Fucking an old dear friend

The summer I graduated high school, I had a revelation. Not that I loved dick, I made that discovery when I was very young. Not that preferred dressing fem, that was the middle of high school and my classmates mostly accepted me eagerly. No, it was that I craved mature dick. Men with a certain experience. Men who could hold me and make me feel safe. Then rut me all night…

Anyways a week after graduating I decided to start working out in the gym in my apartment building. With no daily gym class or sports I knew I’d lose by girlish figure quickly with the way I ate. Usually when I went out I wore skirts and tiny shirts showing off my tight abs and mid-drift. But working out I’d often stick to a tight hoodie and bootie shorts. My ass was quite bouncy and full and my pride was always with me. Any man I caught looking would get as much as they pleased.

“Whew darlin, that’s an amazing ass you got there!” said a velvet voice from behind me.

I was riding a workout bike when I heard this. I was 20 minutes in and a solid sweat had built up. While still pedalling I took a look backwards and spotted him. He was 6’ 4” with salt and pepper hair. His face chiseled with decades of living. Brilliant blue eyes smiled at me to match the smirk beneath his well groomed beard. He was doing standing curls with about 250 pounds on the bar. As I pedaled he stood there smirking and curling, his eyes traveling up and down my back. I threw a wink at him and raised my ass up so I was pedaling with it as high as I could.

“Ugh!” a groan of interest emerged from behind.

I was pumping my glutes as much as possible. At the 25 minute mark I stopped and dismounted the bike. Turning around he had moved to the bench and was doing chest presses. His shirt was off and his body was on display in full glory. Some body fat and a small belly but his arms were rippling as he lifted the 250 pounds. His own sheen of sweat glistened under the lights. My clitty fluttered.

“Did you enjoy the show?” I asked as I walked up to the bench.

The weight bar separated us as I looked down smiling.

“Ergh, Y-Yes I did, and you have a face of pure beauty to beat the masterpiece behind you.” his compliment slithered out like a smooth whiskey.

His rhythm on his lifts were unaffected by his effort.

I caught myself smiling, plenty of guys have shot their shot with me but they rarely led with full compliments. I liked the old school approach he was giving.

“You are quite the entertaining show yourself.” I complimented back.

His eyes kept glancing up at me as he smirked.

“Yeah I can tell you’re digging it.” he said cryptically.

Until I noticed… My clit was showing in my tight shorts, I usually cage but it can be hazardous while working out.

“Oh, uh, how embarrassing! Sorry!”, I said as I covered it up with my towel.

He racked his load and sat up grabbing a towel to wipe himself and the bench down.

“Oh, doesn’t bother me in the least, a lovely thing like you liking what they see is just fine with me…” his tone was friendly and inviting.

I could feel my cheeks blushing, meeting someone who saw me as I was and immediately was into it surprised and excited me. Usually there was an awkward period of them understanding what a femboy is and making their own minds up.

“I’m David, unit 608.” David said, extending his hand.

It was massive and the vascularity of his arms was melting my resolve.

“Andi, unit 203, an absolute pleasure.” I said extended mine.

He kept perfect eye contact and took my hand which was engulfed entirely by his. He didn’t shake but lifted it and kissed the top of my hand. I blushed harder and had to look away, he was dripping with rizz and sexual energy.

“Um I usually move on to this station after cardio, do you mind? I know you probably have an awesome wife to get back to.” his smirk remained but his eyes shifted.

“No please, take it, would you like a spot?” he moved on quickly but there was pain there.

He wiped the bench and moved aside, I quickly sat and put my towel down and laid down underneath the bar. David took position above me, his frame towered over me and his mid thigh length shorts floated over my face, I stared into his eyes for apparently way too long.

“Want less weight?” David said, motioning to the 250 pounds on the bar.

“Oh, uh yes please take 100 off for me.” I said flustered by his big D energy.

David fixed the weights and then took position above me. I swallowed hard and gripped the bar. This was a normal weight for me and I usually did three sets of ten. I sucked in a good breath and pressed hard to lift the bar., David followed with me and kept his hands under until I started lowering the bar. Down and up, down and up. I did the first set smoothly and slowly. David watched intently but I spotted his eyes moving up and down my body. I set the bar and took a small break.

“Great form Andi, how often do you come to work out if you don’t mind me asking?” he was cute in his earnestness.

