The Setup

By Zyngaru
zyngaru@ml1.net

Copyright 2023 by Zyngaru, all rights reserved

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This work is intended for ADULTS ONLY. It may contain depictions of sexual activity involving minors. If you are not of a legal age in your locality to view such material or if such material does not appeal to you, do not read further, and do not save this story.
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The Set-up

Hi.  I’m Oscar Meyer.  Yep, just like the hotdog.  Go ahead and laugh.  Everyone else does.  It’s a sick joke my dad played on me when I was born.  He took off right after, so he doesn’t have to deal with it.  I do.  I’m eleven years old and I’ll be starting middle school in the fall.  You know how bad things are going to be for me in Middle School with a name like Oscar.  Then have Meyer after it.  My life is going to be pure hell.  Add on top of that, I have to start in a new school in a new state and a new town.  I won’t know anyone.  Well except for the two boys that live close to my new house.

Mom and I were still moving in when Jake and Kyle rode up on their bikes to say “Hi.”  I soon found out they’re both eleven also and we’ll be going to the same school.  It’ll be new for them too, since they were in Elementary School last year, like me.  They’ll know some of the other kids, but only the ones that went to their elementary school.  The rest will all be new.

That very first day they got off their bikes and helped carry boxes in our house.  They helped me open my boxes and unpack my room.  They helped put my bed together and move the furniture around until it fit like we liked it.  We hit it off right away.  Every day they come over to hang out.  We go bike riding, so they can show me around.  We go to the park pool to swim.  We play ball at the sports fields.  We are fast becoming friends.  Well Jake and Kyle were already best friends, but now I’m getting to join them as a friend.  I never had many friends back home, so this is cool getting two friends on the first day.

Today’s Jake’s birthday.  He’s twelve now.  Both Kyle and me have a whole half a year to go before we turn twelve.  With Jake being the oldest, he just naturally is the leader.  Kyle and me do whatever Jake says we should do.  It’s not like he’s mean or anything.  He ain’t no bully.  Just him being oldest, makes him our leader by default.  So, today I’m going over Jake’s house for a birthday party and then sleep over tonight.  The thing is.  I never do sleep overs.  I’m very shy and backward.  I’m also extremely modest, especially when it comes to changing clothes and getting naked in front of other people.  That’s another reason middle school is going to be hard on me, because we have to take showers after PE class and be naked in front of each other.  Chalk it up to not having a dad at home.  Just me and mom.  I was already shy around mom by the time I started school at age six.  After the first month, mom never saw me naked again.  No more her helping me with my baths.  That was for babies.  At least that’s what the other boys at school said, so mom got kicked out of the bathroom at bath time, so I could give myself a bath.

Now the thing is, even though I don’t want anyone seeing ME naked, I so want to see other boys naked.  Over the years, I occasionally got to see a friend here and there naked.  Catch him changing clothes, or taking a bath or peeing, something along those lines.  I had even caught a couple friends getting a naked spanking and then standing in the corner after.  I tried to leave, but their mom told me to stay, that we could play once their punishment was over.  I don’t get spanked.  I never have.  Mom don’t believe in it.  Which is a great thing because this way she doesn’t see me naked.  I’ve been trying to think of some way to go to the party but not stay for the sleep over, but for the life of me I can’t find a good enough reason that won’t make them mad at me.

So with gift in hand, at four in the afternoon I ride my bike to Jake’s house.  Kyle is already there, which I expected.  Kyle pretty much lives at Jake’s house.  Now to say this is a Birthday Party is actually lame.  Jake opens his gifts.  We eat cake and ice cream.  We play a few games to make Jake’s mom happy and then we take off to his basement to hang out.  There are three mattresses on the floor up against each other.  So, I find out that we are sleeping in the basement tonight.  Kyle lets me know they always do their sleep overs in the basement, because Jake’s parents never go down there and we don’t have to go upstairs because we have our own bathroom, snacks, TV, gaming machine and everything else we need to survive until morning.  Being summer, we’re only wearing tee shirts, shorts and underwear.  Which is all any preteen boy needs to wear when hanging out with friends in the privacy of a basement. 

Now boys being boys, it isn’t long before we’re wrestling each other on those mattresses.  It’s a free for all.  We are all trying to get any advantage on either of the others that we can get.  Of course, once you do, then that leaves you open for an attack from the third boy.  That of course doesn’t keep us from trying to get that advantage.

