{ASST} Two_Friends {Mr_Ed} (bb, bg+, anal, 1st, cons)

Disclaimer:
This story is entirely fiction, and has no basis or 
purpose other than to entertain.  It should not be 
read by any minor, for it is not intended as an 
instructional manual in sex.  If the idea of underage 
sex bothers you, do not read any further.


Two Friends

by:  Mr. Ed

Twelve Year Olds

They had been friends for many years now, and tended 
to do everything together.  Delano was twelve having 
just had a birthday a couple of weeks ago, and Gordon 
was only a couple of weeks from turning twelve.  Each 
could be seen in the other's home regularly, often 
remained for meals and when they were allowed, would 
also be there for sleepovers.

Topics of discussion between them were unrestricted as 
they included planning of activities to how sexy some 
good looking girl at school was, and then on to how 
good it would feel to pump her with a hardened cock.  
They were never hesitant to change before each other, 
or to use the bathroom while the other was there.

On this particular day, they were sharing a secret, 
for they had managed to find a magazine filled with 
pictures of naked women, and managed to sneak it into 
Delano's house without being noticed by his parents.  
After they had prepared for bed, and the good nights 
were said, they were in Delano's bedroom with the fold 
out picture spread out on the floor before them.  
Gordon did not hesitate a second to take his hard on 
out of his briefs and start rubbing it as they stared 
at the sight of the woman's exposed crotch.  Moments 
later, Delano was doing the same thing with his 
erection.

"When I look at her, I want to do this until my seed 
squirts out," said Delano.  "I just wish there was a 
way to be in the bathroom so I could squirt it into 
the sink."

"I keep a glass jar in my room that I come into when I 
do it," said Gordon.

"That's a good idea," said Delano as he went over to 
his cupboard.  Scrounging around he found a glass jar, 
and emptied out the things he kept in it, and came 
back saying, "Do you want to go first, or should I do 
it?"  They tossed a coin and Gordon won.

Stripping off his briefs, Gordon started pumping, 
looking down on the floor where the picture lay.  Then 
Delano said, "let me hold the jar for you while you do 
it, and then you can hold it for me afterwards."  
Gordon handed over the jar, and continued his pumping, 
Delano standing right in front of his friend, watching 
him.  Reaching out his hand after watching for almost 
a minute, Delano touched Gordon's erect penis while 
his friend's hand was at the base.  Gordon stopped 
pumping, and asked, "Why don't you pump it for me?"  
Delano began doing exactly that, and was able to hold 
it while his friend shot his juices into the jar, 
feeling it throb in his hand as squirt after squirt 
shot out into the jar from its end.

"That felt so good to come with you holding it instead 
of me," declared Gordon.  "Come on, it's your turn 
now!"

Delano slipped off his briefs and stood there while 
Gordon wrapped his hand around it, and began rubbing 
it up and down the shaft.  As he looked down on the 
picture on the floor, it was almost automatic to begin 
pumping a little himself.  Then Gordon went to stand 
behind Delano, while he held it in the more usual 
position that he was in when he used his hand on his 
own penis, and held the jar in his other hand ready to 
catch Delano's come.  To be able to do that, he had to 
be close enough that his penis touched Delano's butt, 
and ended up coming to rest under it and between his 
legs.  As the pumping continued, the end of his penis 
was being rubbed against his friend because of his 
movements, and Gordon found his own excitement rising.  
Then Delano shot his load, mixing it with Gordon's 
seed in the jar, all the while leaning back and 
feeling the penis pressed between his legs.

Talking about it afterwards, Delano said he liked the 
feeling of Gordon between his legs, saying that it 
added to the excitement of it.  When Gordon agreed it 
felt nice, the doors were opened to some more close 
contact between the two boys.

Neither of the boys bothered putting on their briefs 
when they climbed into bed.  The magazine was put away 
into a hiding spot, and the lights turned out and the 
briefs were under the pillows so that they could get 
them quickly if needed.

"Let's take turns rubbing our cock's against the slot 
of each other's butts," suggested Gordon.

"Do you want to try it?" asked Delano.

"I'll bet it feels the same as if we were rubbing it 
against a girl's bare ass," he replied.

"Okay," agreed Delano.  "You go first!" he said as he 
turned on his belly.

