Max couldn't sleep.
It wasn't just that Mark was so damn sexy and lying practically naked, drunk and passed out across the hotel room from him.
It wasn't just that he was horny.
It had more to do with the fact that as a straight, married man, he wasn't supposed to having the kinds of thoughts he was having about his best friend.
He met Mark and his wife, Shelly about a year ago when the couple moved in across the street. The man's handsome, rugged good looks, easy smile and outgoing personality drew Max in like a magnet.
They had lots in common, including a love of the outdoors, beer and working on cars. Before long, the pair were getting together every weekend to watch sports, drink, fish along the river or just hang out and shoot the shit in one of their back yards.
To be honest, Max had always been curious about sex with men. His porn habits and masturbatory fantasies sometimes veered off into bi-sexual or even gay territory.
Then there were those times growing up when he and a neighbor kid, Chris, jacked off together. Five or six times, they had even stroked each other's cocks to orgasm.
Max could still remember how Chris's stiff cock felt in his hand. Firm, powerful, alive. He also could recall making Chris cum. His friend's body would go completely ridged in the throes of an orgasm, and his thick manhood would pulse and spew hot cum all over the back of Max's hand. Truth was, he wouldn't mind trying that again with a guy, especially if that guy was Mark!
And, sometimes he even fantasized about going further. Especially when he watched blowjob scenes in porn, Max wondered what a hard cock would feel like in his mouth, not just his hand. Once or twice, he had added fingering his ass to his masturbatory routine and found the stimulation made him shoot cum like a geyser. Wouldn't a dildo or a cock up there do the same thing, he asked himself?
But these were just all private fantasies. In adulthood, nothing else ever happened with Chris or any other guy. These days, Max's sex life was like any married, straight man. He got all the action he could from his wife, Kate, which meant sex about every week or two. And because it was never enough, Max supplemented with his right hand. On business trips out of town, Max sometimes harbored fantasies of hooking up, but he never acted on it.
Mark was apparently in the same boat as Max when it came to sex. He had confided to Max that sex with Shelly was okay but left him a little unsatisfied. He admitted freely to jacking it all the time to stave off horniness. And it wasn't just a quantity issue, it was also a matter of variety.
"It's like all she ever wants is candlelight and romance, you know, a long drawn out process. Sometimes I just want to get a blowjob and get off," Mark had told him.
Thinking back over the past year, Max realized that he and Mark talked about sex a lot. And every time they did, Max secretly got turned on. Tonight, he was pretty sure Mark did, too, judging from the nice bulge in his underwear as he slipped off his jeans and climbed into bed.
They had been talking again about how men and women view sex differently and Mark had even broached the subject of two guys getting each other off in a pinch.
"I just think men look at sex as fun and don't always attach a lot of feelings or meaning to it," Mark said. "I mean if two guys wanna jack each other or blow each other now and then, it doesn't mean they are in love or gay or some shit. It just could be friends helping each other out."
Max was too stunned to respond in that moment. Instead, he let the conversation flow in another direction. Now, sitting alone in the dark across the hotel room, he was afraid he had missed his golden opportunity to experience something with Mark. He secretly hoped his friend had the same inner desires, and the more Max thought about it, the harder his cock was getting.
Making sure his friend was truly sleeping, he listened closely to his breathing and watched his outlined form for any signs of stirring or movement. Seeing that his chest was moving up and down rhythmically, Max was pretty sure Mark was out cold.
Then he slowly reached under the covers and slipped his hand into his underwear and grasped his throbbing dick, which was already wet with precum. He didn't even need to add any spit for lubrication, he just slowly stroked himself and thought about Mark.
The man was damned sexy. About 6'4, nicely built with broad shoulders and a trim waist, Mark had a natural, masculine essence that didn't come from a gym. He was muscular, but not ripped. His physique came from years of working hard running in his own drywall contracting business. His shoulders and pecs were powerful and nicely defined, but not meticulously sculpted. They were the product of hard work with lots of honest sweat.
Mark had a medium length, thick black beard that offset his dark brown eyes and framed his perfect white smile. Max couldn't believe he was into it, but he also got really turned on looking at Mark's square, tight ass. His muscled buns filled out every pair of jeans perfectly. As he stroked, Max imagined what his friend's butt might look like bare or framed by the straps of a jockstrap.