I’m really happy that I didn’t chicken out on coming to Jake’s for his sleep over.  I’m having the time of my life.  We can be as loud as we want to and rough house as rough as we want to with no adults to tell us to calm down.  We can let all of our hyper activity loose and just have fun.

“Time out.”  Jake announces.  Of course, we stop to see what Jake has planned next.

“I gotta take a dump.”  Is his big announcement.

Kyle and I watch him go to the bathroom and shut the door.

“You don’t wanna go in there when he’s finished.  He can stink up a bathroom.”  Kyle informs me.

“Good to know.”

We both laugh, as we hold our noses to Jake’s fake stink.

“Oscar.  You know if we team up, we can take Jake down.”

“I guess we could, but he’s older than us.”

“But there are two of us, to just one of him.”  Kyle points out.  Which is obvious preteen logic and math skills.

“It would be fun to beat him.”  I add.

“Ya.  I’ve never beat him.  Until now, I’ve always had to try on my own, but now that you’re here, we can gang up on him and win easily.”

There is something exciting about the idea of beating someone older than you.  I can feel that excitement building inside of me.  Just the idea that Kyle will side with me against Jake is awesome.  Two on one is always better than free for all.

“Okay.  I’ll do it.  Just say when and I’ll only go after him.”

“Great Oscar.  Let’s wrestle as usual for awhile and then I’ll tell you when to go after Jake all the way.”

“Okay.”

It’s then when Jake reappears from the bathroom.

“Oh! My gosh, Jake.  I can smell your crap all the way over here.”  Kyle announces and then he starts laughing.

Of course, that only eggs Jake on, so he jumps on Kyle and the wrestling is back on again.  I join in, laughing, grabbing and pulling on whichever one opens themselves up.  We are back to full on wrestling again.

“Now!”  Shouts Kyle.

That’s the signal and I stop wrestling Kyle and go for Jake’s legs.  Kyle stops wrestling me and goes for Jake’s arms.

“I see what you two are doing.  You went and made teams.  It ain’t going to work.  I can take you both on and win.”

Jake is actually strong.  It isn’t as easy as two on one.  Jake is like two of us, he’s so much stronger.

“You two just wait.  I’m going to beat you both and then you’re going to pay.”

Okay.  I didn’t agree to no paying of anything.  That sounds ominous, but yet exciting too.  What boy doesn’t want some excitement over possibly having to pay a forfeit after losing a game.

“Keep going, Oscar.  We got him.  He’s just blowing off hot air.  He can’t take us both.”

“You guys go ahead and think that.  When I beat you, I’m going to give you both a bare ass spanking.  You wait and see.”

Oh! No!  Jake just said “bare ass.”  As in my ass will be naked.  No way.  There’s no way he can win now.  I’m not letting anyone see my naked ass.  Jake ramped up the stakes and no one gets to see my butt, not even best friends.  So, I double my efforts.  This has just changed from a fun game to survival.

“We gotta beat him Kyle.  We just gotta.”
“I agree Oscar.  No way I want a spanking.  Especially bare ass.”

“Me either.”  I agree.

Then Kyle says the magic words to make my dick jump for joy.

“Why don’t we take HIS clothes off, since he wants to strip us?  What you say?  You want to strip him naked before he can do it to us?”

Boing!  Just hearing Kyle say strip, bare and naked, makes my penis stand to attention in my briefs.  Now there’s no way I ever want to be seen naked.  But the chance to see another boy naked and even get to make him naked is just too good of a deal to pass up.  My horny preteen desires take control over me.  I put all of my focus into stripping Jake naked.  I want to see his penis.  I gotta see his penis.  The urge inside me builds and builds like an obsession.

“Let’s do it before he can do it to us.”  I announce, and with that declaration, I’m all in.

Kyle and I double our efforts and it’s not long before we are pulling Jake’s tee shirt up over his head. 

“Don’t pull it off yet.  I’ll hold it so you can go for his shorts.  He won’t be able to fight back as hard if he can’t see and his arms are pinned up.”  Kyle instructs me.

“Great idea.”  I reply.

I climb up on Jake’s legs and sit on them as I fumble with the fastener to his shorts.  I can’t believe this is really happening.  I’m going to take Jake’s shorts off.  I’m going to see his underpants.  Who would have thought this would happen at his sleep over.  This is awesome.