Climbing over his friend, Gordon got his hard penis to 
lay in the slot of Delano's ass, and began sliding it 
back and forth.  He liked the feeling of being up 
against his bare bum and back, especially the feeling 
of his bum against his belly.  Delano was holding his 
cheeks together tightly at first, but after a bit, 
allowed it to loosen and the penis to go into the 
slot.  The sensation of it running up and down was new 
to him, and it felt good to allow his friend to use 
his butt in that way.  By spreading his legs, Gordon 
was able to press into the slot even better, and 
Delano could feel it rubbing over his asshole.

As the intensity of the pumping became faster, 
Gordon's penis slipped out the bottom, and the next 
thrust pushed it down between Delano's legs.  He 
lifted enough to reposition it back into the slot, and 
as he pressed again, it ended up pressing against 
Delano's asshole.  Responding instinctively, Gordon 
pressed down again, and achieved a small amount of 
penetration.

Delano had put his finger up inside his friend's 
rectum a few times as added stimulus to exploring his 
sexuality.  It felt a little uncomfortable as his 
friend pressed inside him, but not too bad.  When 
Gordon pulled out and started to apologize, Delano 
said, "Forget it!  It's alright!"

They lay there a couple of minutes, Delano thinking 
about what had happened.  Then he said, "Do you want 
to stick your cock up my ass?"

"It felt real good when I did it before, so yea, I 
would like that!" replied his friend.

"Then let me get the petroleum jelly so it can slide 
easily," said Delano as he got up and reached for the 
drawer of his bedside table.

"What is petroleum jelly?" asked Gordon.  Delano held 
it up in answer.

"It's grease that makes things slide easy," he 
explained.  "Put some on the end of your cock."

When that was done, Delano laid back down on the bed, 
spread his legs, and waited for his friend to get over 
him.  He had to reach down and move Gordon's penis to 
the right spot, and then he felt it go up into his 
asshole, and all the way inside, while Gordon and 
Delano both let out a little groan.  Again, instinct 
took over, and Gordon began pumping rapidly.  He fell 
out a couple of times, but began mastering the amount 
of pull he could use to stay inside.  "This feels 
good," declared Gordon, just before he climaxed up 
inside Delano's rectum, and as he collapsed on top of 
his friend.

"Did it hurt?" asked Gordon.

"Not really," replied Delano.  "It felt kind of 
strange, like I was having a shit, but when I pushed 
it open, like you do when you are having a shit, it 
was the best way.  So can I have a turn now?"

"Sure agreed Gordon," as he lay on his belly and 
opened his legs.  "So I push out like I am having a 
shit?" he asked.

"Yea," said Delano.  "But wait until I get it in 
first."  Delano was already spreading the jelly over 
the end of his penis.  Then he climbed up, positioned 
himself and pressed into Gordon's bum.  "Damn," he 
declared.  "It does feel good!"  Now it was his turn 
to allow his instincts to take over, and he began 
pumping his friend's asshole, as he held himself up 
enough to watch the penetration take place down below.  
Then he went down and felt his friend's naked body 
below him, especially the cheeks of his ass and began 
pumping in earnest.  It took less than a minute before 
his juices shot up inside Gordon's rectum.

Both of them agreed that they had enjoyed doing what 
they had done, and agreeing that they would try it 
again.  Gordon said he would buy some of that jelly 
the next day, so that when Delano came over, they 
would have it ready to use.  They also agreed to buy 
some baby wipes that they could use to clean up 
afterwards.  Then they were both off to sleep.


Notes Compared

Once they were through their breakfast, they had a 
couple of things they wanted to do, the most important 
was to arrange for Delano to stay over at Gordon's 
house that night.  Since they were only a few doors 
apart from each other, it was easy to slip over and 
get Gordon's mother to say yes to it, and to give them 
permission to go out on their bikes.  The boys were 
then off to the local shopping mall to get the agreed 
upon items.

Once they returned to Delano's they headed straight up 
to their tree house out back of his place.  He had the 
best tree to build it in, and his Dad was willing to 
allow it, and make sure it was safe for them to be 
inside.  He did add a couple of braces to ensure 
stability, so their fort was a common place for them 
to spend time.  Since Dad needed a ladder to climb up 
to it, they also were assured of their privacy when 
they were up there.  Then they needed to recover the 
magazine from Delano's room.