The precum flowed. Max squeezed his thick, 7" cock at the base and sampled a bit of his own juices, licking the warm, clear liquid from his fingers. The salty sweet taste made him even hornier.
From all he had seen, he guessed that Mark's dick was every bit as big as his own. What would it be like to jack him off? Maybe even to suck him? He could just see himself on his knees, between Mark's legs as he sat in the chair in the corner of the hotel room, giving his friend the head job of his life.
"Fuck yeah, man. Suck my dick!" he imagined Mark saying. "Damn, you sure are a good cocksucker. You can do this to me anytime you want."
Then maybe Mark would put his hands on the back of his Max's head and pump his cock in and out of his mouth, maybe even his throat. How would that feel? Would it hurt? Would Max even like it?
He was pretty sure he would. Even if it made him gag, something about pleasuring Mark, a true specimen of pure manhood if there ever was one, made Max come alive inside. He stroked himself faster and pinched the loose skin of his nut sack. Waves of pure pleasure emanated from his crotch and washed over his whole body. He wanted to throw the covers off and really go at his cock, but he knew that was risky with Mark sleeping in the next bed just a few feet away.
He thought again about having Mark's cock in his mouth. He imagined looking up at him and into those deep brown eyes. Mark would look surely back at him, Max thought. Those eyes would beam approval and gratitude for the oral pleasure he was giving him.
Max was no stranger to the taste of cum. He had eaten his own plenty of times. Sometimes though, the thought of scooping up his load off his stomach and swallowing it almost grossed him out. Would he be able to let Mark shoot in his mouth?
As he stroked, Max thought about pre-cum oozing out of Mark's cock as he sucked it. He imagined the same, salty-sweet taste. He visualized himself swallowing glob after glob of it as he pleasured his friend's cock.
Then, Max tried to imagine the powerful moment when he would make Mark cum. He saw his friend's body stiffening, his legs straight as a board, his hips rising up off the chair, that hot little ass squeezing tight. He saw himself reaching underneath Mark to grab his butt cheeks with both hands, holding them as the orgasm took hold. He would look up, he thought, and see Mark's face contorted, his eyes tightly shut, his head thrown back.
Thick globs of hot, white cum would spew forth into Max's willing mouth. Maybe the cum would overflow, out of the corners of his mouth and down his chin and neck. Mark was certainly man enough to shoot a load like that, Max thought.
Just then his own orgasm welled up inside him. Max lifted his ass off the bed and shuttered a bit as he blasted the top sheet with cum. He felt it ooze down the back of his hand, just as Chris's had so many years before. Without thinking, he carefully lifted his hand to his mouth and licked. His ejaculate was thick, warm and salty. He savored the taste on his tongue and imagined it was Mark's.
Lying there in the stillness of the moment, the warm afterglow made him feel slightly achy and ready for sleep. Max rubbed his cum into his crotch and legs and turned on his side, imagining Mark holding him after sex.
He thought about maybe how Mark's sexy beard would feel against his neck and he imagined his still half hard, but well satisfied cock caressing his ass. The comforting feeling of this fantasy was so fulfilling, it felt like Mark had just taken a sleeping pill. He edged toward sleep and actually dozed for several seconds.
Then, without warning, pangs of guilt hit him.
"What the fuck?" Max thought. "Am I a queer now? After all, I just jacked off thinking about sucking my best friend's dick!"
His heart pounded in his chest. He did not want to be gay, but there was simply no denying the very real feelings for Mark that he had just acted on. In the stillness of the night, Max confronted his own sexuality, his own humanness.
He had read something once to the effect that basically everyone is some degree of "bi-sexual." Even he and Mark had talked about the fact that if you get a man horny enough, "he will fuck just about anyone or anything."
Maybe that's all this was, horniness. But no, there was something more there. Mark was really special to him. Just being with Mark made Max happy. Everything about the guy was a sheer delight, he thought.
As he began to calm down, the panicky feelings about what he had just done faded. It was late, he was tired. The hotel bed was indeed comfortable. Finally, assured he was more "normal" than he had first thought, Max drifted into a deep sleep.
The next morning, he awoke to the sound of coffee brewing and the shower running. Sunlight streamed through a crack in the draperies. He had to piss really bad, but knew he had to hold it until Mark was done in the restroom. Or, he thought, slip on some clothes and step outside to the hotel lobby. Their room was on the first floor, getting to that public bathroom was an option.