“You guys are in so much trouble.  Just wait until I get hold of you.”  Jake rants at us.

I pay him no mind, because I can see how this can work, I just need to get this button undone.  Then it happens.  It comes loose, so I pull his zipper down.  I can now see his bright white briefs shining through.  Now that I have his shorts undone, I move to his ankles and start tugging away at his shorts.  It takes a couple strong pulls before they pull free of his ass, but when they do they slide right on down to his ankles and off.  I have Jake’s shorts in my hand.  I’m so excited.  I stripped Jake’s shorts off and I can see his underpants.

Unfortunately, that frees Jake’s legs and he quickly thrashes backwards towards Kyle who trying to get away from Jake, pulls his tee shirt the rest of the way off.  This is both a good thing and a bad thing.

The good thing is that Jake is now wearing only his white Fruit of the Loom briefs.  I’m seeing Jake in just his undies and it’s so thrilling for me. The bad thing is that Jake is free and coming after us.  Since we no longer have him pinned down, I can’t just pull his undies off like I did his shorts.  Jake’s up and moving and what’s worse, he’s coming straight for me.  A moment of panic fills my entire body. The fear of Jake doing to me what I’m doing to him all of a sudden becomes real.

But that’s when Kyle dives for Jake’s ankles from behind and down he goes, front first onto the mattress.  I dive on top of him, grabbing both wrists and pull them down hard to hold his top half.  My moment of panic disappears like it never was and I’m back to stripping Jake naked, because I want to see his penis.  He’s a whole half a year older than me, and I want to see how his penis is different from mine.  Kyle slowly wrestles his way up Jake’s legs until he is close enough to grab the leg opening of his briefs.  Jake wiggles around trying to break our hold on him, but at the same time Kyle is pulling on the bottom of Jake’s underpants.  The combination of Jake wiggling around and Kyle pulling is causing Jake’s underwear to slowly work their way down his hips.  Slowly, ever so slowly, Jake’s butt crack becomes visible.  More and more of that crevice can be seen as Jake struggles from letting it happen.  I’m actually seeing Jake’s ass crack and it’s awesome.  I see his butt.  Jake’s butt.  It’s right there to see and I see it.

If only Jake realized he’s actually causing his own briefs to come down by struggling.  He should just lie still and make us work for it. But he doesn’t and before he knows it, the waistband is clear of the crest of Jake’s buttocks and now it’s quick work to finish stripping Jake stark naked.  His briefs end up in a ball in Kyle’s fingers and Jake is naked on the floor.  Jake is nakers.  He’s really nakers.  I’m see my new friend without anything on.  He’s in his birthday suit. I can’t help myself.  I just have to do it. I reach over and spank Jake’s bare ass.

“Who’s ass were you going to spank?  Looks like your ass.  Yep, your ass is getting spanked today.  Just think of this as your birthday spanking.”  I tease.

I keep spanking that golden globe of tanned boy butt. Obviously Jake runs around naked outside for his butt to be tanned.  I wonder when he does that?  I sure ain’t going to do that with him. Soon Kyle is spanking it too.  This gets to be too much for Jake who roles over on his back, so we can’t spank him anymore.  But now his dick and balls are right there in the open. I’m in awe.  I’m staring at Jake’s beautiful boy parts.  His cut dick is three inches long and sticking straight up.  Jake’s dick is twice as big as mine.  Jake has a man’s sized dick, while I’m still a little boy.  At least it’s still skinny and bald like mine.  His marbles have descended, but not by much.  I’m in a trance as I soak in the sight of Jake’s penis and balls. 

Then something happens that shocks me for real.  Kyle moves forward and starts licking the head of Jake’s dick.  He’s holding the shaft with one hand while licking the head of Jake’s wiener with his tongue.

“Come on Oscar.  Join me.  It’s fun.”

That’s enough to bring me out of shock and stare at Kyle as though he grew another head.  He’s actually licking Jake’s dick.  Then he opens his mouth and in goes Jake’s dick inside.  Kyle is sucking Jake.  I move up really close to watch.  I’ve never seen anything like this.  Not even in my dreams.  Kyle pulls off.