With a stroke of genius, Delano went inside, and 
returned with the Monopoly game he owned, and passed 
his mother in the kitchen.  "Try not to land in jail 
too many times, son!" she said as he passed through.

"Okay, Mom!" he said as he went through the back door.  
When they were up in their fort, the magazine was 
removed, and the game set aside.  They often played 
without shirts on, so they didn't have to worry if Mom 
saw them without shirts on, and therefore they both 
stripped everything off.  Their window would only show 
their chests and heads if Mom happened to call them.

"I've got an idea," said Gordon.  "If one of us lays 
on his back, and opens his legs, the other could push 
up inside, and rub the other's cock with his belly."  
Both agreed and they got out the new jar of jelly and 
prepared.

Gordon won the toss and elected to be on his back 
while Delano was over top of him.  In that position, 
penetration was easy, and Delano allowed his instincts 
to take over as he enjoyed being inside his friend's 
ass.  Once he squirted his juices, since Gordon was 
anxious, they traded places and then Gordon satisfied 
his lust inside of Delano.  They had opened the 
magazine, but paid it little mind as they were 
stimulated enough from what they were doing.  Both 
came away satisfied, and each one was cleaned up by 
the other, using the baby wipes they had purchased.

Afterwards, they discussed the one problem they had 
experienced, and that was holding their legs up in the 
air while the other was inside them.  A solution was 
found with a piece of rope that they slung across one 
of the beams at the top.  In each end they fashioned a 
sling into which they could place their heels, while 
they allowed the other to do his thing.

"I've heard that kissing can be real nice," offered 
Delano.  "Do you want to try practicing it on each 
other so we will be able to kiss girls good when we 
get the chance?"  Moments later, they were doing what 
had been suggested, and both of them found it very 
satisfying.  Over an hour was spent as the practiced 
on each other, and they ended up doing it with open 
mouths and shared tongues.  They were certainly happy 
with it, and whether or not any girl liked it, they 
didn't know, or at the moment care.

Getting dressed, they both headed back to the ground, 
and into the house to get something to drink.  They 
began to appreciate Delano's mother a little more, for 
not only did she give them something to eat and drink 
there in the kitchen, she also made some sandwiches 
and packed them into a lunch bag, along with some 
bagged snacks and some frozen drinks.  Lunch in the 
trees was theirs and meant they didn't need to account 
for anything until supper time.  In return, Mom 
received a kiss from each of the boys before they 
disappeared out the back door.

Safely inside their fort, they stripped once again, 
and both were hard as their penis' came out of their 
briefs.  Then they came to the question of what they 
were going to do this time for the gratification they 
both sought.

"Lay back," said Delano.  Gordon complied, and Delano 
leaned forward and began kissing his hard penis.  It 
took a couple of moments before he put his mouth over 
the end and down over the shaft.  Gordon groaned in 
satisfaction, for it felt good.

"Why don't you turn around so I can do yours at the 
same time?" asked Gordon.  Delano liked the idea, and 
was soon straddled overtop of Gordon's face, his penis 
hanging down in just the right place to be put into 
Gordon's mouth.  The cock sucking continued for almost 
a minute before Gordon was trying to get up.  They 
separated from each other, and Gordon was trying to 
catch his discharge in his hand, some of it escaping 
and dripping on the floor.  Delano pumped his a couple 
of more times, and then he also climaxed.

When they recovered somewhat, Delano said, "It didn't 
taste as bad as I thought when some got in my mouth.  
Maybe the next time, I'll let you come and drink the 
juices for you."

"You'd do that?" asked Gordon.  "What did it taste 
like?" he asked.

"I don't know how to tell you, but why don't you taste 
some or what I caught?" he asked as he held out his 
hand.  His juices were still there, cupped into his 
palm.  Gordon used a finger to take some up and placed 
it on his tongue.  When he had found out what the 
taste was like, he leaned forward and used his tongue 
to take up some more.

"I think it needs a little sugar," he said, "but it is 
okay, I suppose.  I guess we could try that the next 
time."


Other Interests

Both of the boys stretched out for awhile, not even 
realizing they were giving themselves recovery time.  
They talked about girls again, with Gordon telling how 
one particular girl had allowed him to lift her skirt 
and see the bum of her panties.  He had even placed 
his hand on the cheeks and felt it for a couple of 
moments.