Max got up, stretched and fumbled for his clothes. He was bent over grabbing his jeans when the water stopped, he heard the shower curtain being pulled open and Mark coughing slightly.
"You awake, buddy?" Mark said through the partially open bathroom door.
"Yeah man, just got up."
"Cool. Need in here? I can hurry up," Mark said.
"Uh, yeah, actually, about to piss myself to tell the truth," Max answered.
"Well come on, then. I ain't got nothing you don't have," Mark said with a chuckle.
Before he had time to process what was about to happen, Max was standing over the toilet, cock in hand and Mark was right beside him rubbing his junk with a hotel towel.
Max had seen Mark shirtless plenty of times. He had never seen his cock or bare ass, though. And just being inches away from the man he had jacked off about blowing the night before almost gave him an instant hard on. But just as he had done most of his life -- gym class, skinny dipping in a pond, getting a physical by a manly looking doctor -- Max shoved his feelings deep into his soul and concentrated on the task at hand, pissing.
As the yellow cord of urine flowed from him and played a melodious tone in the toilet water, Max felt an overwhelming sense of relief that he had not gotten hard or gone "pee shy" in front of Mark.
Meanwhile, Mark didn't wrap his towel around his waste, put on his underwear or do anything else to cover up. Instead, he proceeded to the sink and mirror to finish his morning routine with his proud cock jutting out for the world, and especially Max, to see.
Even flaccid, it was a healthy five inches in length and about as big around as an axe handle.
"Any man would be proud to strut around the locker room with that knob between his legs," Max thought.
Mark's tool was surrounded by thick, black hair that perfectly matched his beard. His balls were smooth, meaty and round, hanging like two kiwi beneath his sexy cock. When Mark went to put in eye drops, Max got an even better look at his buddy's cock. The circumcised head was rounded and perfectly shaped. Just seeing it made the blood flow to his own member, which was now starting to grow.
Max caught himself, shook a drop of piss from his member and flushed the toilet. As he stepped from the bathroom, he looked down to sneak a glance at Mark's ass. It was even more perfect than he had imagined it would be. Firm and mostly hairless and totally manly. Max looked down and saw his cock hardening as he walked. He had to find some way to hide the erection, so he stuffed himself into his jeans, grabbed his toiletries and waited for his turn to use the restroom.
Once in the shower, he thought about beating off again to the mental snapshots of Mark now freshly stored in his mind. But instead, he quickly got ready so he could enjoy the day with his friend.
Something was in the air, though. Max sensed it. He was strangely filled with optimism that his feelings for Mark would not go unrequited. It was difficult to explain, but he was feeling it nonetheless.
They had traveled some four hours from home to go to a monster truck rally and car show in a major city. The show was everything they had hoped for and when the day was over, they retreated to the hotel room for some rest and recharging before a night of pizza and beer.
To Max's surprise, once back in the hotel room, Mark stripped off his clothes and laid in his underwear on the bed. Today's color choice was blue, but the Calvin Klein briefs were just as tantalizing as the red ones Max had seen at bedtime the night before.
"What a great day," Mark said. "Thanks for making this trip with me, Max."
"Man, it was awesome, and sure thing. I'm having a ball," Max said. He noticed the objective of his desire, Mark's thick cock clearly outlined by the blue fabric of his briefs. If he could do anything, he'd crawl up between his legs, fish out that perfect cock and suck it lovingly and slowly. Just the fleeting thought of that made his own tool stiffen.
The room was quiet, and for a while Max thought maybe Mark wanted a nap. But then the conversation took a surprising turn.
"Hey man, you know how we talked about guys and sex last night?" Mark said.
"Yeah," Max answered, trying to be nonchalant.
"Well, truth is I am pretty horned up for some reason. You wouldn't wanna mess around, together would you? I mean, I've never really done it, but a hand on my cock right now would sure feel great and I'll bet we could have some fun."
Max was shocked. He was thrilled, but shocked just the same. Was this really happening? Was it some kind of a joke? He almost didn't care, he wanted Mark's cock so bad.
"Uh, well, I haven't done that since I was a teenager, but what the hell, we can do what we want, right? We're grown-ups." He finally managed.