“Your turn.”
Kyle just looks at me with anticipation of what he wants me to do evident in his eyes.  I’m confused.  Are boys supposed to do stuff like this?  But it looked like so much fun when Kyle did it.  Besides Jake was going to spank us, so we should do something to humiliate him.  I slowly get closer to his boner and stick my tongue out and tentatively give it a small lick.  To my surprise it doesn’t taste awful.  It doesn’t have much of a taste at all.  So I lick it again.  Then again.  Jake’s dick twitches as I lick it.  I go for the whole thing and slip his bone right in my mouth and start sucking on it like I would a lollipop.  It’s actually fun doing this.  I wouldn’t have ever thought it would be fun.  I would have thought it would be something you had to force someone do.  Not do it for fun.  But I’m loving it.  I keep on sucking and I can feel Jake tensing up.  His hips are humping into my face as I suck him and then he shudders.  I didn’t know a boy could shudder, but Jake just did it.

“My turn.”  I hear Kyle say, so I pull my mouth off Jake’s boner and let Kyle have his turn.

I move back up towards Jake’s shoulders in case he tries to pull free again, I can hold him down long enough for Kyle to grab him again.

“Oscar.”  Jake whispers my name, so I lean down so I can hear him.

“Oscar.  I know this wasn’t your idea.  It was Kyle’s wasn’t it?  He’s been trying to get me like this forever.  So, I don’t blame you.  Just him.”

“Thanks Jake.  I’m glad you don’t blame me.  I was worried that you would try and get even with me.”

“Nah.  I only want to get even with Kyle.”

I’m so relieved to hear that.  At least I don’t have to worry.  This whole thing could have went so wrong and I could be naked instead of Jake.  So, I’m happy he isn’t going to do nothing to me.  He just wants to get even with Kyle.  Since Jake’s really the boss, he won’t even let Kyle try to strip me naked.

“I’m glad to hear that, because I was worried.”

“You ain’t got nothing to be worried about Oscar.  Just help me get even with Kyle.  Team up with me against him.  That’s all I want from you.”

Now that’s really only fair, since I teamed with Kyle, it’s only fair I team with Jake.  Besides, then Jake will get Kyle naked and leave me alone.  It’s a win-win.  I keep my clothes on and I get to see Kyle naked too.

As that thought sinks in, I suddenly get the same obsession to strip Kyle naked that I had to strip Jake.  I so want to see Kyle naked.  I want to see his dick.  I want to suck his dick.  I don’t know why, because I never thought about sucking another boys dick before, but it was so much fun sucking Jake’s that I just have to suck Kyle also.

“Okay.  I’ll team-up with you.  When?”

“NOW!”

Just that fast, I let go of Jake and jump on Kyle.  I grab the hem of his tee shirt and pull it up and over his head and off.  Kyle is instantly bare chested before he even knew things had changed. Jake spins around under Kyle and grabs his legs, rolling Kyle over onto his back with Jake on top of his legs.  I toss Kyle’s shirt and pounce up on his chest facing towards his shorts.  I quickly reach over and start to unfasten them.  Jake reaches up and starts tugging, as I work Kyle’s zipper down.

I can’t believe this is happening again.  I’m stripping another boy.  I’ve went my whole life not seeing very many boys naked and now I’m actually stripping some.  This is the most awesome day of my life.  I’ll never forget this day, ever.

Soon, I can see the white of Kyle’s underpants.  This is when Kyle wakes up and comes to his senses and starts fighting to keep his clothes on.  But it’s too late for his shorts.  They are unfastened and being pulled down.  Kyle is holding on, but there’s no way he can keep this from happening.  But since he has a tight hold on his shorts, his Fruit of the Looms are an easy target.

I’m actually seeing Kyle’s underpants and he is wearing white briefs just like Jake.  I can’t wait to see all of them. I want to see Kyle in just his underpants.

So, I go for his undies.  I start pushing them down his hips.  This wakes Kyle to his new threat, and he releases his shorts to hold onto his undies.  Jake takes full advantage and with a quick, strong tug, down goes Kyle’s shorts to his ankles and then off completely.  Kyle is left with just his underpants on.

I’m looking right at Kyle’s underpants.  I’m seeing him in nothing but his briefs.  This is so awesome.  I’m loving every moment of this.

