The summer of 1978, just before I started high school. It seemed like everything was changing.

Most of my friends were thirteen, some were fourteen. I had just turned fourteen. I shared a bedroom with my twelve-year-old brother, so I spent a lot of overnights at friends' houses. My circle of friends was kind of changing already. Some of them were getting more sporty and athletic, some were getting more dorky and nerdy. I was more or less in the middle. I wasn't into sports much, and I wasn't into comic books as much anymore. I'd started puberty in sixth grade, more or less. I'd gotten pubes before seventh grade, and from what I saw in the showers that year, I was almost the only seventh-grader with them. Not that I had many, but they were there. None of my friends got hairs down there that year, but a couple did in eighth grade. Well, I didn't see all my friends naked those years - I only saw the ones in my gym class. And some of them bragged about having them, so I sort of knew who did and who didn't.

I saw all my friends in their underwear almost every weekend. There wasn't a lot to do in our town, so weekends were spent at friends' houses, going around in turns. Ever since we were kids we took pajamas on sleepovers and changed in front of each other at some point. No big deal. Not back then. But once we were hitting our teens, pajamas were for kids, so we slept in our underwear.

That lead to show-and-show games. We'd all seen each other's willys by the time we were ten or so anyway, but now wearing only tighty-whities to sleep in meant we tended to show off our pubes and our growing dicks and balls. On rare occasions we'd show off our boners.

By the summer of '78 I knew I was way too interested in boys' bodies. Seeing my friends take off their shirts and drop their jeans before bed usually resulted in a boner for me anymore. That often led to comparisons and showing off, so it was kind of cool. Though some of my friends weren't very willing. They though it was faggy. But some didn't mind.

One who didn't mind was James. He was a couple months older than me, so no surprise he had a bit more down there than I did. He wasn't in my gym class in either seventh or eighth grades, so I hadn't seen him naked, except for those daring show-and-show games before going to bed when sleeping over at his place. That usually only happened when it was just the two of us now. Though I'd see him and my other friends in just tighty-whities almost every weekend. 

One Friday it was five of us staying at Mike's house. When it got late, we'd all taken off our shirts and pants and laid down and played Monopoly until we couldn't stay awake any more. When I woke up having to pee, I saw that Dennis was on his back with a major boner in his briefs. The other guys were all still asleep, mostly on their fronts or sides, but Kyle was on his back, but no boner. So I stared at Dennis' boner and wiggled mine against the floor. Man, did that feel great! Seeing Dennis' big boner in his thin, white briefs was almost as good as seeing it out of them. I mean, I could see all the little details. I could see how the curves of his head were shaped, the length and girth of the shaft, and even the thick tube along the underside. As I stared, wiggling my dick against the floor, enjoying the feeling, I saw his dick wiggle and then this big wet spot spread out around the bulgy head! He was shooting off! It was amazing! It made me cum! The most awesome, tingly, pleasant, pulsing orgasm I'd ever had! I almost groaned out loud!

Dennis moaned a little, then stretched a little, and then went deeper into sleep. I got up, sneaked into the bathroom, and cleaned up my sticky mess. I didn't have clean underwear, so I put on my jeans and put my underwear into the trash in the bathroom way under the rest of the trash.

It took a while, but I got back to sleep. No one noticed or cared that I was wearing my jeans when they woke up. Dennis was too. I wondered if he noticed and changed too. I sure wasn't going to ask!

So we all had a fun Saturday, and then that night it was just me and James at his place. We had a great time alone. Some of the other guys were getting really 'macho' so to speak, but James and I weren't that way. Some were into making fun of others, calling them fags for not good reason, the usual macho bullshit teens get up to, even back then. But James wasn't like that. Neither was I. And I was just beginning to wonder if maybe James was even more like me.

Well, James and I had a lot of fun, and when it got real late, we stripped down to our tighty-whities. I looked as he dropped his jeans, and got an eyefull of his decent package. He was sure built down there. I did my best not to blow a woody, but it had a mind of its own, so I quickly laid down on my front on his bed to watch the late night monster movie with him. I kept thinking how I wished I had the guts to ask him if he wanted to do show-and-show. I really wanted to see his big boner, and his balls, and his pubes, and his entire naked body. But I was too worried about how hard my dick would be, and how he might catch on that I was way too interested and shit.

