Note: This story was dynamically reformatted for online reading convenience. Title: The Spy Club Part: Chapter 1 Keywords. mm, oral Author: Durango Dan I sat on the old tire swing in the backyard trying to think of something to do at the start of summer vacation. I figured I would do a lot of stuff with my best friend Billy. I know we will be going swimming at the lake, riding bikes and all the usual stuff but I wanted to do something different this summer. Something exciting. I figured there was something exciting that two 13 year old boys could do. "Hey Teddy." I looked up at the sound of my name. I saw Billy skidding his bike to a stop by the back gate. "Hey Billy." I answered. Billy sat on the top of the picnic table next to the swing. He wanted to know what I was thinking about. I explained that I wanted to do something different this year. I told him that we needed to do something exciting and different. He agreed and we both sat thinking up ideas. After about 30 minutes and a lot of bad ideas, I came up with something that seemed like a good one. "I got it. I know what we can do." I said excitedly. "What, tell me, what is it?" Billy wanted to know. "Let's start a club. You and me can be founding members." "What kind of club?" Billy asked. "A spy club." "Spy club? What are we going to spy on?" He laughed. I looked around and told him that we needed to go for a bike ride. He asked again what we would spy on but I insisted we take a bike ride. Once we were pedaling down the street I told him that I didn't want anyone to overhear us in the backyard. I suggested we ride to the lake so we could talk in private. When we got to the lake, we laid our bikes down in the tall grass and sat Indian style. Billy looked over at me and I could tell he had a hundred questions running through his head. "Okay, our club will be called the spy club. Our mission is to spy on people and take pictures of them when they're naked." "Yeah right. Who are we going to see naked?" He laughed. "That's why its called the spy club. We have to be sneaky like real spies. I bet I can get some pictures of my sister Cindy. I bet you can take some of Annie." "Jesus, Annie is only 11. What does she have that we would want to see." He giggled. "She has a pussy don't she. I noticed that she has some swelling on her chest so her tits must be forming." I told him. "I guess I could sneak some pictures of her." Billy told me. "Cool, just think, we might get to see a real pussy instead of pictures on the internet." "Yeah, I bet that will make our dicks stiff." Billy laughed. "I'm sure it will." I told him with a giggle. "Who else will be in the club?" Billy asked. "I don't know, we have to come up with a list of rules and the initiation ritual." We laid in the tall grass and talked about what we thought would be a good criteria for membership and what the new members have to do before they can join. We laughed at some of our outrageous ideas and agreed on some of the more sensible ones. "Billy, can I ask you something kind of personal?" I said to my friend. "Sure Teddy, ask away." He laughed. "Do you jerk off?" I asked blushing a little as the words came out. "Well duh, who doesn't. Don't you?" He said laughing again. "Do you shoot your cum too?" "Yeah, why all these questions?" "I'm just making sure I'm not the only one doing it." I told him with a weak giggle. "Heck Teddy, I've been jacking off for a couple of months. I love the feeling when I shoot." "Me too. One time I shot so much and so hard it landed on my face." I told him bragging a little. "I've done that too. It actually went into my mouth." "Mine landed on my lips and I tasted it." I confessed. "I tasted mine too. It was salty and thick." He told me. I told him that mine was the same way. I looked over at him and saw that his shorts were bulging out in front. Mine was doing the same thing. "Would you think it was weird or gay if I asked to see you shoot your cum." I asked softly blushing a lot. "Every time I shoot, my eyes are closed because it feels so good." "Nah, we're buddies and I don't think its weird or gay. I'm kind of curious to see it too. I'll do it first but then you have to do it so I can watch." "Okay. This will be a new experience, doing it outside." I laughed. "I guess we better get naked so we don't get our spunk on our clothes. We can rinse off in the lake when we're done." Billy suggested. "Good idea. I never thought of that." I giggled nervously. Billy stood up and pulled his t-shirt over his head. He tossed it on the ground next to his feel. Next he kicked off his shoes and peeled off his socks. He pulled his shorts down to his ankles and stepped out of them. He stood in front of me with just is tight white underwear on. He yanked his underwear down and stepped out them also. His cock bobbed up and down. We've seen each other naked many times during gym class and our occasional sleepovers. I looked at my friend closely. His cock was about the same length as mine but I thought mine was a little bigger around than his. He had some hair sprouting around his cock. The dark hairs matched the dark hair on his head that hung down to where is collar usually sits. His green eyes sparkled in the daylight. His chest and stomach was flat from all the sports that we both played. He bent down to put his clothes in a neat pile. I got a good view of his round ass cheeks and his nut sack that hung down. He laid back down in the grass. I moved over so I could watch him stroke his cock and shoot his cum. His hand took hold of his cock and slowly began to squeeze it. He sat up and let a big glob of spit fall from his mouth to his cock. His hand spread it all over his dick and then he began to rub himself faster. It didn't take long before his cock was leaking his precum out. Billy let out a low moan as his hand flew up and down his stiff pole. "AAAAAAWWWWWW, fuck yeah." He groaned out. He used his free hand to pinch his nipples. I asked him if it felt good doing that. He stopped jacking off saying that he tried it once and loved it. He told me that now he pinches and pulls his nipples every time he jacks off. He said that he saw guys doing it to women on the internet and he figured if it felt good for the women it might feel good for the guys too so he tried it. He resumed stroking his hard dick for me. He let out another low moan. His hips began to move up to