Jake begins tugging away at them.  Kyle is holding onto the waistband for dear life.  I try to loosen his fingers from the grip, as Jake pulls on Kyle’s briefs, they are stretching more and more.  Jake just keeps pulling harder and harder and Kyle’s briefs stretch more and more until all three of us hear them rip.  Kyle’s underwear rips into two pieces leaving Kyle’s boy parts completely exposed.  I’m seeing his cut two inch bald penis and tight marble balls.  Even Kyle is bigger than me.  But right now I don’t care, because no one else will know that.  I’m looking at Kyle’s dick.  I really can’t believe this is happening.  I just stare at his nakedness. 

For some reason, I love seeing naked boys as long as it isn’t me.  Kyle is no exception.  I can compare Kyle to Jake now.  It’s obvious Jake is older because his penis is longer.  Jake pulls the two halves of Kyle’s undies away and then goes to licking Kyle’s wiener and balls. 

I quickly join Jake and lick Kyle’s wiener too.  Kyle soon has a full boner.  It’s not much longer boned up than it is soft.  As I’m sucking Kyle’s bone, Jake moves around, so Kyle can suck his boner too.  Before today, I never thought I would ever do anything like this.  If I was still living at my old house, I don’t think I would ever do this.  But it seems okay to do it with Kyle and Jake for some reason.  My own dick is rock hard in my underpants concealed by my shorts.  I can’t keep from rubbing on it as I suck Kyle.  My dick is feeling so good right now.  I so want to pull it out and play with it, but not with theses boys here.  They’ll see it and I don’t want them seeing it.  I feel Kyle’s dick twitch in my mouth like Jake’s did, so I suck harder and watch to see if he shudders like Jake did.  Sure enough, just as his dick twitches again, I feel his entire body tremble and shake under me.  I don’t know what that is, but both Jake and Kyle did it when I sucked their boners.  I even think Jake shuddered again.  He just pulled his dick out of Kyle’s mouth and laid back closing his eyes.  Kyle is lying there with his eyes closed to, so I pull off his dick and lay down to rest also.  Neither boy seems concerned about being naked.  I wish I could be like that, but no way.  I would absolutely die if I were naked like they are right now.

I didn’t realize just how exhausting this wrestling can be.  I can feel myself trying to fall asleep.  I glance over at the boys and they still have their eyes closed and their dicks are back to being soft.  I think they might have fallen asleep, so I lie back and close my eyes and let myself sort of day dream about how lucky I’ve been today to get to see my two new friends stark naked.  That rarely happened at my old place.  I’ve only been here for a few weeks and now I’m getting to see them both stark naked at the same time.  As I daydream, my on dick is still hard.  I don’t know why but thinking about their naked dicks is keeping me aroused.  It’s a good thing they are sleeping or they might see that I have a bone in my shorts which would be so embarrassing.

It’s then that I feel both of my arms and both of my legs being pinned down.  I quickly open my eyes to see Kyle holding my arms and Jake holding my legs.

“Guess what Oscar?  It’s your turn.”  Jake tells me.

“No Please.  You said if I helped you that I’m safe.”

“You were.  But now you’re not.”  Kyle adds.

“Please guys.  I don’t like to be naked.  You gotta let me keep my clothes on.  Please.”

“Fairs fair, Oscar.  You got to see us naked, now we’re going to see you naked.”

My worst fear is happening.  The reason I was unsure about coming here for Jake’s sleep over is taking place.  I have to do everything in my power to keep it from happening. I can’t let them see me naked.  I just can’t.  I’ll die from embarrassment.  I might even have a heart attack.  I can see the headlines.  Eleven-year-old boy dies of a heart attack as he is being stripped naked. 

I try to fight them.  I tug with my arms trying to get one of them free.  I pull my legs back to me trying to free at least one of them.  So far no luck, but they are having to struggle to keep a hold of me, so they aren’t able to try and take anything off yet.  I just need to keep them having to hold me down, so they can’t mess with my clothes.  I have to stay clothed.  I’ll die if they see me naked.  I have to fight them.  I give it everything I have to keep them from gaining an inch. 

