The Sleep Over

Jim had been my best friend as long as I could remember. He lived two houses down from me and we were in the same grade in school. We would spend most of our time out of school together, and in the summers we were almost inseparable. We were constantly stealing porn magazines from our Dads, or the News store at the mall. We would look at all pictures of titties, pussies and of girls playing with guys and other girls. We would always get hard, and we even compared hard-ons sometimes. Looking at the magazines, talking about sex and maybe arguing about who's dick was bigger or harder was as far as it ever went......until that one summer night.

It was the summer after our Senior year in High School. Jim and I had both turned 18 with a week of each other, earlier that summer. Like all 18 year old boys, we both thought about sex constantly. The majority of our time was spent talking about which girl in school had the nicest tits or ass, and who we would like to bang. We had each had girlfriends for short periods of time, but neither of us had ever gotten much farther then a little tittie squeezing.

My parents had just got cable hooked up that summer. Cable T.V. was still pretty new and we were one of the first families on the block to get it. The first week we had it, I was flipping through the cable guide and saw a movie listed called Emmanuelle. The description called it "mature" and said it contained nudity and strong sexual content. I immediately brought the guide over to Jim's house to show him. I read the description to him and then we looked up the showing times. It was going to be on in a couple days at 1:30 a.m. We had seen pictures of sexual acts in magazines and had seen tits in movies, but we had never seen anything that could be described as "strong sexual content" in a movie before. We had to see it.

We told our parents that one of our favorite rock stars was going to be on Letterman Tuesday night , and asked if Jim could sleep over to watch it since it was on so late (this was when Letterman was still on after Johnny). They agreed and we almost went crazy waiting for that night. When Tuesday finally arrived, Jim got to my house about 9 p.m. We sat through the normal boring sit-com stuff with my parents and my sister, Holly. Holly was a few years younger then us, so she went to bed about 10. My parents stayed up to watch the news, and then headed up to bed themselves.

Me and Jim pulled the fold-away bed out of the couch and sat through Johnny Carson and some of Letterman. At 1:30 on the nose we turned the volume down as much as we could to still be able to hear it, and changed the channel over to Cinemax. The intro to the movie had started, and it seemed like the longest series of titles, producers' names and other miscellaneous information about a movie ever. That waiting was all worth it even from the first scene. It started with a scene of a blonde, with huge tits, bathing in a stream. Me and Jim looked at each other and smiled.

"This is going to be good. It's only been on five minutes and my dicks hard already," Jim says to me. I just laugh and quickly return my attention to the screen. The movie was not hard-core, but the next hour and a half was filled with tits, bush, a lot of pelvic thrusting and even some head-bobbing. They couldn't show any actual penetration on t.v., but it was more nudity and simulated sex then either of us had ever seen.

We had both been laying on our stomachs facing the t.v. When the movie ended I turned the set off and Jim rolled onto his back. His cock was making a tent out of his nylon soccer shorts. He smiled and says "Man, my cock is hard as hell. Even harder then when I was feeling up Jenny Mcbride's tits."

I laughed and rolled onto my back next to him. I was wearing jean shorts, so my hard-on was much less noticeable, but it was really straining uncomfortably against the denim. "I gotta get these things off before my cock bursts through them." With that I unzipped my shorts and slid them off. Now my woody was more then visible standing up in my tightie-whities. "I'm never going to get to sleep with wood like this."

Then Jim actually slid his hand into his shorts, "yeah, I might have to take care of this before I can fall asleep," and his hand starts to stroke his cock under his shorts.

Me and Jim had talked about sex a lot, but we had never talked about whacking off. Masturbation was always kind of a taboo subject in high school. I can't really understand why now, but whacking off was always considered gay by the guys in school. You just didn't admit that you did it, even though we all did. So, I couldn't believe Jim was stroking himself right there in front of me. I couldn't believe it, but I was relieved because I wanted to touch my cock more then anything right then. With the ice already broken by Jim, I reached into my own shorts. I'm not sure if it was the movie or my best friend whacking beside me, but my cock felt harder then it ever had before. I started to rub the head of my cock and I looked over at Jim. His eyes were closed, so I asked him "Jim, what do you think about when you beat off?"

"Mostly fucking Tanya Kastner," he said. She was the head of our High School cheerleading squad. "But right now, I thinking about that chick with the big knockers sucking off that dude in the movie."

I didn't really hear him, because I was watching his hand go up and down in his shorts. I didn't realize it, but I had started stroking my cock in rhythm with him. Jim looked over at me and realized I was staring at his crotch. He snapped me back into reality with his next question. "Tom, have you ever gotten a chick to touch your cock?"

"I had a girl put her hand on the crotch of my jeans once, but she wouldn't even rub it through my pants."

"You ever wonder what it would be like to have someone else touch your cock?" Jim didn't even wait for me to answer before he asked the next question. "You want to try it?"

"What do you mean? Try what?" I asked, even though I knew what he meant.

"You know, I'll touch your cock and you touch mine."

I couldn't believe he was asking me that. "Dude, I don't know. I'm not gay, and the guys in school would never let us live that down.