meet his hand as he stroked himself. "AAAHHHHH, I'm so close. OOHHHH God I'm almost there." He groaned out to me. He twisted his nipple and pulled hard on each of them as he beat his meat. His breathing became ragged and his eyes were clamped tightly shut. His mouth hung open and every so often his tongue would come out and lick his dry lips. "AAHHHH, AAHHH, OOHHHH Teddy, here it comes. OOOOOHHHHHHHH yeah." He cried out as the first blast of his cum flew out of his cock. I was amazed at how high it went. Now I understood how mine shot up to my face when I did it that one time. Billy grunted again as another blast flew out of his cock. He let his nipple go and concentrated on beating his meat. Another blast shot out. Each one goes a little less higher than the previous one. After five strong blasts, his cum just oozed out over his fingers. "Man, that really felt good. I think maybe it was because I knew you were watching me jack off." Billy said as he wiped his hand in the long grass. "You sure shot high enough." I laughed. "Really, how high did it go?" I held my hand up over his body giving him a rough estimate on how high his cum shot up. I giggled telling him that he coated himself pretty good. He glanced down and saw that his belly and chest was splattered with his sticky cum. "I'll wash it off then I want to watch you shoot." He said as he got up. Billy waded into the lake and sank down to his neck. I saw his hands moving over his body getting all the cum off of him. He made his way out of the water and back to where I was sitting. His cock was soft and hanging limply over his nut sack. When he sat back down, he told me to get undressed and jack off. I stood up and pulled my shirt off. I kicked off my shoes and pulled my socks off. I looked at my friend as I pulled my shorts down. My boxers were tented out in anticipation. I noticed that Billy kept his eyes on the front of my boxers. I think I blushed a little as I slowly lowered my boxers down to my ankle. I stepped out of them and stood before my best friend naked. Billy nodded his head as he checked out my cock. I bent over to put my clothes in a pile. I knew I was giving him a view of my butt like he gave me. I stretched out on the grass and spit a few times in the palm of my hand. I wrapped my wet hand around my stiff rod and slowly began to stroke myself. I sighed softly as the pleasure washed over me. "You beat off just like I do. Try to pinch and pull your nipples, I bet you'll like it as much as I do." Billy told me. I put my free hand on my chest and felt around until I found one of my small nipples. I pinched it a little then pulled on it. I felt the pleasure go all the way down to my cock. I pinched harder and pulled harder. Precum leaked from my dick. "See, you like it don't you?" Billy giggled as he saw my precum run down my dick. "Heck yeah, I never knew it would feel like that. Thanks Billy, this feels great." I switched to the other nipple and pulled and pinched it just like the other one. I found that if I twisted it as I pulled the feeling was even better. I felt my balls begin to tighten up in their sack and knew I was going to be cumming soon. "Oh shit Billy, watch, watch me cum." I moaned out loudly. "AAAAAAHHHHHH, OOHHHHHH God yeah." I cried out as my cock erupted. I wanted to watch myself cum but the feeling was so intense that my eyes clamped shut as usual. My hand flew up and down my cock as another shot fired from it. I think I shot about six strong shots before I slowed down to just a dribble. "Cool Teddy, it went this high." Billy said holding his hand above me. "Pulling my nipples really made me feel good. I'll be doing that all the time now." Billy nodded his head agreeing with me. I stood up and went down to the lake. Billy joined me and we swam around for about a half an hour. When we got out, we stretched out in the long grass to dry off before getting dressed. "We got a club now but what about a club house?" Billy asked. "Dad has a lot of old boards and stuff behind our garage. I bet he'd let us take what we need. We can build it in the woods behind my house. I know the perfect spot." "Cool. This might be a fun summer." Billy said with a big smile on his face. It took about twenty minutes for us to dry off. While we got dressed, we kept talking about building our club house. I told him that I thought my dad would help us if we needed him too. Billy said his dad would too if he asked him. We got on our bikes and pedaled home. I told Billy to come home with me and I'd ask my dad as soon as he came home from work. Billy and I were tossing the baseball around when dad pulled the car into the driveway. "Dad, hey Dad, can we talk to you for a sec?" I yelled as soon as he stepped out of the car. "Sure, what's up guys?" Dad said as he walked back to us. "Billy and I want to start a club. Can we use some of the old lumber behind the garage for our clubhouse?" "What kind of club you boys forming?" He asked. "We haven't decided yet." I lied. "Well, I don't see why you can't use anything you find back there." "Thanks dad, will you help us build it?" "When do you plan on building it?" He asked. "How about Saturday?" "Sure Teddy, I guess I can help you boys." "Thanks dad." I said as I hugged him. "I think my dad will help too." Billy said. "That would be great. The more hands, the faster it gets done." Dad told him. "I'll see you later Teddy, I want to go ask my dad right now. He should be home from work by now." Billy said. Once Billy was gone, dad asked me where we planned on building out fort. I told him there was a spot in the woods that I was thinking about. He reminded me that we would have to carry everything by hand into the woods. He laughed saying he hoped it wasn't too far. I told him it wasn't that far, just out of sight from the house. Dad said that he would draw some sketches of different styles that we might build. I thanked him and gave him a big hug. Mom called us in for dinner. Dad mentioned the clubhouse at dinner and Jenny, my older sister, asked what kind of club it was. I told her that we hadn't decided what it was going to be called but it will be fun. Jenny smiled saying that she was sure it would be fun. After supper dad and I sat at the kitchen table and drew three plans for our clubhouse. I told dad that I would show them to Billy tomorrow and we would decide which one to build. The