Friend in Need

"Hey Tim, you home?" I bellowed as I walked through their back door.

Tim was one of my best friends and we had decided to attend the same college after graduating high school and were finishing up our freshman year. We were supposed to study for an upcoming math test together after we finished class. Since his parents both worked, they weren't home now and wouldn't be for another few hours. I stopped in the kitchen and listened for a reply. When I didn't hear one, I yelled again.

"Hey Tim, it's Nick. You upstairs?"

Still no answer, which was weird. Tim knew I was coming over, and since the house wasn't locked he had to be home...somewhere. He had to be up in his room. It was the only thing that made any sense. I crossed the living room and headed for the stairs, figuring he was up in his room. Their house was pretty plush, so the thick carpet on the steps prevented any creaking or other noise as I climbed them. I reached the top of the steps and walked down the hall towards Tim's bedroom, thinking nothing was out of the ordinary. Tim tended to be distracted all the time, one of those things that led to our planned study session this afternoon.

Not suspecting anything I was about to say hello when I walked into his room and saw him. He was sitting as his computer and was rubbing his crotch through his shorts while staring intently at the porn website. His shorts were tented up by his obvious arousal, his hard-on stretching the fabric. Tim pumped his shaft through his shorts slowly, a damp spot hear it's tip. Obviously, he hadn't heard me come in or holler from the downstairs from the startled look on his face and feeble attempt to hide his hard-on as he realized I was in his room.

"Uh, sorry man....didn't hear you come in." He stammered.

His face was flushed and there were small beads of sweat on his brow. I must have surprised him at just the wrong time. I pretended not to notice the clearly outlined bulge in his shorts and looked down at the floor, rummaging through my backpack while Tim shut off his computer. Seeing his chance, he awkwardly flopped from his desk to his bed, trying to keep his back to me.

"Dude, were you just doing what I think you were doing?" I asked, still looking for my notes from class.

"Shut up!" He yelled back.

I couldn't tell if he was pissed off, embarrassed or both. Whichever it was, he wasn't happy about getting caught in the act. I chuckled to myself, trying hard to suppress a grin.

"It's no big deal man. " I told him, "I'll only tell everyone on the team!"

"You better not." He replied, his voice dropping now.

"It's her fault man, she's been teasing me for weeks now but won't let me in her pants".

The "she" was Tina Wilkes, Tim's on-again, off-again girlfriend. Finding my notebook, I looked up at Tim. He was pretty upset now, having had a few minutes to think about things. His shaggy red hair hung over his eyes. I thought I may have seen tears trying to well up in his eyes, but wasn't sure. He was angry and confused, unsure of himself. I sat down on the end of the bed. Tim had pulled pillow over and covered his crotch with it. I could tell he was having a hard time dealing with the hormones and frustration of having a girlfriend, yet not being able to score with her. It bothered me a lot, seeing Tim so upset. I felt a sense of uneasiness in the pit of my stomach as I checked out my friend.

Tim was built like me, about six feet tall and maybe one hundred seventy pounds. Tall and thin, his pale skin and red hair made him stand out from the crowd. The freckles on his face and blue eyes were appealing to everyone who met him, yet because he was lanky like me, he didn't always fit in with the popular groups at school. Tina Wilkes was out of his league (mine too, for that matter) so it didn't surprise me at all she was giving him the cold shoulder when he made moves on her. I felt sorry for him, and at that moment felt something more for him too. Tim and I had always been close, able to talk to each other about anything; cars, girls, our futures. My friend was suffering frustration and now shame and embarrassment.

"Tell ya what. I'll forget all about what I just saw...." I let my voice trail off.

"Okay, what do I have do?" Tim asked.

"Nothing really, I'll do most of it." I answered back. "You just have to promise to not freak out or anything."

"Alright."

I stood up, feeling my own cock starting to swell in anticipation of what I had planned.

"I'll be right back." I said as I headed down the hall to the bathroom.

I switched on the light and opened the medicine cabinet. Finding what I was looking for, I grabbed a towel and looked at myself in the mirror. Could I really do this? Could I really finish what I planned on starting? I wasn't sure myself. Like most guys, I was curious what it would be like, how it would feel and if I'd physically be able to take it. The swelling in my shorts and increased tension in my gut told me this was the best and maybe only time to find out. I headed back to Tim's room. He was sitting with his legs crossed, his head hung down. He didn't look up when I came back into his room. I walked over the bed, standing in front of him. Since he hadn't bothered to look up, he did not see what I had in my hands.