"You got to touch her butt?" asked Delano.  "What did 
it feel like?"

"The same as when I felt your bum," he replied.  "It 
was smooth and round and nice.  I bet she'd let me do 
it again."

"Which girl?" asked Delano.

"You know her," he replied, "Susie that lives next to 
your house."

"Let's go and call on her, and see if she will come 
out to play," suggested Delano.  They agreed, and 
scrambled to get dressed so they could make the call.


New Player

"Would I be able to go up in your tree house with you 
guys?" asked Susie.  When both the boys agreed she 
would be allowed up, she was stopped by her mother.

"You need to finish your lunch before you go out," she 
said.  "Did you say something about a tree house?" she 
asked.

"Mr. Burns and Delano built a tree house behind their 
house.  I can see it from my bedroom window, and 
always wanted to go up there, Mommy!"

"Alright, but you boys will need to wait a couple of 
minutes while Susie finishes her lunch first," she 
declared.

"Yes, Ma'am!" they declared.

They ended up waiting about ten minutes before Susie 
reappeared and came out on the front porch.  She had 
changed from the jeans she was wearing, and now had on 
a short skirt.  Both of them thought she looked real 
nice.  They headed around to the rear of Delano's 
house.

"Can I go up first?" asked Susie.  "I'm afraid of 
falling, and you might be able to catch me."

Both the boys agreed, knowing they were to be the 
beneficiaries of a look up her skirt.  Sure enough, as 
she climbed up, they were afforded a most excellent 
view of her panties, and could easily make out the 
crack of her bum, as well as the crack at her front 
while she spread her legs to take the next step up.

"This is really great," she declared when they all 
arrived in their fort.  She looked around, checked out 
the window, and then asked about the rope hanging down 
from the beam.

"That's a secret," said Delano.

"She can know we use that for exercising," said 
Gordon.  "We are trying to build up our muscles."

"I see you guys play Monopoly up here," she observed, 
pointing to the game box.  She sat down on the floor, 
with her legs crossed immediately in front of her.  
Both the boys got to stare at the crotch of her 
panties, not even trying to hide their looking.

"I wore the skirt, 'cause a figured you guys might 
want to get at my panties.  You can look if you want 
to, you know," she volunteered.  She was about eleven 
years old, and supported two bumps on her chest.  Both 
of them knew what they wanted, and now it was theirs 
for the viewing.  Susie became an instant third member 
of their exclusive club, for she was willing to pay 
the price.

"Will you lay down of the floor for us?" asked Gordon.  
She immediately moved to comply.  With hands shaking, 
Gordon and Delano reached down and pulled up her 
skirt, and there was the roundness of her bum, 
smoothly wrapped inside her panties.

"Your bum looks so nice," commented Delano to her.

"You can touch if you want," she responded.  Then both 
the boys had their hands on, and one kneaded each 
cheek.  "That feels nice guys.  Take your time and 
enjoy yourselves."

They did, and for a long time.  During their rubbing, 
they managed to work the panties up into her crack, 
and now the bottom of her bum was there to see the 
actual flesh.  She seemed to be aware, so Delano 
decided to go a little further, and ran his hand up 
under her panties, and on the bare skin of her butt.  
She groaned a little, but made no objections.  Gordon 
decided to try going in from the top, and pulled the 
waist up to slide his hand inside her panties.  As he 
rubbed, the panty waist slipped down a bit, and when 
his hand was removed, the top of her crack was 
visible, as well as the top of each cheek.  When they 
took the waist, and pulled them down, she lifted 
enough to free up the front, and allow her panties to 
be pulled down to the middle of her thighs.  Now she 
laid their, giving them her bare ass to see and play 
with.  As she lay there, the boys rubbed her bum and 
spread the cheeks apart to look at her asshole, while 
she made no objection.

"May we spread your legs a little bit, Susie?" asked 
Gordon.

"Take my panties off first," she said.  "You'll get a 
better view that way."  The boys rushed to comply, and 
then to spread her legs.  They did not open a little, 
but as far apart as they could be opened, and there 
was her beautiful vulva exposed to their stares.