next morning, I called Billy and told him to come over. He told me that he asked his dad and he agreed to help. He also said that they had a bunch of scrap lumber too. He said he'd be over in about 15 minutes. I was in the backyard when I heard Billy squeal the brakes on his bike. He came over to the picnic table where I was sitting looking at the sketches that dad drew last night. I showed them to Billy and asked him to pick the one he liked. He asked me if I chose mine. I nodded my head saying that I did already. He studied each drawing carefully before finally putting one down in front of me. "I like this one the best." He said as I looked down at his choice. "Ha, we picked the same one." I laughed. The clubhouse we chose had two separate rooms. It had a door for each room and windows too. Billy and I were excited and anxious to start. "Hey, I looked at Annie last night after she was dressing for bed. I could see where her nipples where poking out the front of her nightshirt. I'll have to see if I can get a picture of her without a top on." "Cool. I'm hoping I can get some pictures of Jenny too. She has a great set of tits." "No kidding, I'd suck on those all day." Billy laughed. "Let's start taking some of the lumber to the woods. Saturday is only a couple days away. We can get all the supplies in the woods before our dad's get there. When dad drew the sketches, he also added all the wood we would need to build it. It took us two days to find all the wood we needed. Some was from our house and some from Billy's. We tried to use a wagon to pull it into the woods but that didn't work. We had to hand carry all of the supplies to the clearing where it was going to be built. Billy and I worked next to our dad's all day Saturday getting the wood they needed. We helped hammer nails into the frame. By the time we finished for the day, we had the frame all done and the roof on. Dad told us that we would finish it tomorrow. Billy and I were so excited about our fort, that's all we talked about on the walk back to the house. The next day we got an early start and our fort was finished by mid afternoon. Billy and I stood out if front of it admiring the wooden structure. The walls were mismatched pieces of plywood. The roof was shingled with several different colors. The windows were Plexiglas but to us it was perfect. My dad and Billy's dad told us to have fun with our club then headed back to the house to have a few beers. "Let's hope nobody finds out about our clubhouse." Billy said as we went inside. "Don't worry, this part of the woods is our property and dad had posted no trespassing signs last year all around our border." "I guess since we are the founding members, we better do the initiation on ourselves." I told my friend. "Today? We need to get some blankets to put down so its not so hard." Billy said. "Yeah, I guess you're right. We can do it tomorrow. I bet my mom has some old blankets and pillows we could have." "Mine too. I know we have an old mattress in the garage that I think they're going to throw away." Billy added. "Cool, let's go see if we can have that." I said as I stood up. We hurried back to Billy's house. After hearing our plea, she laughed telling us that it was going in the trash anyway so if we wanted to haul it away it was fine with her. She told us that she had some old blankets and pillows we could use too. "Thanks mom, you're the best." Billy said as he gave her a big hug. We went back outside to figure out how we were going to get that queen sized mattress back to the fort. We tried to put it on top of his wagon but that didn't work. I suggested that we put one end on the wagon and the other end in the wheelbarrow. It took several minutes to get it just right so nothing dragged on the ground. Billy's mom came out with the blankets and pillows and laughed loudly when she saw how we were going to move it. She said she would leave all the blankets and stuff by the back door. Billy told her that we would come back and get it once we moved the mattress. It was a slow process moving that mattress but we finally made it. We had to carry it from my backyard through the woods to the clubhouse. The path in the woods was to rough for the wagon. We got it to the clubhouse and through the front door. We put it on the floor in the main room. We headed back to Billy's to pick up the blankets and pillows. When we came out of the woods in my yard, dad told me that he found some old chairs and a pretty beat up card table. Billy and I went into the garage and looked at our new furniture. To dad it was beat up but to us it was just right. We told him that we would get it when we got back from Billy's. We spent the rest of the afternoon going back and forth. Finally we were able to relax and look at the finished product. "This is so cool." Billy said as he looked around our clubhouse. "It sure is. Tomorrow I'm going to bring some old towels that we can use for curtains so nobody can look in." I told him. We sat at the old card table. Billy suggested that tomorrow we needed to write up our rules and initiation stuff. I told him he could bring the paper and pencils. He nodded his head saying that he would do just that. The main room had the table and chairs and the other room had the mattress in it. Billy asked me if I thought we should put a lock on the door. I told him I didn't think it was necessary because it was still on our property. We sat for over an hour talking about what we were going to do. "When should we start trying to get some pictures." He asked. "I guess anytime we think we can do it." I laughed. I looked down at my watch and noticed that it was almost time for supper. I told Billy we had better head home. We agreed to meet at the clubhouse at 10 o'clock tomorrow morning. Billy shut the door tight when we left. "See you tomorrow Teddy." Billy said when we reached my house. "10 o'clock." I said as I waved goodbye to my buddy. The next morning after breakfast, I rummaged around the basement and found a box with some old towels that dad used to wash and wax the car. I showed a couple of them to mom asking if I could take them for curtains. She laughed and said that she didn't care. I shoved them in my backpack. I asked mom if she would make a couple of sandwiches so Billy and I could eat in our clubhouse. She told me that she would make a couple of peanut butter