“Three times a week, why? Want to be my gym date?” I said with no drip of sarcasm but a bit of playfulness.

David blushed and glanced away.

“Hey sure, you seem like a nice girl. Always like making friends.” this man’s charm was intoxicating.

I smiled brightly up at him but noticed something, There in the shadow of his shorts leg a bit of something poking out. It was growing and coming closer. David’s got a third leg apparently. His shorts were short but NOT that short! He looked uncut and its outline was definitely showing on the fabric. David was a stud too… I prepped for the next set and David put his hands under the bar. I pressed up and let the weight hover for a second before starting the set. After two reps I could see his hardening friend more and more clearly.

“You…ugh… know…UGH…I don’t mind if your friend comes out…UGH.” I muttered as I did each rep.

David was centered on following along with me but soon his eyes bulged and his friend twitched as it was now fully sticking out down his left leg. His crown poking out its hood and tons of veins visible even on the bit sticking out. He went to cover up but-

“Hey hey, careful I’m mid set here!” I said quickly.

“Oh uhhhhh,” he stammered so adorably.

He rigidly took his position again to protect me but his cock was straining even more now. I was beaming inside but kept my composure. I finished and reracked. David immediately went to move away but I grabbed his legs and held tight.

“HEY, David, it’s OK! It’s ok.”

“Andi I’m sorry-”

“NO! I love it, David. It’s so hot.”

David was bright red and seemed flustered.

“David, I have one more set and I need to change my form. Would you mind helping me still? I don’t mind him peeking out… In fact maybe you can give me something to motivate me on this last set?” my words are pitiful and eager all the same.

His bright blue eyes pierced me deeply. He was likely dying inside from horniness and I could feel his heat and want.

“I…I’ve never…” he trailed off.

“You’ve never enjoyed someone like me? But you’ve wanted to, right?” my question filled the emptiness.

David nodded.

“David, I want to see what you’ve got there, please let me see it. I’m dying to see all of you.”

I sat up and turned around, I reached up to his face and he didn’t flinch or pull away. I found his cheek and stroked his thick manly beard. It was soft to the touch and well cared for. Slowly I let my hand come down and lay on his chest, the pec beneath was solid muscle and going further his cute belly had firm abs underneath. As my hand approached his waist he put his left hand on my face and stroked my cheek with his thumb.

“Why are you so kind to me?”, David asked.

“I just thought you seemed sweet and cute. I love it when a man as hot as you makes me feel good.” my finger hooked his waistband.

As I tugged he didn’t fight it, as I pulled his shorts and boxers down with one finger he even stuck his hips out. I glanced up and he was watching my hands and seemed filled with need. The shorts lowered and I could see thick pubes the same color as his hair, mostly grey with some brown, then lower the base of his dick. Two inches wide and then the length seemed to never end as the shorts got lower and lower finally they fell down and his majestic cock was semi hard and halfway down his thigh.

“Oh David you are such a sight. This will work perfectly.” I stifled some drool nearly exiting my lips.

I turned and laid down on the bench again but moved my legs backward as far as they could go. David took his position and bent over to keep his hands under the bar..

“My last set David, I’m giving it my all and need you to stay with the bar so it’s safe, please get as close as you can.” I looked for his approval.

David’s dick was now blocking his face but he peeked out from above it and smiled. He then spread his legs a bit and waddled over the part of the bench that stuck out from underneath the bar rest. Conveniently this made his crotch float over my head.

“Don’t worry Andi, I’ve got you. Just work that core and you’ll be fine.” David said with such sexy confidence.

I gripped the bar, pushed hard with my legs and arched my back for maximum effort. I lifted the bar and gingerly began lowering it. David did as instructed and squatted with the weight keeping his hands at the ready underneath the bar. “Coincidentally” David’s swelling prick was also coming down on top of my face. I did my absolute best to go as slow as possible, watching his wobbling cock come lower and closer, until… plop. The bar was on my chest and David’s balls were on my forehead, his shaft resting on my chin and draping off it. Inhaling deep his musk flooded my brain with lust and the sweat coating his beautiful organ left a wet cockprint on my head.

“OH! Uh, sorry. Urgh. Lift Andi you can do it!” David said with full support of my strength.