"When you touch down there, please don't be rough," 
she requested.  The guys looked at each other and knew 
they were going to touch her most private part.

"Who would you like to go first, Susie?" asked Gordon.

"I've always dreamt about Delano touching me, if you 
don't mind Gordon.  And besides, you were the first to 
get under my skirt."  Delano's hand went down between 
her legs, and her vulva was in his hand.  She rose up 
enough for him to get his fingers all the way to the 
front, with one finger inside the top of the slot.  
"Rub me there with your finger, Delano.  It feels so 
good when you touch me there."  Then she was groaning 
with the satisfaction of being touched in a 
stimulating manner and place.  "Oh, yes!  Don't stop, 
Delano!  Rub it some more!  Yes, oh yes, I'm coming!"  
This time the groans were longer and louder.

"Do you know how long I have watched you, Delano, and 
wanted you to touch me like that?" she said as she 
half turned to look up at him.  "Okay, Gordon, you 
need a turn now," she said as she straightened out 
again.  Gordon was not about to argue, and began 
feeling her vulva, not just at the top, but all the 
way down the slot.  When his fingers began playing 
with her clitoris, she said, "Yes, Gordon, play with 
that for me while I come again."  He was happy to 
oblige her and almost a minute later, she achieved her 
next climax.  Again, the groaning was long and loud, 
not so that it could be heard in the houses, but 
certainly heard by the two guys.


Discussions

Everybody sat around relaxing for awhile and shared 
some exploring questions.

"Are we going to be able to see your titties?" asked 
Delano.

"Of course," she replied.  "I want you to see them, 
feel them and even suck them a bit.  But I am also 
hoping to see your cocks as well."

"No problem," agreed Delano.  Gordon didn't bother to 
answer, but just started opening his pants.  Within a 
couple of moments, both the boys were naked again, but 
this time there was a girl present, and they were 
about to see her breasts.

As soon as she had looked at their hard penis' she 
reached down and pulled up her top to reveal her 
chest, and the two round bumps that were growing 
there.  Even before the top was completely off over 
her head, each boy had one of her breasts in his hand.  
She sat there, leaning back and allowing them to do 
what they wanted to her titties, while she looked down 
at what they were doing, and at their naked bodies 
stretched out before her.

"Delano," she called.  "Would you let Gordon play with 
my titties, while you do something else?"

"What would you like me to do?" he asked.

"Would you kiss me and feel up my cunt at the same 
time?" she asked.

Their lips were locked together seconds later, and 
Delano found out how nice it was to kiss a girl, and 
somehow it was better than when he had kissed Gordon.  
When his hand was guided between her legs, he was sure 
he had reached heaven, and he began feeling all around 
her crotch.  Pausing to play with her clitoris for a 
little, he brought her to yet another climax, and then 
allowed his fingers to go down even further.  Then he 
felt the open, wet hole near the back, and his finger 
entered her vagina.  As she kissed him even harder, he 
pushed it in until it could go in no further.  This 
went on for a couple of minutes, until she sat up and 
pushed Delano away from her.


First Time

"Gordon," she said.  "You are a great guy, but I have 
always had a special feeling for Delano.  You will get 
a chance later, but I want him to be the first one to 
get his penis inside me.  Would you be angry if he 
went first?"

"You are going to let us fuck you?" he asked.  She 
smiled and nodded her head affirmatively.

As Delano crawled over on his hands and knees, Susie 
lay back down and opened her legs.  He was in 
position, Gordon was down there with his face inches 
away, and his penis entered a girl for the first time, 
and there was no resistance whatsoever.  Instinct took 
over and he satisfied his lust inside the welcoming 
girl, leaving his juices as deep up inside her as he 
could get.

With sufficient recovery, Delano came off and Gordon 
was over and into her almost immediately.  He was her 
second lover, and was just as fast and hard as Delano 
had been, bring her to a climax as his seed squirt out 
into her and mixed with Delano's.

When they had recovered enough, everyone got dressed.  
Only when they were ready to return to the outside did 
they sit down and start talking.


More Discussions

"How come you are so willing to have sex with us, 
Susie?" asked Delano.  "It was really great, but most 
girls would not even talk with us, let along fucking!"