Jim just smiled and slid his shorts off. He turned on his side, facing me in just his t-shirt. "I'm not gay either Tom, and no one would ever know. I just want to know what it feels like." With that, he reached over and slowly started to slide his hand into my underwear.

I didn't stop him. I just watched, shocked as his hand disappeared into my fruit-of-the-looms. Then I felt someone else's skin against my cock for the first time. My cock jumped at the touch. "Holy shit" I gasped as he wrapped his fingers around the base of my cock. He just held my cock for a few seconds, then slowly started to stroke me. "Jim, we shouldn't be.....I mean you should..." just then, his hand came back down to the base of my shaft, and he squeezed it hard. All I could say was "Oh fuck...no, don't stop"

Jim started to stroke me some more, now with a tighter grip. He stroked me for a few more minutes until I thought I was going to shoot my load at any second, then he stopped. "How is it?" he asked me.

"Holy shit Jim, I almost jiizzed just now."

He smiled at me, glanced down at his dick, and then back at me. Then he laid back and put his hands at his side. I knew what he was saying......it was his turn. I sat up next to him and put my hand on his stomach. I slid it down until I felt his pubic hair, then through the coarse hair to the base of his cock. I slid my open hand up one side of his cock and down the other. I had felt my cock many times before, but this felt so foreign. It felt so hot and hard, but with a soft smooth surface.

I took both my hands, and intertwined my fingers around the base of his cock. I slid them up the length of it, and the rubbed my thumbs over the head. Each time my thumb would brush the tip of his cock, he would gasp a little. Having someone respond to my touch like that was turning me on even more. Then I and started to stroke his cock like that, using my two hands like a pussy on his dick. He grunted and started raising his hips to meet my downward strokes. He was fucking my hands. I was staring at his cock moving in and out of my hands when he spoke again.

"Tom, hold on a minute." I stopped stroking, but didn't take my hands off his cock. I could feel it pulsing in my hands. "It seems like it would be the same, but I can't believe how much better someone else's hand can feel on my cock."

"Yeah, I know what you mean" I said, still staring at his cock.

"Imagine what someone's mouth would feel like."

I have to admit that I was really enjoying the feeling and the sight of his cock sliding in and out of my hands, and the thought he just put in my mind intrigued me even more. Without saying a word, I lowered my face to just above the head of his cock. I stroked it a few more times with my face right there, and then I just licked the tip. His whole body flinched, and he gasped when my tongue touched him. I started to swirl my tongue around his cock head as I stroked him. I could feel his pulse and his breath quicken. His reactions to what I was doing made me even more daring. I took the head of his dick into my mouth. At first I didn't do anything but wrap my lips around it.. His cock twitched and a little pre-cum oozed out. It tasted warm and musky. It tasted good. With my lips still wrapped around his cock head, I licked the pre-cum off and started to suck.

I let his cock slip out of my lips and licked down his shaft. I started to suckle the side of his dick, starting at the base and slowly moving up the length of his cock. Once I got back up to the head, I puckered my lips and pushed them against the tip of his dick. I let me lips part very slowly, letting his dick enter them as slowly as I could.

Once the whole head of his dick was in my mouth again, Jim instinctively pushed his cock into my mouth. It slid all the way along my tongue. I turned so I could see Jim's face, keeping his cock in my mouth. He was looking into my eyes with an expression of complete ecstasy. That was all I needed to start bobbing my head on his cock. I kept sucking and tried to keep my lips as tight as I could around his shaft, as I raised and lowered my mouth on his cock. When I slid my mouth all the way down on his cock, I could feel his hair on my nose and my chin hit his balls. I reached up and cupped his balls in my hand. I started to rub and squeeze his balls as I fucked him with my mouth. He started to groan louder. I sped up my head moving up and down on his cock, letting my lips and tongue slide back and forth on his dick. I could feel his whole body tense up, and his hands clinched the sheets on either side of him. Then he just said, "Oh god Tom, I'm gonna......fuuuuuuck."

I felt the first stream of his cum hit the back of my throat. Not knowing what else to do, I swallowed it and kept pumping his cock with my mouth, milking him for all his cum until his cock started to soften a little. I had thought my cock was hard before, but sucking Jim off had gotten me even harder. I finally let his half-soft dick slip from my lips and looked at his face again. I had never seen him smile like that before.

As he sat up he said "You are not going to believe how good that feels." He grabbed me by the feet and pulled me to the edge of the bed. He quickly knelt down in front of me and buried my cock in his mouth. The warmth and wetness of his mouth was amazing. I was so worked up from him playing with my dick before and blowing him, that he only had a chance to slide my cock in and out of his mouth a couple times before I started to cum. When I did, he took my whole cock in his mouth and started sucking rhythmically. Each time he sucked another pulse of cum hit his throat. It seemed like I came forever. Even after I finished cumming, he kept me in his mouth and sucked gently.

Finally he let my limp dick roll off his tongue and sat up on the edge of the bed next to me. "We should have tried that before."

"No shit," I said, "but I'm sure we'll try it again."

We both laughed and went to sleep for the night. That night started a whole new chapter in our friendship.