I used my legs to push and my strength from my feet to my core and then my arms lifted the bar. David followed with it and his sweaty sticky dick peeled off my face. The column of heat was replaced with the cool gym air and I lamented the loss his dick’s embrace. Arms fully extended, the weight was still manageable. So I continued the set, this time David tried to push his ass out but instead his cock flopping on my face, he cock head lined up perfectly with my lips. With all the weight on me, I couldn’t help but give a small kiss. David shuddered and his hands slipped for only a second. The full weight of the bar rested on my chest and I gasped. Simultaneously David lost his balance and fell forward. POP his semi hard cock head slipped past my lips and I sucked in hard. My eyes opened wide and all I could see was David’s shaft and balls above it. The thick shaft ran down and was prying my mouth wide open. David still was unbalanced and was trying to find something to grip. His cock shifted and shoved its way down deeper into my mouth and all my body thought to do was suckle at his meaty cock head. All this while being turned on and accidently face fucked.

And I thought to myself, “What an elegant and ironic way for a cock slut to die.”

But I didn’t die. David found the bar rest and lifted himself up, his cock popped free and he began apologizing as he lifted the bar without any effort.

“Oh Andi, you poor thing, are you OK!?”

“COUGH cough… yeah, yeah honey, doing ok.”

I wasn’t lying, other than being slightly winded I was fine and my jaw had been stretched before. David was suddenly at my side on the bench, his arm around me looking concerned.

“Andi, I don’t know what I was thinking. I just wanted to spot you and then you were playing this game-”

I shifted and placed my shaking hand on his naked thigh.

“DAVID! I’m fine… it’s ok.” I could feel his pulse from his leg, it was coming down a bit.

I could see he was still excited though, so I stood up and took his hand.

“Come with me, sweetie.” I said as I led him to the locker room.

Once we were inside I took him to the darker aisle of lockers and to the end of the bench near the showers.

“Sit!” I pointed to the edge of the bench and he did as ordered.

Even sitting David’s frame was huge and little me at 5’ 2” only saw eye to eye with him now that he was man spreading over the bench. He looked me in the eyes, still showing incredible remorse.

“I just wanted to see if someone like yo-” I cut his words off with a deep kiss.

His strong large hands immediately clamped on to my ample butt. As our tongues danced in the sweaty stinking locker room, I managed to arch my back and let his fingers wander over my curves. After some moments and his fingers dancing into my crack to brush my rosebud and into my crotch to cup my clit; I broke the kiss, breathing deep and resting my forehead on his I took a breath.

“David, you are a rock hard mature fuck daddy and I want to suck that dick before it’s too late.”

Silently, he put his hands on my shoulders and pushed down, I slid down to my knees and looked straight into the still hooded crown of David's pike. I used my right hand to grip his base and reveled in the heat coming off his cock. The green veins criscrossed with heavily defined ripples of others. Jerking his cock to the right I bent over past his shaft to bathe his balls with my tongue. His deep voice groaned and echoed in his chest. The sweat and scent permeated my senses and brain. Salty and sour, mixed with the coarse ball hairs coated my tongue in his flavor. When I kissed him I smelled sandalwood and leather, when I sucked on his ballsack I tasted manhood. A cock so mighty and well aged I intended to please it anyway I could.

After coating his ample sack in saliva I popped each one in my mouth to suckle at the cum tanks preparing my after workout protein shake. My right hand had been loosely shuffling his now semi hard 10 inch prick. Precum was lightly leaking from his still hooded glans. Moving on from his balls I dragged my tongue up and down his length, each journey finding new bumps and ripples that would be tickling me soon. I felt David’s torso bent over me and his hands molesting my tiny body. As his hands slid to my cheeks I arched my back and lined up his prick with my drooling slutty mouth and enveloped his hooded cockhead. David’s cock bucked and blasted a healthy dollop of pre onto my eager tongue. He tasted delicious, so I caressed his glans and poked into his hood to let the tip of my tongue slide around his nestled prickhead. The pre continued to drool from his piss hole.

“Fuck Andi, no one has done this for me ever!”

I stopped sucking but kept a good shuffle on his cock with my hands.

“You taste so good baby, how backed up are you?”

David’s eyes were full of hunger and lust. His hands gripped my head and shoved me back down on his now steel 12in prick

“Years son, you have awoken something I didn’t know I missed.”

