Kelly arrived and as usual went inside without knocking. The back door was always open and Tracy's parents had gotten used to his friends coming and going without knocking.
He called out but not hearing a response, knew he could grab a cola from the fridge and go up the two flights to the attic turned into a bedroom for Tracy in the victorian house.
"Shit" he blurted out the first reaction at what he saw.
Tracy was naked. That wasn't a surprise since he was often naked in the hot attic bedroom. And Tracy would join him ignoring their nudity to enjoy music, videos, games, and even homework.
But Tracy was facing Kelly while another naked guy's legs were seen under him. Kelly smiled widely then grimmaced as he bounced up and down on the other naked guy.
"Who's that?" Kelly asked.
"You know Sam, the guy with the huge dick" Tracy didn't stop moving up and down.
They had seen Sam's cock since teenage years in high school. He showed off his thick and long erection in gym class locker room many times. That was years ago.
"Shit" Kelly repeated his reaction. He knew that Tracy was somehow impaled on Sam's huge member and that he seemed to be enjoying it as he bounced up and down.
They had shared masturbation sessions in years past. But neither Kelly or Tracy had talked about doing what Kelly was doing now.
"Doesn't it hurt?" Kelly stepped forward. He saw his friend clutching his own erect penis as he grunted and bounced.
"Yea but it's good you know?" Tracy said inbetween his grunts.
They had left their childhood years ago. Two years in a local college and now in State College, they roomed together there. Seeing each other naked or hard wasn't unusual.
They had joked about owing each other blowjobs when bad debts, card games or other favors were given or recieved. But they had never touched each other's boners.
"Gawd" Kelly said
"You want to be next? Sam can stay hard for hours, can't you bud?" Tracy turned his head.
It was the first time Kelly could see Sam face and part of his torso. He was naked. The guy had filled out. His chest was clearly developed. And Kelly saw a gold ring hung from the visable nipple.
"Hey Sam" he said feeling stupid saying that "You ok?"
"Shit I"m very ok, my cock hasn't had a tight hole like this since Beth" Sam said recounting the name of his high school girl friend.
"You mean since last summer" Tracy said
"You're still tight bitch!" Sam said
Kelly realized whatever sexual games they were playing now, they had done before. He was surprised to hear it. Tracy and he had spent almost all of their time together. Kelly wondered when and how the two had been able to do this without him knowing.
"You gonna stare or help me out?" Tracy
"What do you want me to do?" Kelly asked
"Give me a hand or use that mouth to get me off" Tracy said waving his erection "Shit I've been waiting for years for it"
Kelly didn't know what to do at first. But something inside him took over. He stripped his shirt off somehow knowing he would soon be splattered.
He stepped closer and knelt reaching to wrap his thumb and finger around Tracy's ball sac.
"Yea go for it buddy" Tracy hissed.
"You really gonna owe me for this" Kelly said and easily put his mouth on the egorged cockhead in front of him.
"Shit shit shit" Tracy reacted to the warm lips. "You want a blowjob or we both could fuck that cute bubble butt of yours."
Kelly stopped momentarily. Others had made comments about his bubble butt but never Tracy. And Tracy had never even jokingly threatened to cornhole him.
"Yea that's it, Sam and I will thoroughly fuck that ass all night" Tracy added "ok with you Sam?"
"I'll keep fucking you while you fuck him" Sam said.
"Good idea" Tracy said "what do you say buddy?"
Kelly was busy sliding his friends cock in and out of his mouth, feeling the swallowed erection with his tongue and savoring the experience.
But to his own surprise, Kelly stopped long enough to back off and respond.
"Very good idea"