done.  By the way, if you are a
boy and you're gay, stop by anyway cuz this isn't like other boylove
forums.  I joined one when I was fifteen and that was definitely
interesting.  So now I ban all the creepy pervs so it's safe for kids on my
site.  There's several young members there now actually.  So yeah, come
take a look.  What else do you have to do right now other than put your
pants back on?  Heh heh heh.