When it was just the two of us, I would get to sleep in his bed with him. He had a nice big bed, so we fit with room to spare. When the movie ended, we talked and joked for a while, having a great time. When we started yawning a lot, he asked if I was ready to go to sleep. I said sure, then flipped around like usual, to sleep with my feet at the head of the bed. It was more comfortable that way, because we'd have even more room.

We laid there in the dark and talked some more. Of course, sex came up. I can't remember most of what we talked about, not until he asked, "Did you get to beat off?"

"What do ya mean?" I asked.

"You know, stayin' over at Mike's last night, did you get to beat off today? Or not?"

"No. Why?"

"'Cause I didn't, and I got a major case of blue balls, man."

We laughed, me mostly out of nervousness.

Of course, my first thought was of trying to get him to let me jack him off. But I pushed that thought away pretty quickly. I said something like, "Me too," instead.

Then he said, "I won't care if you do it. Just don't get any on my blankets. Okay?"

Man, did my guts swish around! I mean, just the thought of beating one off in his bed, with him right next to me, doing it too... I mean... wow! I got instantly so hard it was almost painful. I wondered if he was already doing it. So I asked, "Are you?"

He didn't say anything at all at first, so I wondered if he was trying to trap me or something. Then I felt his hand reach over and find mine, and then drag my hand over toward him, where he put it right on top of his other hand. I felt it going up and down in that so-familiar way.

Holy shit!

My entire body was all instantly tingly and filled with waves and vibrations! I mean, I was actually holding his hand as it moved up and down on his boner! I was almost jacking him off! And he'd put my hand there!

Well, I sure wasn't going to take my hand away, so I let it rest on his as it moved slowly up and down. I even dared to move my hand a little so that I could feel the underside of his dick and head with the tips of a couple fingers! Oh, wow!

And then I felt his other hand sliding up my thigh, find my balls inside my briefs, slide over them, then I felt his fingers slide up and over my boner!

I think this was when I started panting. I know I was breathing really hard and fast when he started sliding the elastic waistband of my briefs down, and lifted it up and over my boner. I know I was breathing hard and fast as I lifted my ass off the bed so he could slide my briefs down to my mid-thigh.

Then, just as he wrapped his warm fingers around my dick, he let go of his own dick, and I instinctively took over.

I remember staring at the blackness above as I felt his big, long, hard, warm dick with my hand. It was so obviously bigger than mine. Longer and thicker. I mean, we were barely fourteen, so it wasn't all that big, but it sure felt enormous right then! And so hard! But so soft, too. His head was just so amazingly velvety and squishy. It felt so good. I just played with it for a few seconds, enjoying how another guy's dick-head felt in my hand. It was wet already, too, so it was slippery and smooth and just... wow!

His hips bucked and he hissed a loud breath in through his teeth and snickered a bit.

Then he did about the same thing to my dick I was doing to his. Mine wasn't wet yet, though, but it still felt amazingly great!

I stared into the dark and just slipped into this blissful sexual state like nothing I'd ever experienced before. It was like nothing else existed anywhere, except my dick in his hand and his dick in my hand. And the sound of his wetness as I massaged it around his soft, plump head.

"You do that pretty good," he sighed.

I felt so embarrassed. I mean, having a guy know you're good at jerking off... ya know? But he was doing really good too! His hand knew what to do and how to do it, and it was doing it well.

With a tingling surge, I got all wet, and he smeared it around my sensitive head in an amazingly pleasurable way. My hips bucked and I sucked in air through my teeth now.

We were absolutely quiet as we slowly jerked each other off. If we could have made noises and not be caught we probably would have jacked each other off as fast as we could. But we were so worried about being heard, I guess. So we did it slow and careful, trying to not even make those wet noises as we leaked pre-cum and smeared it around on each other's hot, tender heads.

That wet sound was the only noise we made, other than the occasional gasps and giggles or breaths sucked in through our teeth when we did something unexpected or just so pleasurable we couldn't prevent making a sound.

Until James whispered, "Pete?"

"Huh?" I whispered back.

"Will you keep doing it while I squirt?"

"Sure. Will you?" I asked, shaking.

"Yeah," he whispered, all husky and heavy-breathed.

