Note: This story was dynamically reformatted for online reading convenience. My first experience with a man is a night that I will always treasure. Mm Rick opened the door to his apartment and, dripping all over the place, I followed him in. Rick had invited my mom over to celebrate her birthday with a pool party at his apartment complex and, my mother being her usual self, found a guy to go home with but she didn't want to bring me because I might interrupt her fun. Rick had offered to have me stay the night with him and I'd jumped at the chance. First, because I was pissed at my mom and her being a huge slut and second because I had a huge crush on Rick. I'd known him since I was 12 and I had, from my first sight of him, I'd been in love. He wasn't Brad Pitt gorgeous or anything. He was kinda plain in the face, with short born hair that was starting to gray at the temples, but it wasn't his face that drew me in. It was his body He was a hard core swimmer. He told me once that he got up and swam for, at least, an hour every morning. One of the reasons he'd moved out to the desert was so he could live in a place where he could swim almost year around. All that swimming had given him an amazing body. He was toned in every way imaginable. Plus he waxed off all of his chest hair and it made his chest so smooth and, as we walked into his apartment, I could barely keep my eyes off of the drop of water that were glistening on his chest. "I'll get us some towels," he said, closing the door and walking into the apartment. We'd been screwing around in the pool and, when we got out, it was later and colder than either of us had expected. We'd run to Rick's place and now I was standing by his door, dripping on his carpet and freezing. He came back and tossed me a couple of big, fluffy towels. "You dry off in the bathroom and I'll dry off in my bedroom," he said, heading back towards his room My eyes slid down his muscular back and to the very visible cheeks of his ass under his shorts. I felt my cock hardening against my cold, wet shorts so I hurried to the bathroom just in case he turned around and saw. I stripped off my wet clothes and hung them over the rod of his shower curtain. I dried my self off as best as I could and then it hit me. I didn't have any dry clothes. I stood there, wonder what to do. I couldn't wear anything of Rick's. At 15, I was a twig and all of Rick's stuff would be like a tent on me. After a while, I just wound up wrapping one of the towels around my waist. I opened the door to the bathroom and peeked out. Rick's door was closed so he must still be getting dressed. I headed into the front room and, not sure what else to do, I sat down on his sofa. A few minutes later his door opened and he came down the hall. Seeing me in nothing but a towel he frowned for a moment and then it hit him too. "Crap. I forgot about clothes," he said. "I could give you a shirt and some shorts, but you'll have to hold the shorts up any time you get up." He paused and gave a little chuckle. "Or you could wear the towel and we'll just say we're having a toga party." I laughed and said, "Toga! Toga! Toga!" He laughed with me and said, "Toga it is. Want a Coke?" "Sure," I said, standing up to walk into his kitchen with him. Or, I tried to stand up but my legs were having none of that. I flopped back onto the sofa and groaned. Rick grinned and said, "You pushed a little too hard, didn't you?" I nodded and said, "We to a lot of running in P.E. but no swimming. The school can't afford a pool. I can't believe I'm this wiped out." "I can," he said. "There's a lot more resistance in water so when you swim you work your muscles a lot hard than when you run. We might want to massage your legs or you might cramp up later tonight." I couldn't say a word to that. The thought of his hands on me had made my heart race in my chest. He must have noticed my pause because he asked, "Jack, are you okay?" I shook my head and said, "Yeah. I'm good. Just thinking you might be right about that massage. Late night cramps suck!" He laughed and said, "Yeah they do! Tell you what, come over here and lay on the carpet. I've got this great massage oil that makes everything feel better." He turned and headed back to his room. I managed to get up and make it over to where he wanted me to lay. This time it wasn't just sore muscles that were making it hard to walk. My whole body was shaking from the thought of his hands on me. I lay on my stomach and had to adjust my hardening cock before Rick got back. He has no idea what he was doing to me or how long I'd dreamed of something like this happening. That it was happening with him made it even better. After a few minutes he came back out with a couple of bottles of oil. He sat down on the floor beside me and asked, "Comfy?" I didn't trust my choice not to shake so I just nodded. He opened one of the bottles and dripped a couple of drops of oil into his hand. He rubbed his hands together to get them slippery and then he reached for me. As soon as his hands touched my ankle, I jumped. Rick yanked his hands back and asked, "Are you okay?" I nodded and, in a whisper, I said, "Yeah. Sorry." Still looking at me, he asked, "Was it cold or something? I didn't hurt you, did I?" I shook my head. "No, no , no. You're right; it was just cold is all. I'm good." A look of relief washed over his face and he said, "Well, if you're ready for it, we can try again." I nodded and tried to will my body not to react to his touch. His hands came down and slowly wrapped around my ankle. I jumped again, not as much this time, but it was still a pretty good