That’s when they double team me on one piece of clothes at a time.  Jake scooches up my legs until he’s sitting right on my pecker.  Kyle scooches down until he’s sitting right on my chest.  I try to reach around Kyle to keep him from grabbing my tee shirt hem.  That’s when Jake grabs my wrists.  That leaves Kyle free to reach down and lift the hem of my tee shirt up revealing my belly button.  I hate people seeing my belly button.  It’s ugly.  It’s like this deep pit in my belly.  I can stick the whole end of my finger all the way up to the end of my fingernail into it.  Lint is always getting caught in it.  Kyle pulls at the bottom of my tee shirt, so it moves down my back as he scooches back toward my head.  The entire time, he’s also pulling my tee shirt up away from my body, so they can see inside.  Jake is keeping a hold of my wrists, so I can’t get close enough to grab my shirt to hold on to it.  With my legs being free, I try to buck Jake off my waist, but he won’t budge.  Soon Kyle has backed off my chest and is sitting on my head and my chest is bare with my tiny hard nipples showing.  My nipples are always hard and pointing out.  I can’t wear a button up shirt without an undershirt or my nips get rubbed raw.  I hate my nips.  Other boys including Kyle and Jake have manly nips, not pointy girl nips like me.  I can’t believe they’re seeing them.  I so want to crawl into a hole and pull it in over me, but I can’t move.

Kyle backs on back until he’s off of me totally.  Jake moves on up to my chest leaving my whole bottom end free to move around.  But as hard as I might, I can’t dislodge Jake from off of me.  No matter how far I kick my feet out, I can’t even roll over, let alone get Jake off of me.  Kyle pulls my tee shirt over my head and off except for my arms.  That’s when he slide one arm hole up at a time and together they pull it over my hand and off, before switching grips on that wrist to keep hold of me.  They do the same thing with the other hand and now I’m bare from the waist up and the waistband of my briefs are even showing over the top of my shorts.  This is bad.  This is very bad.  They are seeing me half naked.  No one is supposed to get to see me like this.  I’m so embarrassed right now.  If I could get free, I would run home and never talk to these boys again.  They are totally humiliating me beyond anything they can imagine.  They might like playing this game, but I don’t when it comes to ME getting stripped.

Now that my tee shirt is off, Jake scooches back down towards my waist.  Kyle climbs back up on my chest.  Jake slowly hands off my wrists to Kyle to hold.  I see the opening to break free, but I can’t do it.  Jake doesn’t let go until Kyle has my wrist held tight.  Once Kyle has my wrists, which allows him to control my whole upper body, Jake scooches on down to sit on my upper thighs giving him free access to my shorts.  Now, unlike Jake and Kyle who go beltless, I always wear a belt, because I never want my jeans or shorts or whatever I’m wearing to accidently fall down.  Boys pantsed me at school a few times and after those experiences I started wearing a belt.  But in this case, my belt isn’t going to help. 

“Please guys.  No more.  Ain’t having me bare chested enough?  Please don’t take my shorts and underpants off.  I don’t want to be naked.  Please.”

Jake ignores my protests and takes a hold of the buckle and begins unfastening it.  Once he has it undone, he unsnaps my shorts and lowers my zipper, revealing my white underpants.  It also reveals my boner bulging up in front. 

“Well.  What do we have here?  Looks like Oscar likes being stripped.” Jake announces.

“It sure does.  All his protesting is just a ruse, he really likes it.”  Kyle adds.

Jake then rubs my undie covered boner.

“Let me give it a feel.”  Kyle speaks up.

Jake takes my wrists, so Kyle can touch my boner.  He not only rubs it, but he actually takes hold of it between his fingers and strokes it up and down, making it get even harder.

“Please.  No more.  Let me up and get dressed.  I don’t like this.”

“You liked doing it to us well enough.”  Kyle tells me.

“That was different.  You guys asked me to do it.”

“You could have said no, if you didn’t enjoy it.  But you did, didn’t you?”  Jake asks.

I don’t want to answer him, because yes I did enjoy it. It’s the best thing I’ve ever done in my life.  I still like seeing them naked.  Both of their dicks are right there in front of me and I love looking at them.  But I don’t like it when someone is stripping me naked.  That’s the difference.  But they don’t see that.  They look at it as, I stripped them naked, so they get to strip me naked.

“Please stop.  Please.”  I plead.  To no avail.