and jelly sandwiches and put some chips in a big. She said there were some cans of soda in the fridge I could take too. I told her she was the best mom ever. She smiled telling me that she wanted a tour of our clubhouse sometime. I told her that she could come with us when Billy got here. I left her to make our sandwiches. I went to the garage and took an old hammer and some nails adding them to my backpack. "Hey Teddy." I heard as I came out of the garage. Billy was standing next to the house. His bike was propped up against the siding. I waved telling him what I had packed in my backpack. I didn't notice that he had his wagon tied to the back of his bike. He showed me that he had a battery operated radio, an old cooler, some candles and matches. I saw a pad of paper and some pencils on the bottom of the wagon. "Cool. My mom wants to see our clubhouse so she's going to come with us. She's making us some sandwiches so we can eat out there today." I told Billy. "Neat, this is going to be a great summer vacation." Billy and I sat on the picnic table waiting for mom to finish in the kitchen. She finally called for me to come in and get our lunch. She said she needed to use the bathroom and would be out in a minute. I found an empty box that Billy could carry all the stuff he brought. Mom came out saying she was all set to go. Billy and I talked to her the whole time about how neat the clubhouse was. It only takes about five minutes to get there. Mom stood out in front and looked at the outside of our club. "Pretty cool huh mom?" I asked. "Oh yes honey, it's very cool." She said with a smile. "Wait until you see the inside." Billy told her. He opened the door and held it open for her. Mom walked into the main room. She looked around at the table and four beat up old chairs. "This is nice. You boys did a nice job decorating." Mom said smiling broadly. "Check out the bedroom." I told her as I opened the door to the other room. "Oh my, you have a mattress in here." She said in surprise. "My parents were going to throw it away. We can use it when we camp out in here overnight." Billy explained. "Won't it get hot in here in the middle of the summer." Mom wondered out loud. "It's in the shade of all these trees plus dad made the Plexiglas windows on hinges so they swing open. See?" I said as I demonstrated how they work. "That will help cool this place down when it gets hot." She said. She took one last look around the room then walked back into the main room. She said that she needed to get back to the house. I volunteered to walk her home but she just laughed and told me that she was quite capable to walk home alone. We walked out with her and waved as she walked down the path towards the house. Billy and I started to empty the box of stuff he brought. When that was done, we hung the towels over the window for curtains. Billy sat down at the table with his pad of paper and a pencil. He said we needed to write down our rules and initiation ritual. Within the hour, we had a list of rules. Nothing out of the ordinary. We had it so anyone could join as long as they had some nude pictures to show us. No membership would be granted without the photos. We had a long discussion about letting girls in but decided as long as they had pictures we didn't care. Billy said that when we make up the initiation, we needed to keep in mind that some might be girls. There was a rule about secrecy. Nobody outside the club could know what we were doing. "Let's eat lunch before we start on the initiation rules." I told him. We opened the brown bag that mom had packed. She put chips in two sandwich bags. I passed a sandwich and bag of chips to Billy. He reached into the cooler and got out two cans of soda. He handed me on then popped the top on his can. After lunch we got down to the initiation ritual. Billy said it couldn't be to bad because we had to do it too since we are members. Billy and I tossed around several ideas and threw them all out. Billy asked me if he could make a suggestion without me laughing or teasing him about it. I nodded my head wondering what he had in mind. "Okay, since we are getting pictures of naked people then I think we should make the initiation something about sex. How about we make the new member jack off in front of all the members and then eat his cum." He said blushing a little as he told me. "Yeah, that's okay for the guys but what about a girl?" I asked. "Uhm, ah, yeah, how about making her rub herself until she cums then lick her fingers clean. Plus she would have to eat the cum from one of the boy members. She could have her choice on who it was." "Cool, I like that. Good plan Billy. Let's get it down on paper and then we are officially a club. "Well, not until we do the initiation part." He reminded me. "So we just have to jack off in front of each other and eat our cum. Okay, that might be fun." I laughed. "Oh, and how much cum do we have to eat?" "I don't know, what do you think. Remember we have to do it too." "Let's eat it all. We can do it in a glass or something then drink it or just use our fingers and scoop it all up from our body." "Okay, we eat all the cum and use our fingers to scoop it all up." He agreed. "Wait, I got a better idea. The new member has to jack off but he has to eat someone else's cum. It can be a two part initiation. First he beats off and cums. When he scoops all his cum up and eats it, he picks another member to jack off over him and then he has to eat that cum too." "Heck yeah. That'll be so cool." Billy quickly wrote down the initiation instructions. He put it with the list of rules for the club. He stuffed both sheets of paper into the pencil box and looked around for a place to put it. I suggested he put it in the space where the rafters meet the wall. He smiled and put the box there above the window. Once it was in place, you could barely see it. "So the only thing left to do it pass the initiation and then we are official members." I laughed. "So who goes first." Billy asked. We both looked at each other. Billy said that since I was the president I should go first. I asked him why I was president and he told me that the club was my idea so I should be president. "Okay, I guess I'll go first then. I mean I've already tasted a little bit of it so it can't be that bad." I reasoned. Billy said that he would go right after me. He followed