"Tim, you're gonna have to trust me. Do you?" I asked hesitantly.

"Sure Nick, I trust you."

"Good. I want you to stand up."

Tim moved slowly, pulling the towel away from his crotch as he got to his feet. He was trembling a little, the gooseflesh evident on his arms. He still wouldn't look at me.

"Close your eyes..." I told him softly.

I had seen Tim's body many times, in the showers after practice and things of that nature. This was different and we both could feel it. He slowly pulled his shirt over his head and dropped on the floor. I could see all of his ribs and the prominent points of his shoulders and collar bones. His chest was smooth and flat, with no body hair to mar his creamy, pale skin. I took a step closer, to where we are almost touching.

"Remember, no freaking out." I whispered.

"I won't." He whispered back.

I didn't need more encouragement. I slowly leaned in and kissed his neck softly. He jumped just a little, but didn't freak or push me away. Emboldened, I kissed his neck again, giving him just a slight nibble as I moved lower. Tim gasped. I put my hands on his shoulders to steady us both. Tim's breathing grew shallow, his eyes remaining closed as I kissed his collar bone while I dragged my fingertips lightly over his chest. Now oblivious to any risk or second thoughts, I covered his nipple with my thumb and finger, gently squeezing as I raised my head slightly and kissed Tim on the mouth. He gasped hard, his mouth opening as it met mine. I pushed my tongue in slightly while rolling his nipple between my fingers.

I probed his mouth gently with my tongue as Tim began to kiss me back. Softly at first; then with more growing urgency. His hands reached around my back to hold me close to him. Sensing his need now, I released his nipple and slid my hand lower. Tim's body trembled as my reached the crest of his hip. I broke our lip lock for a moment and looked intently at him.

"Tim....are you okay?" I asked softly.

"Yeah, I'm okay." He answered, finally looking back at me.

"Good, I'm glad." I smiled at him.

I leaned in and kissed him again, now sliding my hand lower past his waist. I could feel the tenting of his shorts as I drew small circles on his upper thigh with one finger. He was trembling completely now, almost shivering. Tim leaned his head back as I kissed his neck. I moved my hand from his thigh, brushing my fingers against his swollen shaft. Tim moaned softly. I cupped his hard-on with the palm of my hand, rubbing him slowly through his shorts. I could feel the damp spot at this tip of his cock as his tongue swirled with mine. Tim moaned appreciatively as I stoked his shaft, but we both wanted more.

I broke the kiss gently and begin kissing down his throat, moving my other hand to his waist. Looking up at him, I could see the pleasure on his face. I released his cock to take his shorts in both hands. I kissed lower now, moving down from his chest to his abs. Tim's body continued to respond to my touch, and I think he knew what might be coming next. The position I was in began to hurt my back, and since I knew what I was going to do, it only made sense. Shifting my weight for a moment, I got down on one knee, then the other. Tim looked down at me, his mouth hanging open. His erect cock, straining his shorts, was level with my face.

"Nick, are you gonna...." His voice trailed off.

I had never done it before, but I had already come this far. I smiled up at him and nodded slowly. I was going to fellate my best friend.

"It's okay Tim, I want to." I really did at this point. Tim was totally at my mercy.

Tim nodded once as I took his shorts in both hands and slowly pulled them down, revealing his bright red pubic patch. A little further now and the tip of his knob began to show, until I slid his short to the floor. His throbbing hard-on, now free of it's confines, raged in front of me. It looked average in size, not incredibly large or thick, but just right for him. The slit in his knob glistened with precum and I could see the blue veins in his shaft clearly through his pale skin. His balls hung large and heavy beneath the base of his shaft, also covered in the red hair of his patch. I looked more closely and could actually see his dick throb, the head of his cock red and swollen. I looked up at Tim, his eyes pleading with me to go further.

I opened my mouth and licked my lips, not entirely sure of what to do next. Sure, I had seen it on late night porn movies but this was the real thing. Slowly moving my head forward, I took his knob into my mouth. It was warm, the precum giving it a slightly salty taste. I leaned in further, taking his cock deeper in my mouth and sliding it along my tongue.

"Uuuungggghhhh....." Tim moaned aloud.