Once Kyle has my wrists again, Jake begins pulling my shorts and undies down together.  Before I know it, my naked pecker is out in the open for both of them to gawk at.  Heck, it’s only an inch and a half whether its soft or hard.  Sometimes when it’s soft, it even shrinks smaller.  I feel so exposed.  I feel so vulnerable.  I also feel really, really excited.  My boner proves that.  My boner right now is the hardest it’s ever gotten before.  Jake keeps scooching down and pulling my shorts and undies down along with him.  By the time he’s sitting on my knees my clothes are past my balls, so every little bit I have is showing.  My tiny dick with my tight, microscopic nuts below it.  Everything’s hairless.  There isn’t even any fine fuzz.  I’m as smooth down there as a cue ball.

They are seeing my most private parts and my chest is pounding from the anxiety of it all.  My heart is racing.  My breathing is fast.  I just know I’m about to have a heart attack, for real.

I’m still fighting with everything I have.  I’m struggling to keep this from happening to me.  I’m just not getting anywhere with fighting back.  The way these two have gotten me stripped so quickly and easily, it makes me believe they’ve done this before.  I bet they’ve done this to other boys.  Soon my shorts and undies are off my ankles and I’m as stark naked as a newborn baby, in front of my two friends.  They’re seeing what I’ve feared they would get to see when I was first invited to Jake’s sleep over.  Now it’s happened.  I’m naked.  I’m exposed.  I’m bare.  They see my pecker.  They see my balls.  They see my ass.  They see my belly button.  They see my nipples.  They see every inch of me.  I’m humiliated beyond describing.  I can’t describe just how low I feel at this very minute.
Then in an instant, everything changes.  I feel a wet warmth flood over my dick.  Looking down, I see Jake licking my boner.  Soon, Kyle is right there with him, licking my balls. My dick is covered in warm saliva.  They are slobbering all over my most private of parts. The sensations going through my dick and the rest of my body are totally indescribable. 

Then my mind makes a drastic switch.  It goes from “Please Stop” to “Don’t stop no matter what.”  I’m still humiliated being here naked, but now I also feel such awesomeness in my dick, balls and tummy, that I never want them to stop, no matter how embarrassing it gets. That’s just how I feel from the licking.  Then the sucking begins, and I’m in a whole other universe.  Kyle has my boner deep in his mouth and he’s using his lips to suck it like it’s a babies nipple.  Jake moves around and crouches over me so that his dick is right in my face.  I reach up and grab it shoving it into my mouth, so I can suck on him like Kyle is sucking me.  Then Jake picks Kyle up by his ankles and wraps his lips around Kyle’s boner and starts sucking it.  Kyle is basically upside down, with his dick in Jake’s mouth and his face down, with my dick is in his mouth.  We have to look really funny, right now.  I can imagine it looks like a can of worms all wrapped around each other.  Except these worms have dicks in their mouths, like it’s some kind of mating ritual.

I have no idea how long we stay this way.  It might be all night for all I know.  I know, I have multiple shudders.  Whatever those are.  I just know they feel awesome and no sooner than one is over, I go and get another one.  I know we switch off many times.  I have sucked both boys multiple times and they each have sucked me lots of times.  At some point we must have fallen asleep like this, because the first thing I see when I open my eyes is Jake’s mom looking down at us.  I’m stark naked in front of Jake’s mom.  At least I don’t have a dick in my mouth.  But I’m all tangled up in the other boys’ arms and legs.  It takes me a few seconds to get untangled.

“Good morning boys.  I was wondering if you were going to sleep all day.  Oscar, your mom has called twice to see when you are coming home.”

Just the thought of mom seeing me like this, causes me to jump to my feet and cover my boy parts with both hands.  I’m standing here stark naked in front of Jake’s mom.  A women is seeing me naked.  It was bad enough Jake and Kyle seeing me naked, but now Jake’s mom is staring at me in my birthday suit and it’s not even my birthday.

“No!  No!  There’ll be none of that Oscar.”

I look at her puzzled.  I have no idea what she’s talking about, I just know that I want her to leave so I can get dressed, because now I feel all the anxiety I usually have about being naked.

“He’s super shy mom.”  Jake speaks up for me.

“Oh.  I can see how shy he is.  About as shy as you two miscreants.”

“Oscar.  You can be shyly naked all you want, but there’s no touching yourself in my house.  That is nasty and I won’t have it.”