me into the other room. I pulled my shirt off. I kicked off my sandals then pulled my shorts down. My boxers were tented out in front from my stiff dick. Just knowing that Billy was watching made it even harder it seemed. I pulled my boxers down letting my cock spring free. I stood there a few moments to let Billy get a good look at my hard dick. "Maybe I'll just get naked too that way when it's my turn I'll be ready." He said. He quickly shed his clothes. His cock was just as hard as mine. He said that since we jacked off in front of each other the other day we didn't need to do the first part of the initiation. He told me to jack off and he'd eat my cum then he'd beat off and I could eat his. I laid down on the mattress with my stiff dick pointing up at the ceiling. I spit on my hand and wrapped my fingers around my cock. I started to stroke myself steadily. I used my other hand to play with my nipples like Billy taught me. I groaned out as I pulled and twisted my little nipples. My cock oozed out its precum as I stroked myself. I looked over to see Billy staring at my cock. He was slowly rubbing his cock as he watched me. My nipples were beet red from the twisting and pulling. My balls were aching for release of it's load. I moved my hand faster along the shaft of my cock. "AAAAHHHH, Oh man, I can't hold back any longer." I cried out. "AAAAAWWWWWWW, yeah." I groaned as my cock began to spew out its hot sticky cum. The first blast covered my left nipple completely. The second blast landed below the nipple. The third and fourth shot ended up on my belly. After that the rest just oozed down my cock and puddled around the base. "Well, I guess this is it. Man, I sounded like a good idea at the time but now. . .I'm not too sure." Billy said looking at my cum coated body. I didn't say anything, I just waited to see if he would do it or not. His hand moved over my belly. His finger ran through a puddle of cum. He raised his finger to his mouth and sucked them inside. Even though I just shot my cum, my cock twitched and began to stiffen again when I saw him sucking his cum coated finger. "Does it taste like yours?" I asked as he swallowed. "Yeah, I can't tell the difference. But this will take way to long to eat it all. I got a better idea." He said. Billy bent his head down and ran his tongue through a puddle of my cum. He licked up to my chest where the first blast coated my nipple. My cock jumped when his tongue ran across my tiny nipple. "Holy crap, do that again. That felt so good." I told him. He licked around my nipple until all the cum was gone. He took my nipple into his mouth and sucked on it. It felt like a jolt of electricity going right to my dick as he did that. Even though there wasn't any cum on my other nipple, he sucked on that one too. "AAAAWWWWWW Billy, Jesus, it feels so good." I groaned out. He looked up at me as he bit down gently on my nipple. I groaned out even louder when he did that. He moved his mouth down my belly gathering up all the cum that coated it. It took a few minutes but he had my cum cleaned from my body. I watched as he looked at my cum coated cock. He shocked me when he bent down and took it into his warm mouth. "HOLY SHIT, YOU'RE SUCKING MY COCK!" I said loudly in disbelief. He slid his lips all the way down to the base of my dick then back up. His tongue moved all over it getting all traces of cum off of it. When it was clean, he let my cock fall from his lips. "Jesus Billy, you gave me a blowjob." "Do I didn't, you didn't cum in my mouth, I just did what our initiation says to do, eat ALL the cum." "What was it like? What did it taste like? Would you do it again?" I asked. "It was okay. It's like sucking on a thumb. There is really no taste. I don't know if I'd do it again or not. I might, depends." He told me honestly. "Okay, your turn to beat off. I'm kind of anxious to taste your cum to see it its like mine." I told Billy. I moved so he could lay down in the middle of the mattress. Billy quickly laid down. He spit in the palm of his hand and immediately began to pump his fist on his cock. His free hand began to pull and pinch his nipples. "Oh shit, this ain't going to take long. I feel like I'm ready to cum already." Billy moaned out. I kept my eyes on his cock. I could see his precum oozing out of the tip as he stroked himself. His hips were jerking up and his breathing was fast. I knew he was close. "AAHHH, AAHHHHH, Oh God I'm cumming." He cried out. I watched as the cum flew out of his cock. The first powerful blast hit his face. I laughed as it covered his lips and chin. The second shot hit is chest and covered on nipple completely and splattered on the other. The rest of his cum landed on his stomach. "Jesus, I don't think I've ever cum that hard before." he panted out as his cum oozed out and coated his cock. His dick began to soften as he slowly recovered from his orgasm. I looked at his cum coated body and wondered what it was like to eat all of it. I ran my finger through a big puddle on his stomach. It dripped off my finger as I raised it to my lips. I sucked my finger cleaning his cum off of it. I bent my head down and ran my tongue through the same puddle. I sucked up the pool of cum getting a good taste of his cum. "How is it. Doesn't it taste just like yours?" Billy asked. I lifted my head up and told him that it did taste just like mine. I moved up and ran my tongue over his chin. I looked at his lips that were still coated. I put my lips on his and used my tongue to lick them clean. Billy moaned and his tongue touched mine. My cock grew stiffer than it already was. I left my lips on his even after the cum was gone. It felt nice and I liked it. I felt his tongue touch mine again then I pulled my lips from his. I licked down to his chest and began to clean the cum from his nipples. Billy groaned out as I sucked them into my mouth one at a time. He took my head in his hands and held me against his boy tits. "Oh man, suck my nipples Teddy, God it feels so much better than my fingers." He moaned. I spent a few minutes sucking his nipples even after the cum was cleaned from them. I moved down sucking up all the cum I could find on his belly. When that was done, I looked at his cock that was hard again from me sucking on his nipples. I licked around the soft head of it and opened my mouth letting it slip inside. Billy moaned out loudly