I wrapped my lips around his shaft and held his cock gently in mouth, feeling it's throbbing warmth. Leaning back away, I sucked gently until his cockhead reached my lips only to plunge back down on him. Tim groaned again more loudly this time, spurring me on. I began to bob my head, taking his cock as deep as I could and slowly sucking on the upstroke. I was struggling to find a rhythm, but still sucking his dick. Tim was moaning and panting, so I must be doing something right. I reached up, took his hands and placed them around my head. Tim gasped and clenched my head tightly. I cupped his balls in one hand, reaching around to massage his ass crack with the other. Tim began to move his hips, slowly at first and then with more force. He was humping my mouth, fucking my face with his cock. Because he wasn't massive I could take his whole cock in my mouth and before long he was mashing my nose into his pubic bone. Tim began to sweat as he pumped his shaft in my mouth.

"Oh god Nick, oh yeah....suck me....god yeah, that's good." He panted.

I could feel his cockhead against the back of my throat as my jaw started to hurt. Tim's body began to shudder, my lips tightly sealed around his swollen member. I could feel his whole body tense as his ass muscles tightened. Any time now....

"Oh my god Nick, I'm gonna cum....I'm gonna...."

Tim cried out as he climaxed, his cock pumping thick jets of cum into my mouth as he shoved it deep into my throat. His cock pulsed on my tongue and more jets of cum filled my mouth and started to leak out and run down my chin. I grasped his shaft and sucked hard, paying attention to his cockhead. Tim's knees buckled as more cum spewed from his cock. Tim cried out over and over with each spasm, holding my face tightly against his pubic patch until he finally relented. I pulled back just a little and sucked him gently, making his body twitch until he at last began to soften. I was able to swallow most of his jism, but had to wipe my face to catch what had escaped.

"Jesus Nick, I'm sorry man..."

I smiled up at him, the small drop of his cum on my face. He was still trembling.

"It's okay Tim, I wanted this. I wanted you to cum."

Tim reached under my arms and lifted me to my feet. He hugged me, holding me close. He didn't know what to do next. By now, my own cock was fully hard and aching and there was no doubt Tim could feel my hard-on against him. I could tell from his eyes he wasn't ready to return the favor. His hand hesitantly rubbed against my shaft, but he wasn't prepared for what had just happened.

"Go lie down Tim, I'll be right there."

Tim released me and wandered over to his bed, lying down on his back. I walked around his room, turning off some lights and dimming those that I could. I grabbed the jar of vaseline and the towel from the bathroom. I turned to face Tim and tossed the things onto the bed. Slowly, I raised my shirt up and off. As I took a step closer to the bed I unbuckled my belt and unfastened my jeans. My own shaft was oozing precum now. Tim's eyes were wide as he watched me. I tucked my thumbs into my boxers and in a slow, single motion I pushed them to the floor. I was totally naked; my cock pulsed and throbbed in the cool air. Tim's mouth hung open as I crawled onto the bed. Still on all fours I crawled on top of him, out bodies not yet touching.

"Don't worry Tim, I don't expect you to suck me." I smiled.

The relief on his face was obvious. I leaned in and kissed his neck again, moving my mouth lower until I reached his chest. I dragged the tip of my tongue against his skin until I reached his nipple, sucking his bud in my mouth. Tim moaned aloud, obviously enjoying the sensation. I sucked and teased his nipple for a moment before looking him in the eye and smiling. I kissed lower, heading back for his shaft. Still smiling, I opened the jar of Vaseline. Tim's cock was already hardening again. I took his knob into my mouth and sucked just his cockhead. Tim's moaning became more guttural and his cock throbbed to further hardness until after a few moments he was fully erect. I must have been quite a sight, his cock head in my mouth while I smiled and lubed his shaft with the Vaseline. When I was ready, I began to pump his cock, sliding easily up and down his length.

Tim's body responded, his hips starting to buck and thrust on their own, just in time. I was worried how this might go, but Tim was out of his mind now. He would do anything I told him. Still holding the Vaseline, I straddled his hips with my knees, my cock aching to be touched. I smeared a large glob of the Vaseline on the tip of his cock. I took another generous amount and smeared it around my ass crack, feeling for my man hole. Holding his slick, hard cock in my hand I lowered by hips slowly, guiding his cock head towards my ass bud. God, I was on fire now and wanted him badly.