SON!? Not even going to touch that but his lust was intoxicating. No one had made me want to be fucked in every hole and bred like this. My body screamed for his dick. I began feeding more and more of his length into my mouth, an extra bit on each stroke, David’s hands remained firmly locked to my head but not driving me. As I felt his cushy fat cock head hitting the back of my throat I pushed up hard to dislodge him from my mouth. Gasping I moved my hands to his hood and gently but eagerly pulled down his sheath. As his full mushroom head popped free I could smell the real him. The filthy extra bits that I knew would stain my tongue and let me taste him hours later.

“Oh fuck! Such a good cocksucker!” David's words pleased me.

Giving his tip renewed attention, I was now dueling a bucking bronco in which his sensitivity skyrocketed. Precum now drooling out of cock I engulfed my new friend and swallowed hard. WIth not a single hesitation my chin now rested on his pent up balls and his white prickly pubes tickling my nose. I inhaled deep through my nose and shuddered in ecstasy from being so stuffed with his prick. I could feel the pressure of his shaft deep in my throat, it bucked and throbbed heavily over and over as David enjoyed my enthusiastic cock gobbling. As his cock belched more pre down my gullet I started massaging his hairy ball sack. Coddling his lovely overfilled testes, rubbed his pubes harder into my supple chin, the sheer lewdness was driving me wild and causing me to deeply groan and vibrate my lover's cock.

After a moment I extracted his foot of cock to the tip and then plunged down, my throat making squelching noises in time with my deep throating. I still held on to David’s balls to hold their heavy heat in my hands and get a signal when my protein shake would be ready. David just kept his hands on my head, letting them caress and enjoy my well kept short brown hair. It had to have been 5 minutes of taking David’s mighty dick before I felt his balls twitching. I stopped my technique and pulled his prick out so the tip so it rested on my tongue. I started swirling his cockhead while giving quick short strokes on the top. David’s sounds of pleasure made my clitty so hard.

“ANdi… I.. I’m”

“Let it out… Let it all out for me…” I coo’d

He seemed on the edge and still unable to release. I thought back to when we started…

“Cum David!, Let it out. I want to taste you. Cum for me! Cum for ME… DADDY!”

A sizzling blast of jizz stung me in my face, I quickly re-aimed and another hit my tongue. I immediately shoved his cock down my throat as much as I could and David began grunting like a mad man, his cock letting months of unspent thick fertile cock cream drain deep into my meager body. I coo’d and savored the taste in my mouth. Salty, mildly sweet thick cum stuck between my tongue and the rock hard cock releasing its payload past my tonsils.

David’s hands remained on my head, squeezing a bit harder though. I let my hands run up and down his legs and to his firm but grippable ass. I wanted every drop and as his prick softened in my throat I extracted it so I could suckle and clean it for him. To let it be free of all his need and want. I wanted every bit of him.

After several minutes of us singing in pleasurable coo’s and grunts and and his cock still twitching in my mouth. I let it fall limp still hanging low below his legs. David laid back using an arm to keep himself sitting up, but soon he slid down in a nearly sleeping sex stupor.

“That… that was.. Amazing.” he said in pure contentment.

I crawled over to his face and kissed his furry sweaty mug. He smiled and drilled his blue eyes back into my brain and subconscious, I felt I was going to dream of him for my whole life. That’s how good his dick was.

“So…” I said with quite a bit of subtext.

David sat up, now towering over me again even while sitting.

“So…”

I waited. I guess he waited too.

“Would you mind if I came to your place sometime?” since I took initiative before, why not now.

David looked down, then back at me. His eyes wandering but also eager to keep staring at me, his smile quivered. I could see he was doubting anything I was picturing.

“It’s OK, I get it… I’ll see you around, I usually workout around now. Monday, Wednesday and fr-”

David’s giant hand grabbed my arm.

“NO! No. You are incredible! Of course I want you to come see me. COME TONIGHT!” his eagerness was very surprising.

I moved closer and hugged him as best as I could, my arms barely went around his back. His hands again settled on my ass. I lifted his head and kissed him deep.

“I like Italian and French food. See you at 6.” breaking my kiss, my voice clear and confident in my new friend’s interest.

I wiped my mouth and sucked my thumb while staring in his eyes. I then turned and walked away swaying my hips leaving my new old friends sitting naked, balls drained in the locker room.

I thought to myself, “Old dick is where it’s at. Hope he has friends.”