Max was a good looking kid of 13 at the time that I met him. Five foot three if that, brown hair and eyes, lean muscular for his age. I first met him a few years ago when I was younger. I walked into a gym and there he was, doing his karate. He could do the full splits and fingertip push ups. After class all of the girls in the class were all over him. We being to talk and after a while became good friends.

We would talk for hours after class as we waited for his parents to pick him up, but after a while it got to the point where I was carrying him home. His parents were cool except for his dad who was a total ass. Every so often he would come over to my house to spend the weekend or even a week. One day while we were watching TV he leaned over and asked right out of the blue, ” So have you ever slept with a man?”

This of course took me by surprise since I thought of him as a young ladies man. I would never have thought that he swung that way. I just shrugged my shoulders and asked, “Well what do you think?”

” That’s not fair, you can’t answer a question with another question. But I would have to say yeah, why not.”

” What gives you that idea, have I done something or said something to make you think that?”

“No, you just seem like the kind that would go both ways, I know I would like to.”

“Really, why is that?”

“Well, haven’t you ever wondered what it would be like to have dick inside of you? I mean the feeling of someone else in control, the feel of something hard and alive in you. I mean I’ve done it with a dildo that I stole from my sisters room, but to feel the warmth of another human inside of you, the thought of it just makes me hard.”

I looked at him for a second to see if he meant it or if it was just a sit up for a joke or something. He meant every word though.

I asked, ” Have you ever seen two men fucking before?”

“No, but would love to, do you have any movies like that?”

Well of course I did, that and some she male movies too, but I just used them to get off or when one of my friends with benefits came over to get us going.

“Do you want to watch one or two?”

“I would love to”

I went over to my video shelf and picked out one that I thought he would like. It was of a few tweaks going at it with a lot of anal and some older guy giving to a few of them also.

I put it in and came back to my couch. We sit there and watched for a while, every so often I would look over at him to see how he was taking it. His eyes were glued to the TV, he had leaned back and was rubbing on his tented shorts. All of a sudden he leans over and cuddles up to me like some little school girl or something. I put my arm around him and start rubbing his side. I must admit that I had a raging boner myself. I mean here was this 13 year old boy in my house watching a gay porno and getting turned on. I mean, I’m 20 years old at the time and if anything happens I could be calling some big guy name “Guther” my husband if I was careful. As much as I was getting turned on I had to stop it.

“Look, I need to turn this off before something happens and I get in a world of shit” I told him.

“No, please don’t, I like this kind of stuff, why do you think I have been coming over here so much? I have been wanting to do this for a long time and I want you to be the first to pop my boy cherry.”

“WHAT!!! You want me to fuck you?”

“No, I want you to make love to me. Look I know that I could have any girl I wanted and yes I’ve had a blow job or two but I’m still a virgin and I want you to be my first”

Needless to say my jaw hit the floor. But before I could answer him he had his hand on my dick and was kissing it through my shorts.

I pulled him away, ” Are you sure about this? Because if we do you can never tell anyone.”

Those big brown eyes looked up at me and he just smiled. “I want this more that you can imagine.”

With that he went back to what he was doing. Man it felt good but he wanted more, he got down on the floor in front of me and pulled my shorts down and off.

“WOW, an uncut cock, I’ve never seen one of those before, this should be good.” He said.

He slowly pulled my foreskin back and licked the underside of my head, then as if he had done this before he closed his mouth around the top of my dick and being the best blow job I have ever had in a long time. He worked it like a pro, stroking down as he went down and pulling up and he came up. I don’t think there was a spot on my dick that he didn’t cover with his tongue and mouth. After what seems like hours I had to have him stop or I was going to blow and I didn’t want to waste it in his mouth, I wanted to dump my load in his nice smooth boy ass.
I pulled him off and lead him to my bedroom. There I began to undress him. I picked him up and laid him on my bed. I pulled up his shirt and began kissing his belly. Man, this kid had some really hard abs. I kissed my way up to his chest where I took each of his nipples in my mouth. He moaned and licked his lips loving what I was doing to him. I got his shirt over his head and held his arms down. I leaned down and gave him the most tender kiss ever. He softly bit my lower lip and then our tongues met and began fighting each other. When I pulled back he just looked up at me with his brown eyes and said, “That was wonderful, I’ve wanted to do that for the longest time.

As I held his arms tangled in his shirt I began my return trip down his chest to his smooth stomach. I let go of his arms so I could work my way to the prize that I really wanted, his dick and ass. I slipped my fingers into his waistband and slowly pulled them down, kissing his body as I went. His beautiful little cock came out and smacked me in the face. It had to be no longer that six inches. I kissed the underside and gave it a quick lick with my tongue before I went on. He hadn’t let grown a full patch of hair yet just a small amount of soft downy hair. His legs still had peach fuzz on them and that made them smooth to the touch.

I pulled his shorts all of the way off and dropped them on the floor. I looked up at him, “Now comes the fun part”, I said smiling at him. He drew his legs up and placed his hands on either side of his cock, like a girl would do when she opens herself up to someone. I started in that little spot between the ass and balls. This drove him nuts, he was moaning and breathing hard telling me not to stop. I did this for a while then pushing his legs up even more I went for his boy pussy. I had to get this thing as wet as I could. I ate his ass like it was the best ice cream I had ever had.

By this time he was crying out to me to stop and to fuck him, but it fell on deaf ears, I was having a blast. After about 20 minutes I stopped and told him it was time. I reached over and got the KY out of my top drawer. He looked at me kind of funny, “This will make it easier for me to enter you without hurting you that bad”

I dropped a few drops on his hole and began to massage it in. I first slipped in one finger and worked him with that, than two. He moaned every time I added one until I had four fingers up his little hole and he was loving it.

I lubed up my cock then and told him I was ready to enter him.

“Wait, I want to do something.”

“What?”

“I want to be on top, it’s just something I have been dreaming about and I would love to try it first.”

“Fine, go for it”
I laid on my back, all nine inches sticking up and waiting for him to impale himself on his first dick. He climbed over me, grabbed my cock and began to ease it up into him. His eyes went wide when the head of my cock broke though his hole. He just sit there for a second getting used to it, than being to ease down ever so slowly. There was a little pain on his face but I could tell he was loving every inch of it. He finally got all of me in him, then he leaned foreword and gave me a big wet kiss. “Man that feels good.” He said to me. He being riding me, slowly at first but gaining speed as he got used to my size. He leaned foreword as I rested my hands on his hips and helped him ride me even more. This whole time his little dick was just bouncing up and down with him.

I set up on my elbows meeting his downward push with my upper thrust. I couldn’t take it anymore, I came up and grabbed him by the back of the neck and planted a big kiss on him. I pulled back yelling, “I’m about to cum, are you ready for it?”

“Yeah, fill me with your man cream”, was all I heard as I fell back and unloaded deep in his young ass. I must have dumped four or five loads into him. As I did so he came also. It went all over my chest and stomach, I just reached up and rubbed it in. He fell foreword with my dick still up his boy pussy. We laid there until my soft cock slipped out if his ass. We kissed then he slid to my side as I held him in my arms. He looked up at me, ” Thank you, that was everything I ever dreamed it would be and more.”

“No, thank you for letting me be your first, but I hope this won’t be the last”

“Oh, I don’t think so, I think I’ll be spending more time over here.”

We laid there until we went to sleep. I woke up once or twice and just watched him, running my hand up and down his body. He was so close to me, air couldn’t have gotten though.

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