"I wanna feel your cock inside me...."

I closed my eyes and exhaled deeply as his knob found my man hole. Slowly, using my body weight I lowered myself further. The lube made it less painful, but it still hurt when his mushroom head pushed past my sphincter and entered me. If Tim had been any bigger I was sure this wouldn't have worked. I drew a couple of ragged breaths and gave myself time to adjust to his cock before lowering again and taking more of his hard-on up my ass. Tim's eyes were wide, his mouth agape as I lowered the rest of the way. His cock filled me completely. The pleasure was exquisite as his cock head rubbed my special place. I began seeing stars and I started to raise and lower my hips, humping his cock. My own cock bounced up and down as I humped him. Tim's hands grabbed my hips to hold me as I rocked on his shaft. With each rub of my pleasure center, I moaned and groaned. I took Tim's hands and placed them on my chest. Tim squeezed and kneaded my chest and nipples, only deepening my sense of pleasure. I was beyond caring now, I had to cum...I needed the release.

I slowed my hips and looked into Tim's eyes.

"I want...." I whispered.

"What? What can I do?"

I rolled off his shaft and lay on my back for a moment. Tim's hand reached over to stroke my hard-on. My hips were sore, my knees were sore but still I hadn't cum.

"Tim...I want to.....I want to watch you......" I stammered.

"What are you saying?"

"Fuck me....I want to watch you fuck me."

Tim rolled away for a moment, not sure what to make of my words. In a moment he turned back to me and kissed me hard, his hand still stroking my shaft. My legs were spread wide while my cock raged. Tim stood on the floor and pulled me close by my hips. He smeared more lube on his cock and took my ankles in each hand. Pushing me back on my shoulders, he rolled my hips up and exposed my savaged hole. Just that quickly he pierced my hole and buried his throbbing cock in my ass. Tim began to hump me, slowly at first, his whole length sliding in and out me. Each time his swollen cock head pushed back in I cried out his name. His pace quickened as he drove his swollen cock home, his balls bumping against me. He had a look of wild abandon on his face. His hips were a blur as he fucked me faster and harder.

I heard myself making noises, grunting and moaning each time his length filled me, his knob brushing against the spot that made me see stars. My cock hurt, bouncing up and down with Tim's thrusts. I needed to cum badly and tried to grind against him. Tim fucked me hard, slamming his hips against my ass with each deep thrust, until I felt my own climax finally begin.

"Don't stop Tim......I'm close..." I stammered.

"Me too...." He whispered, still banging away at my manhole.

I felt the rumblings in my groin as my sack tightened and my balls began to tingle. My cock was throbbing hard, and I knew I was approaching climax. Tim hung his head back, his mouth hanging open. A thin sheen of sweat covered us both. I pinched both my nipples hard to further the sensation, crying out loudly. I could hardly stand the sensations of pleasure now and my vision started to dim. I grabbed the bed in white-knuckled fists and felt my back arch hard as I began to climax.

"Tim....oh god Tim.....fuck meeeeeeeeeeee......" I whimpered.

My hips bucked uncontrollably and Tim slammed his cock home as I came harder than I could ever remember. My entire body shook and convulsed as the pleasure crashed into my brain from every part of my body. My cock erupted with thick ropes of cum that landed on my face, neck and chest. Tim's eyes grew wide as even more cum spewed forth, landing in thick creamy puddles on my upper body. I shook and moaned, the pleasure of orgasm still sweeping through me as Tim started to cum as well. He drove his cock deep and held my hips tight, impaling me on his shaft as he came. I felt the pulses of his seed pounding inside my manhole. Tim cried out as well as his cock pumped more cum inside me.

As my vision began to return, I looked up at Tim to see him smiling. Slowly, he withdrew his shaft and I felt his juice leak a little from my hole and run down my ass crack. Tim leaned down, running his hands up my body until he reached my chest, pinching my nipples. I shook again, the small dribbles of cum still leaking from my cockhead and running down my softening shaft. I was covered in my own semen, puddles and drops covered by abs, chest and neck.

"God Nick, that was hot..."

"Yeah, it was. Did you like it?" I whispered, kissing his lips gently.

"Yeah, I really did."

"I'm glad. So we can do this again?" I asked, tentatively.

"Anytime." Tim smiled.