"I have liked you, Delano from the time I first saw 
you.  You wouldn't even talk with me if you could 
avoid it, and you can't know how that hurt me.  All 
the times I see you, you are with Gordon.  I knew that 
whatever I might do with you, Gordon would want to do 
the same thing, and I got used to the idea.  The only 
thing I had to do was figure out how to get you to 
talk to me."

"That day when I let Gordon lift up my skirt and see 
my panties," she continued, "I figured it would 
somehow bring me together with you.  When it happened, 
I wasn't going to let it pass me by, so I decided to 
give you whatever you wanted, knowing I would have to 
do the same with Gordon."

"You don't know how much I like you, Delano," she 
declared.  "You do everything so well, are really good 
in your school work, and you look so good!  I used to 
spend a long time at my window, watching what you did.  
The time when you had a pee near your fence, I got to 
see your thing and watched while you stood there.  You 
have been my dream from the first time I saw you, and 
now you have shown me I was right.  You are so sexy!"

"If I had known you were watching me like that, I 
would have died!" exclaimed Delano.

"Well, you know now, and you are not going to die," 
she said.  "As a matter of fact, I know I will see it 
again, and that it will be inside me again."

"Would you let any other guys see you or touch you?" 
asked Delano.

"Not on your life!  I saved it for you!"

"Can I ask another question then?" asked Delano.  She 
nodded yes.  "How come it went in so easy the first 
time.  I heard that girls have a cherry that must be 
busted the first time she gets it."

"No other guy has been in me before you, Delano," she 
declared.  "I really don't want to tell you why, 
because it would be embarrassing.  But I will if I 
have to."

"Please, Susie," asked Delano.  "I'd really like to 
know."

"The day you took out your penis and had a pee, I went 
and got a carrot and pushed it up inside me.  You 
taking out your thing like that really got me excited, 
and the carrot was hard enough that I broke it without 
thinking."

"You care that much that I got you to get excited by 
having a pee?" asked Delano as he began to understand 
how strongly she felt.  Seeing that she was really 
embarrassed by what she had just disclosed, he moved 
over beside her, turned her face up towards him and 
placed a gentle but firm kiss on her mouth.  "I'm 
sorry I embarrassed you, Susie.  You are far too sweet 
to feel that way, and I will try to be nicer to you 
from now on.  Okay?"  Again he kissed her willing 
lips.

"What you just said and did makes up for all the times 
you didn't even see me!" she declared.  "Does it make 
you angry that I love you?"

"No, Susie," he replied.  "It makes me feel I have 
been really dumb to have not known and to have missed 
having you as a friend.  By the way, I have always 
known you looked nice, and I did look at you more 
often than you think.  Any time I thought about a 
girl, especially a sexy girl, it was you I thought 
about."  He had said the right thing, for Susie 
wrapped her arms around him and began crying.  All he 
could do is hold on to her and rub his hands on her 
head, back and arm with the hand that was not holding 
him up.  Finally, as she was becoming quiet again, he 
pulled her head back and kissed her on her wet cheeks, 
and on her lips.

"I know you are Delano's girl friend, Susie," said 
Gordon, "but please don't forget you can have more 
than one friend, and I still want to be your friend, 
and Delano's.  Don't leave me out totally."

"Why would you say that, Gordon?" asked Delano.  "You 
are not going to be left out at all."

"Listen to him," returned Gordon.  "Things have 
changed, and you are going to be spending a lot of 
time with Susie, and that is okay.  But you are going 
to be likely to forget me when you can have so much 
fun with her.  Even if I just get to watch you guys do 
it, I'd still like to be there, and maybe have a 
little feel once in awhile."

"You are going to have much more than that, Gordon," 
said Susie.  "You really are very sweet and I promise 
you can have your turn with me.  And I do think of you 
as a friend, Gordon."

"The three of us are going to be sharing some really 
great secrets and doing things together that will mean 
we are all very close, best friends," said Delano.  
"Even though I have never said it out, Gordon, I do 
love you, and now I love Susie as well.  We are going 
to know just about everything about each other, and we 
should promise to never to anything to hurt the other 
ones."

The three of them made a pact together, promising to 
keep their secrets to themselves, to share with each 
other without being jealous of any other, and help any 
other when the other needed help.  They considered 
becoming blood brothers and sisters, and opted out to 
seal the pact with an exchange of kisses between each 
of them, and that is how it was done.