Both Kyle and Jake giggle at the joke she doesn’t know she just told.  We were doing a whole lot more than just touching each others dicks.  I’m still confused by what she’s talking about.  I just want her to leave, so I can put some clothes on.

“Hands, Oscar.  Down by your side.  Now!  No touching yourself.  Do you hear me?”

I immediately drop my hands out of instinct and then go to put them back over my dick, before realizing that’s what she’s talking about.  She thinks I’m playing with my dick when I cover it up.

“Better.  That’s a good boy.  You can run around here naked like these two if you want. But no touching yourself or each other.”

“Yes. Ma’am.”

This is even worse.  Now she’s seeing my dick.  It’s not very big, but I don’t want a women seeing it.  She won’t let me cover it up either.  It’s like she wants to see it.  She likes seeing me naked.  How crazy is that?  Does my mon want to see me naked, like Jake’s mom likes seeing us boys naked?  I sure hope not.

“Okay.  Breakfast is on the table.  You boys need to eat before going home.”

She turns and leaves.  I start searching for my clothes.  I’m pulling on my undies.  Well, I think they’re mine.  They could be Jake’s or Kyle’s since we all wear the same underpants, but it doesn’t matter to me, I just got to get my dick covered up.  I can’t believe I slept naked instead of putting on my Pajamas.  Mom will think I’m some kind of pervert for sleeping naked.

“I gotta pee. Then I need to get dressed.”

I don’t bother to shut the door since the guys have seen all of me already.  I can hear them talking.

“I told you it would work.”

“You were right.  I never thought he would do it.  He seemed so shy.”

“If you set it up right, you can get anyone naked, no mater how shy they are.”

“But you did much more than that.  You got him to suck our dicks.  He’s so shy and modest, he wouldn’t let us watch him pee on a tree, and yet you got him to not only get naked but suck dicks.”

“Like I said.  It’s all in the set-up.”

“Well you set him up good.  You think he’ll do it again?”

“Oh ya.  But he’ll probably need setting up again, because once he gets dressed, he’s going to go back all shy and modest again.”

“Ya, shy and modest until next time we set him up to go naked and suck cock.”

“Shh!  I just heard him flush.”

So, this whole thing was a set up to get me naked.  I can’t believe I fell for it.  I mean, I hate any one seeing me naked and they got me to help get them naked, but then I let them get me naked.  How could I be so dumb?

I return to where my clothes are and start hunting for them

“What are you doing Oscar?  Come on, let’s go get breakfast.” 

“Like this!  Naked!”

“Oscar.  You’re not naked.  You’re wearing underpants.  Mine I think.  We know they aren’t Kyle’s because we ripped them suckers in half.”

“Wearing underpants is the same thing as being naked, and you really can’t think I should go to breakfast in just my underpants.”

“Sure, why not.  Mom sees us naked all the time.  We’ve all seen each other naked.  So why get dressed?”

“Because it ain’t right is all.  It just ain’t right to go around naked.”

There’s no way, I’m staying naked.  Just no way. I find my shorts and put them on.

“Suit yourself, but we’re going up for breakfast.”  Jake announces.

They head up the stairs as I find my tee shirt and follow them putting it on as I go.

“So, you’re not quite the nudist like my son, are you?”  Jake’s mom asks me.

“No ma’am.  Not at all.  I like wearing clothes.”

“Well from what I saw downstairs, if you decide to go nudist, you have the body to pull it off.  You look cute naked.  Better than either of these two.”

Okay.  Is Jake’s mom in on this whole set-up thing too?

“Oh mom!  You know you enjoy seeing me naked.”

“I do Jakey, but Oscar is really cute with no clothes on.”
She has to be in on it.  To say I’m cute naked.  She has to be part of the set-up.

We all laugh.  Their laughter is real, but mine is a very nervous laugh.  Like when it really isn’t funny to you, but sort of weird like, but yet it is funny at the same time.

Once breakfast is done.  I go find my socks and shoes before riding my bike home.  I’d like to say, that was a one and done sleep over naked orgy thing.  But it isn’t.  I’m still not comfortable with doing it, but Jake and Kyle are my best friends.  They are my only friends.  So, even though it’s embarrassing as heck to let them see me naked, I really do have to play dumb and let them set me up over and over again.  Don’t I?  I pretty much have to let them, right?  Wouldn’t you?

Oscar Meyer.  Eleven-years-old.







(End of File)