as I closed my lips around his hardness. I slid my lips down to the base then back up using my tongue to gather the cum that coated it. I bobbed my head up and down a few times then let his dick fall from my mouth. "Shit, that was so good. I never knew that getting sucked would feel so good." He said. "Yeah, it sure does." I agreed. "Well, we are now officially members of the Spy Club." Billy laughed. "Yeah, and I don't know about you but I kind of liked the initiation." I laughed. "Me too Teddy, me too." We got dressed again and headed back to the main room. I sat at the table and saw Billy go to the window and reach up for the box. He brought it back to the table and pulled out the paper with the initiation rules on it. He tore it up and took out a new piece of paper. He didn't answer me when I asked what he was doing. I watched as he wrote quickly. When he was finished, he handed me the sheet of paper. I read it and began to laugh. He had changed it from the new member eating all his cum to having to suck and swallow every other members cum. If a girl was a member then they would have to lick her pussy until she told them to stop. "I handed him the paper back saying that I liked the new rules better than the old ones." "There's only one problem, now we aren't officially members. We haven't done that yet." "Well, I guess we better get started." I laughed out loudly. I led the way to the other room. I quickly shed my clothes. When I was done, I looked over at Billy and saw that he was naked now too. I told him that since I went first last time he should go first this time. He nodded his head at me then laid down on the mattress. I stood over my friend looking down at his nakedness. His cock was already hard and sticking straight up. I knelt down by his side. I put my hand on his belly and moved it up toward his chest. I felt his small nipple harden as I brushed my fingers across it. I heard a sharp intake of breath when I touched his nipple. I took it between two fingers and pulled it up. Billy moaned softly. I used my other hand to do the same thing to the other nipple. I pulled, pinched, and twisted his tiny nipples. "OOHHHHH God Teddy, don't stop. That feels so good." He groaned out. "It must feel good, your cock is leaking a lot already." I giggled. I bent down and took on of his nipples between my lips. I flicked it with my tongue making he groan even louder. I moved from one nipple to the other. I reached down and gave his hard cock a squeeze. I lifted my face from his chest and looked up at him. He was breathing hard and fast and his eyes were closed tightly. I don't know why but I placed my lips on his and kissed him. His mouth was open slightly so I pushed my tongue into his mouth. We both let out a soft moan as he sucked my tongue. I explored the interior of his mouth with my tongue. When I pulled my tongue out, he pushed his into my mouth. He moved it all around making it feel like a live snake in my mouth. I sucked his tongue gently. I pulled my lips from his and kissed my way back down to his chest. I sucked and nipped at each of his nipples for a few minutes. His hands held my head against his boy tits as I worked his nipples with my tongue. "AAAWWWW, so good Teddy. Suck my cock now. God, I'm so hot it hurts." He told me. I moved between his legs and took his cock in my hand. It was like holding a hot poker. It was so hot and stiff. His precum coated the shaft and made my hand slide easily over it. I licked up from the base to the very tip. I swirled my tongue around his spongy mushroomed shaped cap. I stabbed at the tiny pee hole with my tongue then ticked the underside of the ridge. "Oh man, suck me, come on Teddy, suck my cock." He said in agony. I didn't listen to my friend, I licked back down his stiff pole and ran my tongue over his wrinkled nut sack. I washed his sack with my tongue then gently sucked on of his balls into my mouth. His cock jerked each time I sucked his nut. I let that one fall from my lips then sucked the other one in. When I was done with that one, I licked back up to the tip of his cock and let it slip into my mouth. I heard a loud sigh from Billy as I closed my lips around his rigid rod. "AAAAHHHHHH, Oh yeah, suck me Teddy, suck my cock. OOHHHH it's so good." He moaned out to me. I slid my lips down and then back up. His hands held my head as he began to hump his hips up to meet my face. His hips were moving faster and his cock was like a piston moving in and out of my mouth. "AAHHHH, OOHHHH, OOHHHH, get ready Teddy, OOHHHH get ready to take my cum." I tightened my lips around his dick and sucked harder. I reached my hands up and took both nipples between my fingers. I pinched and pulled them and that sent him over the edge. "AAAAAAAHHHHHHHH I'm cumming." I cried out loudly. I felt his cock swell a little then the first blast of his hot sticky cum filled my mouth. I never realized how hot cum was. I quickly swallowed the first shot and as soon as I swallowed, he shot the second blast. I swallowed five shots before he slowed down to just a dribble. I sucked until there was no more cum coming out. I licked his cock clean before letting it fall from my mouth. I moved up and put my sticky lips on his. I pushed my cum coated tongue into his mouth letting him taste his own cum. He sucked my tongue to get all the cum off of it. "Jesus Teddy, that was the best feeling ever. Just wait till I do it to you. You'll see." Billy said excitedly. "What was it like when I shot my cum in your mouth." "It was hot. I didn't realize how hot it was. It's actually better when its hot like that." I giggled as I told him. "Come on, it's your turn now. I want to suck your cock for you." Billy said as he got up off the mattress. I laid down and looked up at him looking down at me. He knelt down and put his lips on mine. As we kissed deeply, his hands were busy on my nipples. My cock twitched from what he was doing. I closed my eyes and enjoyed the pleasure my best friend was giving me. Billy moved his face down to my chest and began to suck and nip on my nipples. His hand was stroking my cock as he sucked on them. My hips began to jerk. "AAAHHHHH, Oh shit, suck me Billy, suck my cock. I need to cum too." I moaned out loudly. Billy moved his mouth down to my cock and sucked it into his mouth. I felt his tongue swirling all around my cockhead then sliding down to