jump. "Once it warms up it'll feel better," he said. Good. He had no idea my jumping had nothing to do with the oil. It was him and the way it felt to have his hands on me. He rubbed at my ankle, slowly working his way up my calf. Every inch of my body felt like it was on fire. The places his hands touched felt as hot as the sun. I lay there, at his mercy, all my dreams coming true. I'd done stuff with guys my age a couple of times. Playing with each other and jacking off but this was so different. This was a man's hands on my body. The fact that he had no idea how erotic it was to me made it even better. His hands reached my knee and the feel of his fingers against the back of my knee tickled. I laughed and tried to pull away but he grabbed my legs and tickled more. I wiggled and felt the towel pulling lower on me as I tired to get away. I felt the soft cloth pull down and I knew the top of my ass was exposed. I wanted to look back and see if he noticed but I was afraid. I wasn't sure what I was more afraid of, that he would notice or that he wouldn't. Before I could muster the courage to look, the moment passed. Rick's hands went to the bottom of my thighs and began to work again. He rubbed and slowly made his way up my thigh. Each inch brought him closer to the true place I wanted his hands to be. His hands slid higher and just an inch from the bottom of my ass, I felt his hands leave my legs. I was glad he couldn't see my face and the disappointment etched across it. He puts his hands on my lower back and started to work. It wasn't exactly where I was hoping they'd go but I was still enjoying it. His hands suddenly stopped and he asked, "Can you spread your legs a little?" The question blew my mind. What could I say? Nothing came to mind so I simply complied. Rick moved so he was kneeling between my legs and went back to work on me. "I've never liked my back getting massaged from the side," he explained. "To me, you get more done when you work on it like this." I had to agree. It was feeling better. Plus, having him behind me like this and between my legs was turning me on ever more. I could feel my swollen cock pressing hard against the towel under me. Already a wet spot had formed from the precum that was dripping out of me. As Rick worked higher onto my back, I felt his knees press against my thighs. He had to lean over me to reach my shoulders and I delighted in the feel of him over me. When his hands left me again I felt the twinge of disappointment. "Okay, turn over," he said. My disappointment turned to terror in an instant. I was as hard as a rock and he wanted me to turn over. There was no way I could hide my erection from him. "Come on, silly," he said pushing at my hip. "Ummm... maybe that was enough for now," I said. "Come on, Jack, you're getting a free full body massage," he said with a laugh. "You know how much people pay for this?" "Ummm," was all I could make myself say. I didn't know what to do. "I bet I can get you to turn over," he said, his fingers tickling at my ribs. I burst into laughter and squirmed. Rick tickled up and down my sides and, before I knew it, I flipped over onto my back. His fingers came to a halt in their tickling. I looked down and saw the tent my hard cock was making in the towel. Rick's eyes were also on the tent in the towel. I felt my face burn as I blushed. "Was that why you didn't want to turn over?" He asked. "Yes," I whispered. He smiled a gentle smile and said, "Jack, that's a normal reaction to a massage. I get a boner all the time when I get one." "Really?" I asked. "Yeah," he said. "It's okay." I lay there, not sure what to do next, my body and mind a whirl of emotions and thoughts. Rick, taking my silence for the consent it was, started rubbing my legs again. His hands again made their way up my body. When they slide below the towel as he massaged my upper thighs my cock twitched. He was right next to my cock and I willed him to touch it but he didn't. His hands came out from under the towel and he went to work on my chest and shoulders. After far too short a time he was done. He sat next to me and I twisted to look at him. I didn't see his knee on the towel when I moved. I felt the towel come loose and slide off of me. I lay there, on the floor next to him, my hard cock completely exposed. I froze. I wanted to cover myself and, at the same time, I wanted desperately for him to see. He glanced down and, seeing me naked, his eyes widened. The sight of his wide eyed stare at my exposed body burned itself forever into my memory. It was the most erotic feeling in my life and I wanted it to last forever. We sat in silence for a few seconds before he looked away from my cock and to my face. I didn't dare move for fear he'd tell me to cover up. He cleared his throat and said, "You're a big boy, Jack." I grinned at him. It was the most perfect thing he could have said to me. "Thank you," I said, making no move to cover up. He glanced back down at my hard seven inch cock and said something that blew me away. "You're bigger than me." "What?" Was all I could say. "It's true. Why do you think I'm forty-one and I've never been married?" He asked, shaking his head sadly. "You're lucky. Girls can be really judgmental about a guy's size and, with that piece of meat, they'll really like you." "Rick," I said, putting my hand on his. He shook his head and forced a smile. "Shit, I'm sorry about that, Jack. I didn't mean to dump on you like that." I squeezed his hand and said, "It's cool. I'm your friend and I'm here for you." He smiled at me and, I wasn't sure but, I swore I saw tears in his eyes. One thing I was