So there we were…two friends, just lying there, his cock hard and my head on his stomach, pretending it wasn’t happening…
For the longest time, I didn’t move, and neither did he.
I must have taken all the willpower he possessed not to tense his cock at the sight before him; his best friend with her delicate fingers resting half on his balls and half at the base of his cock, her T-shirt almost thin enough to see through and her skirt now riding up so high he knew the exact shape and size of her underwear.
And, if I had been bold enough in that moment to open my legs, he would have seen how wet it was too.
Instead, I started to move my fingers. I told myself that I was just getting comfy, that I often put my hand in front of me like that when I go to sleep. After all, it was only his balls—he probably wouldn’t even notice, right? It was just my hand settling, finding a comfortable position.
Only, my body was telling a different story, my clit starting to throb and pussy starting to contract a little. His body, too, was responding; tiny, almost imperceptible tremors, his breathing getting deeper with each pass, sometimes stopping for a second before returning to its regular rhythm.
Fuck I was horny. This was getting too much.
I needed to suck it or ride it or choke on it or *something* otherwise I was going to explode.
“Mmmm,” I hummed, gyrating my hips slightly. “Are you comfortable enough?”
“Uhh…” His voice was strained. “Yeah. Uh. Yeah. This is nice.”
“Oh,” I said, making my voice as theatrically disappointed as I could manage in the small space. “I’m struggling to get comfy.”
“Oh,” he said, disappointment in his own voice. “Do you want me to go?”
“No,” I whispered. “Not at all. You’re my pillow now.” I giggled. “You have a very important job.”
“I see,” he said, matching my laughter. But I could tell he didn’t get it. Not really. But he was about to. “It’s this fabric,” I said. “On your shorts. It’s a bit scratchy…”
I heard him swallow from behind me. Like, I actually fucking *heard* him swallow. I thought that only happened in movies when the sound guy got a bit too excited. It also made me realise that this whole time, ever since I woke up with my head next to his throbbing cock, from almost wrapping my lips around it to basically giving his balls a massage, I hadn't looked at him once.
I turned my head.
His face—a face I had seen so many times before, from happy to sad, from angry to hurt, from confused to amusded—had taken on a quality I had never seen before. It was something like desire and lust and restraint and friendship and embarrassment all rolled into one and it was honestly one of the hottest things I had ever seen in my life. His mouth was slightly open and his eyes were alternating between focused and unfocused as I continued to caress his balls as I spoke.
“Could you take them off for me?”
My angle, half way down his body, further reinforced the sexual nature of our positioning, and I had to look up at him through my long eyelashes, both of my breasts now resting on his tummy, dangerously close to smothering his cock.
“Please? Pretty please? For me? I won’t make it weird, I promise.”
He swallowed again, but this time it was accompanied by a very slight nod of his head.
“Yay,” I smiled. “Want me to help take them off for you?”
“No,” he said, his voice tight. “I…I got it.”
“Okay,” I said quietly, leaning back from him and watching as his hands went to his shorts in the dim light of the room. I watched him with one hand gently cupping one of my breasts, my thumb slowly caressing my erect nipple as I watched the confusion and hesitation play out on his face. Seeing him like that was so hot. I didn’t even realise I was touching myself. It wasn’t until I noticed that I was licking my lips that I came back to myself, realising what his hesitation was. “Boxer shorts too,” I clarified. “If that’s okay? I just want to be comfy.”
“Uh. If it’s…I mean…yeah.”
He took a deep breath and made the move I had been waiting for, finally revealing what I had been thinking about for the last fifteen minutes, the thing I had been fantasizing about kissing and licking and sucking and riding ever since I was confronted with the sudden awareness that he possessed it.
His cock.
Leo had been my friend for years, and suddenly, my mind was filled with snapshot memories of our time together. Thirty hours together building the Lego Death Star. Late nights on eBay hunting down the rare action figures he needed for his collection. Holding his hand when he cried telling me about how Sophie cheated on him with Mike.
And now, *this*. Naked from the waist down, his shorts and underwear now in a little pile on the floor somewhere, my eyes fully adjusted to the darkness of the room.
And oh my god, what a cock.
Maybe it was just because he was my friend, or maybe it was because I hadn’t seen one in a while, but my first thought was that Sophie was an idiot. If I had access to a cock like that I would play with it every day; tease it and cherish it and fuck it over and over and over again.
But as it was, we were just friends, so I made a point of not looking at it and instead smiled sweetly at him, placing my hand on his thigh.
“Oh my god thanks, that looks so much more comfy. Are you sure this is okay?”
His cock jumped a little. I pretended not to notice.
He nodded.
“Thanks,” I brought my head down to his tummy and licked my lips. “You’re such a good friend.”
I knew what I needed to do…
[More tomorrow if you want it!]