the base. I groaned out as he began to bob his head on my cock. He sucked my stiff dick for several minutes then took it out of his mouth. He laid down and licked my ball sack. I moaned out when he sucked my nuts into his mouth. His hand was stroking my cock as he sucked on my balls. "Oh Jesus Billy, suck me, I'm so close." I groaned. He quickly moved up and took my cock back into his mouth. He lowered his lips down to the base and wrapped his tongue around my cock. He began to bob his face up and down on me sucking hard. "AAAHHHH, OOHHHHH I'm cum. . .I'm cumming." I screeched. I felt my hot cum rushing up my cock and then exploding into Billy's waiting mouth. I fired six strong blasts of my cum into his mouth before I slowed down to a drip. He sucked me until I was dry. His tongue cleaned my cock for me then he moved up and kissed me like I did him. His tongue filled my mouth letting me taste my cum. I sucked his tongue clean. "Man, that was so cool." He said as he sat up and licked his sticky lips clean. "It sure was. I never knew getting my dick sucked would feel that good." I laughed. "Do you think that makes us gay?" He asked. "Nah, we still want to see a pussy and fuck a girl, right?" "Damn right." He laughed. "Then I don't think we're gay, I think we just like to feel good." I giggled. "Yeah, and you sure made me feel good." "I think we better get dressed and head home, I think it's getting late." I told him. "Yeah, I need to be home by 5. At least we're are now officially members of the Spy Club." Billy laughed. "Yeah, members again." I laughed with him. We dressed and made sure that any mess we made was cleaned up. We were walking toward my house when Billy asked if we could do that again. I told him I hoped we would. I loved the feeling of getting sucked and I liked the taste of his cum shooting in my mouth. He smiled saying that he liked suck my cock. I nodded my head saying that I liked sucking him too. "I'm going to see if I can get some pictures of Annie. We can look at them while getting sucked." He giggled. When we got to my house, we said our goodbyes then parted ways. When I walked into the kitchen, mom asked how our day was at the clubhouse. I sat at the kitchen table and told her about writing the rules and the initiation rules. When she asked what we had in mind for the initiation, I laughed and told her it was just silly stupid stuff. She giggled and thankfully didn't ask what the rules were. She asked me if I wanted some cookies and milk. I told her that sounded good. I wanted to wash the taste of Billy's cum from my mouth before someone smelled it on my breath. Mom set a plate with several cookies in front of me and a glass of milk. I ate the cookies and washed them down with the milk. I told mom that I was going to take a shower before supper. After supper, we were all sitting in the family room watching TV when my cell phone rang. I told mom and dad it was Billy and I went to my room to talk. "What's up?" I asked once I was alone. "I just wanted to say how much fun I had today." He told me. "I did too. It was a lot of fun. I liked doing that stuff." I admitted to him. "I did too Teddy. I want to do it again tomorrow." "Hey, that's okay with me. As soon as we get to the clubhouse we can do it." I said as I felt my cock begin to stiffen. "I was going to try to get some pictures of Annie tonight but she's sleeping over at a friends house." Billy complained. "We go all summer to get some. I can't get any of Cindy either, she's going out tonight and she don't come home until late." "Then I guess we'll just have to use our imaginations." Billy laughed. "My cock is hard imagining your lips on it." I laughed out loud. "Ha, mine is too thinking of you sucking me." He told me that his mom agreed to pack the lunch for tomorrow. I told him to come over around 9 and we can spend the day there again. We said our goodbyes then hung up. I went back to watch TV. I told mom that Billy's mom was packing our lunch tomorrow. She smiled saying how nice that was. She told me that she would call his mother and come to some arrangement for packing lunches. The rest of the night went by uneventful. A few minutes past 9 the next morning, Billy was knocking on the door. I told him that I was almost ready. Billy waited in the backyard while I put a few things in my backpack. I told mom that I would be home for supper. She smiles telling me to have a good time. I told her that I was sure we would. "What's in the backpack?" Billy asked once we were in the woods. "Just some extra bottles of water and a couple bags of chips." I told him. When we got to the clubhouse, Billy opened the door and we walked inside. I emptied my backpack. I put the water in the cooler and the chips on the table. "Do you want to do it right away. I've been hard since I woke up this morning just thinking about it." He told me as he pointed to his crotch. I looked where he was pointing and saw the bulge his cock was making in his shorts. I told him that I was hard too and showed him the bulge in my own shorts. He asked again if I wanted to do it now. I nodded my head and said yes. "I looked on-line last night and found a new way to do it. It looks kind of neat." He told me. "What new way?" I wanted to know. "Well, there's a couple of ways. One is we lay on our sides. We lay so I suck you while suck me. The other way is similar but one person is on top of the other one." "Cool, lets do the one where we lay on our sides." I suggested. Billy got up and headed for the other room. I followed right behind him. Billy quickly shed his clothes and stood before me with his stiff cock sticking straight out. I shucked my clothes and laid down on the mattress. Billy laid down the opposite way. I could feel his warm breath on my hard cock. I opened my mouth and took his stiff dick inside. I heard him moan just before he took my cock into his mouth. I felt his tongue run around the head of my cock. The tip of his tongue teased my pee hole, coaxing my precum to ooze out. I took my hand and gently massaged his balls as I sucked his pole. I groaned out as Billy's lips slid down the length of my hard cock. His free hand massaged my nut sack, rolling my balls around in the palm of his hand. I moaned out around his cock. I felt his cock twitch in my mouth as I sucked it. I closed my eyes and concentrated on sucking Billy's stiff dick. I