For the next minute or so, I felt my body tensing and readying for an orgasm that was going to surpass any I'd ever felt. I knew it already. I was going to shoot off like never before. It was going to be incredible! It already felt so intense that my body was trembling and shivering. I heard my own breaths quivering in the darkness, and listening to myself, I heard James' heavy, tense, shaking breaths too. And those awesome wet sounds as our hands smeared pre-cum over our aching heads.

Well, my head was aching, anyway. It felt like the blood was expanding it to an entirely new size. Almost like an overinflated balloon. Every touch of his soft, warm hand coated with my juice was an entirely overwhelming sensation.

As I built toward that impending explosive orgasm, James whispered in high, tight voice, "I'm going!"

I felt his thighs tense beneath my arm, felt his hips rise off the bed, and then I felt his dick expand and pulse and bend... and then I heard that familiar plop sound just before my hand grew warm and wet and slippery with his cum.

Fantastic!

As my hand moved down his thrashing dick again, it flexed and pulsed and shot again. He grunted this time, soft and low, obviously holding his breath as hard as he could. But that soft moan was so hot!

I could feel his cock working to squirt his semen. I wondered if it was making it as far as his navel. It felt like it had to be. The way his dick was almost thrashing around in my fist was amazing. It felt so wonderful, so good, so simply awesome. And the warm, creamy, slippery, gooey semen was coating my fingers! Oh, wow!

His hand squeezed my head and that sent me off. With a grunt I couldn't control, I blasted what felt like a row of grapes through my dick! I was aware I was tensed up and had raised my ass off the bed, but other than that, all I knew was that my balls and cock were working so hard it almost hurt! I could feel my cum splatting onto my chest! I'd never shot that far before! I didn't even know it was possible! But I was doing it! Blast after blast shot out of my throbbing dick and landed on my chest, then my stomach, and finally oozed out of my super-sensitive cock, over his fingers, and into my pubes.

I grabbed his hand to stop it from making me laugh out loud! Oh, God! My body was shaking from head to toes, and I was panting so loudly that I worried someone might hear it. But then I noticed his loud and fast breathing, and the sound of my hand squishing his cum around too. But he quickly grabbed my hand to hold it still too.

With the greatest sense of relief and pleaser I'd ever felt, I laid there holding onto his hand on my dick with one hand, and holding his dick with my other hand. Both hands coated with warm cum. Both hands feeling those after-cum twitches in my own dick as well as his dick.

Neither of us let go. We just laid there, our breaths slowly returning to normal, our bodies occasionally shivering.

Then, "Pete?'

"Huh?"

"Wanna do it again sometime?"

"Yeah! You?"

"Hell yeah!"

I'd never felt so... fulfilled? Happy and satisfied and complete. Just... wow.

And I just had to let him know, somehow, just how great I felt. Not just physically from the greatest orgasm of my life so far, but mentally. About what we'd done.

"Jimbo?"

"Huh?"

What do I say? I wondered. I don't want to sound faggy, but I want him to know how great it was. How much I liked it. How much I want to again.

"Thanks."

So lame!

He sort of laughed a little, then said, "You too. That was fucking awesome, man."

"It was the best thing ever!" I gasped, suddenly not caring how much I revealed.

"Yeah," he agreed happily.

We held onto each other's dicks, all sticky and slippery, giggling occasionally when the other wiggled his fingers on it. Our cum grew cold, but our dicks didn't get very soft at all. I played with the semen laying on my chest and stomach, amazed at how far I'd shot it. I had no idea the system inside my dick and balls could produce such a powerful ejaculation. Or so much!

After maybe five minutes, we were both fully hard again, and we were gently and carefully toying around, and we both removed our restraining hands so the other could do what they wanted.

It was almost torture, but it was pleasure beyond my expectations, too. We slowly, gently, almost painfully stroked each other. Our cum grew thick and sticky and nearly dried, but was moistened by our frequent flows of pre-cum. We toyed and experimented and fooled around to another nearly simultaneous orgasm. This time I was barely first, but he began exploding well before I finished.

As we played with each other's almost painful cocks and our freshly spilled semen, and our breaths returned to nearly normal, James softly said the first word since before we began our second hand-jobs...

"Pete?'

"Huh?"

"Can we try blow-jobs next time?"