very sure of was the fact that he hadn't asked me to pull the towel over myself. I could see his eyes glancing back down at me too which was such an incredible feeling. "Thanks, Jack," he said. "You're a great guy and an awesome friend." I grinned at him and, without a thought; I put my arms around him and gave him a hug. He hesitated for a second before his arms wrapped around me. I pressed close to him and felt my hard cock touch him. We stayed like that for a while before he slid free of the embrace. He stood up and asked, "Wasn't I going to get us some Cokes earlier?" "Yeah," I said. "You must be getting forgetful in your old age." He laughed and said, "Don't make me get my cane out, boy!" He went into the kitchen and broke back a Coke for each of us. I sat up to take mine, still very aware of how naked I was. We popped open the cans and took a drink. He was standing above me, looking down at me with an uncomfortable look on his face. He was going to ask me to put the towel back on. I could feel it. I didn't want to though. Now that I had gotten over my initial fears I was basking in his attention. "Do you want me to put the towel back on?" I asked, not wanting to, but I'd do it for him. "You don't have to," he said quietly. I looked up at him and our eyes met. He didn't want me to cover up and that was what was making him uncomfortable. I'd completely misread him. I took a drink from my Coke and set it down. I lay back on the floor and looked up at him. I watched his eyes as they wandered up and down my body. I enjoyed every single second of it. After roaming all over my body his eyes met mine and he asked, "Are you okay with being naked around me?" "Yes," I said. "I trust you so it's cool." He nodded and licked his lips. It took a few tried but he finally managed to ask, "Would you be uncomfortable if I was naked too?" "Not at all," I said, trying to mask my eagerness. He set his Coke down and peeled off his shirt. I eyed his chiseled chest and his rock hard abs. I wondered if his skin felt as smooth as it looked. He grabbed his shorts and, after a hesitant look at me, pulled them down. He hadn't been wearing any underwear under his shorts. His hard cock poked out in front of him for me to see. He was smaller than me. His cock was very skinny and he was lucky if it was five inches at most. That didn't matter to me tough. All that mattered was that he was naked with me. "Pretty small, huh?" He asked. I shook my head and whispered, "I think you're perfect." He blushed and the smile that touched his face made him the most beautiful thing in the world to me. I patted the floor next to me and said, "Your floor is really comfy." He came over and sat down beside me. I let my eyes take him in, trying to etch every part of him in my memory. We sat, side by side for a while, letting each other get comfortable with our nakedness. Rick reached over and caressed the side of my face. "I'm so glad you trust me like this," he said, staring into my eyes. "I trust you with everything and anything," I said to him. "Are you sure?" He asked, his voice barely above a whisper. "Yes," I breathed. "Lay down on your stomach," he said. My body shaking with excitement, I did as he asked. I watched as he picked up the massage oil and dripped some onto his index finger. He stroked up and down his finger lubing it up. He looked at me and said, "Spread you legs really wide." I did and, as he knelt between my legs, he said, "If you want to stop, Jack, we can at any time. Just say the word." "I don't," I said. He smiled at me and I felt his finger touch my asshole. He rubbed the tip in slow circles around my hole. I could feel the wetness of the oil running down onto my balls and I moaned loudly. "I've done this with a couple of girls, Jack," he said. "It might pinch a little but I'll be gentle." I couldn't speak. I could only nod my head to him. He put the tip of his finger against my asshole and started to work it in. Sliding it in and out, he worked the tip into me. I felt the pressure of his finger as it worked deeper into me. I gripped the carpet and let out a low moan. When he had worked his finger all the way into me, he slid it out and then all the way back in. I let out a cry of ecstasy and arched my back. He stopped and asked, "Did I hurt you?" I shook my head violently and said, "No! I felt good." He began probing me again, his fingers sliding all the way in and out of my tight ass. The rhythm of his probing and the carpet rubbing against my cock made me cry out again. He pulled his finger out of me and I turned to look at him. He wiped his finger off on my discarded towel. He picked up the oil and lubed moth his middle and index fingers. He looked at me and said, "This might hurt a little at first." I nodded and waited. I felt his fingers pushing into my ass. He was right about the pain and I had to bite my lip to keep from crying out. I pressed my face against the floor and whimpered. Slowly the pain started to fade. With each push of his fingers my ass widened to accommodate him. After a while the pain was almost completely gone and I was again moaning with pleasure at his touch. He slid his fingers out again. I turned to look back at him and he was watching me. "I think you're ready for me," he said. "Are you sure about this, Jack? We can stop right now if you want." "I want to keep going," I said. He picked up the massage oil bottle and hesitated. "Are you absolutely sure?" I rolled over and sat up. I wanted him to know how sure I was. I took the massage oil out of his hand and dripped it into mine. I set the bottle down and rubbed my hands together. I