"Cool! Well, come on over here, studly. I'll introduce you to the monster," Mark said wryly.
Max's heart raced as he slid over to Mark's bed. The two were lying side by side as Mark slid his underwear down to reveal mostly stiff cock. Max stared at it and watched his buddy slowly began jacking it to full mast. The tool was about six inches, a little stubbier than his own, but it was thick and powerful looking with a huge mushroom head. The harder it got, the more it looked like a cock that meant business!
"Hey, wait a minute, I got something that'll make this more fun," Mark said, jumping up from the bed and heading toward the bathroom. "Get your underwear off, dude."
Max slowly peeled off his briefs and was squeezing the base of his tool when Mark came back with a tube in his hand.
"Albolene," he said. "It's supposed to be for ladies to take make up off, but man does it ever make great lube!"
The two greased up their cocks and jacked themselves together for several minutes. Now and then, Max would look over to see sexy Mark stroking it right next to him. He could hardly believe this was happening. In some measure, his fantasy last night was coming to life!
"You wanna take over for me?" Mark said, waving his hard cock at his friend.
"Uh, sure," Max said.
"Fuck that feels good," Mark added. "Yeah, buddy, like that...mmmm"
Max loved the feeling of his friend's hard, hot, slick cock in his hand. It was just like he remembered from his experimentation with Chris years before. Cocks feel so alive, so powerful, he thought.
"I think someone is getting off on this besides me," Mark said.
"I uh, what do you mean?" Max shot back.
"I dunno, just looking at how hard you are and that grin on your face, I think you like handling my cock for me," Mark said.
"Yeah, well, maybe. Are you gonna do mine, too?" Max asked brazenly.
"Fuck yeah," Mark answered, grabbing his buddy's fat, hard cock at the base and slowly jacking it for him.
"Dude, you got me beat on length. But I think I am a little thicker than you." Mark said, looking at Max in the face really for the first time since the mutual masturbation began.
Then it happened. A moment that changed everything. Neither one said a word, Mark's eyes locked with Max's. There was an intense, non-verbal form of communication happening between them. Max's heart raced, he felt drawn to Mark like he had never been drawn to anyone ever before, or since.
Mark slowly leaned forward, and Max did, too. Their lips met and Mark and Max shared what was perhaps the most passionate kiss of their lives.
Like gasoline on a fire, their passion raged. Max seized the moment and pushed himself almost on top of Mark. As the two searched each other's mouths with their tongues, they caressed every inch of one another's bodies.
Writhing and tossing in the bed, the lovers couldn't get enough of one another. Max was beyond thrilled with this moment, but the white-hot heat of the sex made processing any of what was happening impossible. He was caught up in a rhythmic dance as old as time, pure adrenaline and instinct took over. All he wanted was to please his lover.
Another time or place might have made him squeamish about giving his first blow job, especially with Mark's thick cock all coated with a greasy cold cream. But Max went for it anyway and the moment his friend's hard dick entered his mouth he knew he had wanted to suck cock all his life. He licked and sucked and bobbed his head instinctively, his only goal was to make Mark cum.
"Fuck! Fuck!" was all Mark could say. He grabbed Max's head and shoved it further down on his hard dick. "Yes! Yes! Suck me, baby...I have always wanted this!"
The words exploded in Max's chest. He was on fire. He gulped and licked the hard, powerful dick, licked Mark's sexy balls and enjoyed their musky smell and taste. He redoubled his efforts to tongue the big mushroom head as he nursed on it.
"I'm gonna cum! I'm gonna cum!" Mark said breathlessly. Max did not stop. He wanted this. Then, as Mark's cock was pulsing and throbbing, he spewed forth huge blasts of man lava. Some of it sprayed the back of Max's mouth. More of it collected on his tongue. Max started swallowing and six or seven blasts later, finally got every drop of his friend-lover's load down his throat.
As Mark lay heaving next to Max, the two held each other. Then Mark lowered himself to Max's cock. With about thirty seconds worth of effort, he got Max off and swallowed his load just as dutifully as his friend had done for him.
Several long minutes went by with Max and Mark lying tenderly in each other's arms. There they were, two "straight men" who had just made love to each other with more passion than they had ever shared with a woman.
They both realized things had changed between them. That was the beginning of something neither man ever expected but had deeply wanted all along.