reached between his legs and took his hard cock into my hands. His body shuddered and he gasped at my touch. Seeing his reaction to my touch sent a thrill of pleasure down my spine. I slid my hands up and down the shaft of his cock. I caressed the head of his cock and rubbed every inch of him, making him ready for me. I'd touched other guys my age like this, some of them had been much bigger than Rick, but none of them gave me the thrill I was getting now. Once his cock was oiled, I turned and lay back down. I spread my legs and waited. He laid himself between my legs and I felt the heat of his body against me. He adjusted himself and pressed the tip of his cock against my asshole. With a slow rhythm he worked his cock against my waiting ass. I gripped the floor again as the pressure, and a little pain, mounted. With one gentle thrust the head of his cock pushed into me. I cried out, pain and ecstasy warring in every nerve in my body. Rick hesitated, waiting for my body to get used to him then he started to push himself deeper into me. It took a while, each second both pain and pleasure, before his cock was buried in me. He began to work himself in and out of me, each thrust a little harder. I listened to his breathing against my ear. With each thrust he let out a small grunt that made me shiver with pleasure. His body pressed against mine as he slid his cock in and out of me. He was moving faster and faster. I listened to his breath becoming more ragged with each thrust. With a deep, hard thrust, he held himself pressed against me. I felt his mouth at my ear as he whispered, "I want to see your face when I cum." He slid out of me and told me to turn over. I did and he had me lay with my legs over his. He pulled at my hips and adjusted me until I felt his cock press against my ass again. I watched the pleasure on his face as he entered me again. Holding my hips he began thrusting himself into me again. My cock bounced against my stomach with each thrust, precum dribbling all over me. His eyes slid from mine to my hard cock. I grabbed my cock and began to stroke it with each of his thrusts. I watched his eyes widen and stare at my hand on my cock. As he watched me stroke myself, he began to thrust harder and faster into me. He gripped my hips and pulled my tight against him as he pushed his cock deep into my ass. I cried out as he ground himself into me. He ground himself harder against me and his breath was coming in short sharp gasps. I could feel a tingling deep inside and I knew I was going to cum soon. With a couple of hard thrusts, Rick cried out and I felt his cock throb inside me. I lay there, as the first man I would ever make love to came inside me. When he came I had stopped stroking to watch him. The beauty of the moment had hypnotized me. With one last pulse, I felt his orgasm end. He sat, his cock still inside me and looked down at me. "I want to watch you cum now," he panted. He moved my hand off of my cock and took it into his own. I shuddered as I felt his hand wrap around the shaft of my cock. He began to slowly stroke it up and down, his hand grazing the head of my cock before sliding all the way to the base. I gripped the carpet hard as, between the pressure of his cock in my ass and his hands on my cock, I closed in on my own orgasm. When I came, it felt like the world exploded around me. My cock throbbed in his hand and loads of cum shot out of me. I felt it splatter against my stomach and chest. It felt like it was never going to end as he kept stroking me and my body shook uncontrollably from the depth of my orgasm. With a loud cry of pleasure, I collapsed back onto the floor and lay there, completely spent. Rick slid himself out of me and sat there looking at me. I looked down at myself and saw the cum all over my stomach and chest. Some of it was resting on my hard nipple and I saw that was where Rick was staring. I slid my finger up and rubbed the cum around my nipple, feeling little electric shocks from my sensitive nipple. I brought my finger to my mouth, a drop of my cum on it. His eyes were intent on my finger. A bomb could have gone off outside and he would never have known, I was the center of his attention. I licked the drop of cum off of my finger and swallowed it. He shuddered and I saw his cock twitch at the sight. "I'm going to take a quick shower," he said suddenly. He was up and out of the room before I could say a word. I lay there on the floor, waiting. I waited through the shower. I waited and still, even after the shower was over, he didn't come out. When he finally did he went straight into his room and closed the door. I lay on the floor, shock, sadness, and embarrassment all running through me. Had I done something wrong? When he came back out of his room, Rick was still naked. He looked at me and said, "You should pry take a shower and then come to bed." The burst of happiness I felt blew all of the bad thoughts and feelings right out of my head. I rushed through a quick shower and hurried into bed with him. As we lay there, he explained he'd been embarrassed after we'd had sex. He felt he was taking advantage of me. I laughed and told him, "I wanted that to happen. I've wanted it for years. If anyone took advantage it was me!" "You've really wanted to do that with me for that long?" He asked. "Yes!" I said. "Rick, in case you didn't know, you're hot." "But... You like guys?" I chuckled and said, "Yes, I like guys. One in particular right now." We lay there and talked for a while before both of us feel asleep. I slept a deep, dreamless sleep and the next morning..... Well, that's for another time. ;)