loved the feeling of the hard piece of meat in my mouth. It was so hard but yet soft underneath. It felt so hot in my mouth. His precum really had no taste but I liked the feeling of it as it coated my tongue. As I moved my tongue over his cock, I could feel all the veins and small bumps on his cock. I wondered it everyone's cock would feel the same. I heard Billy cry out a warning right before I felt my mouth fill with his hot cum. While I was swallowing his first shot, I began to fill his mouth with my own hot sticky cum. We both sucked and swallowed each other's load of cum. When we both were empty and our cocks cleaned, I turned around so I was laying next to Billy. I turned to face him just as he turned to face me. Our lips met. I felt his cum coated tongue push into my mouth. Our tongues tangled for several minutes as we tasted the left over cum in each other's mouth. "Man, it just keeps getting better and better." Billy said as he pulled his lips from mine. "No kidding, at first I wasn't crazy about the cum but now I actually like it. It's especially good when it's filling my mouth. The cum is so hot and thick." I confessed. "Me too. I love the taste of it. Salty and warm." Billy agreed. "I brought some cards, want to play some gin rummy?" I asked. "Sure, but let's eat lunch first." Billy and I decided to just put our underwear on because we figured we'd be sucking each other later on anyway. We walked into the main room. Billy unpacked the sandwiches his mom made while I took the soda's out of the cooler. As we ate our lunch, Billy told me how he planned on getting pictures of his sister. He told me that she was a very sound sleeper. He laughed saying that his mom and dad said it would take an earthquake to wake her up. He told me that he could probably get some pictures of her sleeping. "Does she sleep naked?" I asked hopefully. "Nah, she has clothes on but maybe I can figure out something." We spent the afternoon play gin rummy. We were playing for a dollar a point with no intention of every paying our debt but it was fun to joke about how much we were earning. Billy looked at me with a smile. I asked him what was so funny. He giggled and said that he thought of a new way to suck each other. When I asked him how, he told me that he would show me when we were ready to do it again. "I don't know about you but I'm ready." I laughed. "Besides, we got to get home soon." "Me too, I was ready an hour ago but I didn't want you to think I was anxious to suck your cock." He laughed. I laughed with him knowing full well that I was anxious to suck his cock too. I asked him what his new way to suck each other was. He explained that we should do it like we were fucking a girl. He said he'd lay on the table with his head hanging over the edge. He told me that I could slide his cock in and out of my mouth like it was a pussy. "Cool, if I close my eyes, it would probably feel just like fucking a real pussy." I said excitedly. Billy stood up and dropped his underwear. He climbed up on the old table. I wobbled a lot but at least it didn't collapse. His head hung over the edge a little and his mouth was open waiting for me to slip my cock in to it. I dropped my boxers to the floor and stepped out of them. I moved up to Billy's head and lifted my cock with my hand. I laid my balls on his lips and he sucked them into his warm mouth. His tongue washed my nut sack and balls. I pulled back and lined my cock up with his waiting mouth. I slowly pushed it into his mouth. Billy closed his lips around my dick tightly. I closed my eyes and pictured Janice Hartford laying on the table. She was the hottest girl in our class. I felt my cock jerk in Billy's mouth as I imagined fucking Janice. I began to pump my cock in and out of Billy's mouth. When I pushed it all the way in, he would swirl his tongue all over it before I pulled it back out. My cum heavy nut sack bumped into his chin with every deep stroke I made. In my mind my hard cock was sliding in and out of Janice's sweet pussy. I imagined her tits in front of me. I reached out and pulled on her nipples. Billy groaned when I twisted his nipples. The vibration of his groan on my cock made me shiver with excitement. I played with his nipples making him groan more often which caused more vibrations along my cock. I started to pump faster as I built up to my climax. "Oh fuck Billy, I'm going to cum soon." I groaned out to my best friend. "OOHHHH, OOOOHHH, AAAHHHHHHH, I'm cumming, I'm cumming." I cried out as I slammed my cock deep into his mouth. I held it in as far as I could get it and let my cum fill his mouth. Each time he swallowed made me shoot another blast. I thought about filling Janice's pussy with my hot cum which made me blast another shot of cum into Billy's mouth. When I stopped shooting and just kind of dribbled my cum out, Billy sucked and licked my cock clean until all traces of cum were gone. He sat up and spun around so he was facing me. He pulled me to him and put his sticky slimy lips on mine. He pushed his cum coated tongue into my mouth so I could taste my own semen. "Man that was hot. I closed my eyes and thought of Janice Hartford. It really did feel like I was fucking her pussy. Just wait till you try it." I told him. Billy got off the table and I took his place. I laid down so my head was hanging over the edge. I looked up and saw his stiff cock inches above my face. I saw his nut sack as he lowered it to my lips. I licked all around his nut sack before I opened my lips and sucked his balls in. I washed his nuts with my tongue as I sucked on them gently. Billy groaned softly as I worked on his balls. He pulled them from my lips and laid his cock head on my lips. I opened my mouth and let him push his teenage cock in, He pushed slowly enjoying the feeling of my lips on his cock. He didn't stop pushing until he felt his balls resting on chin. I closed my lips tighter around his shaft to enhance the feeling for him. "AAAAAHHHHH, fuck, this feels fantastic." He groaned as he started to pump his cock in and out of my mouth. I moved my tongue over his cock as it slid in and out. I remember how it felt when he groaned around my cock so I started to hum while sucking him off. "AAAAHHHHH, Holy shit, that feels awesome, keep doing that." He groaned. Billy reached out and began to play with my nipples. I let out a moan as he twisted and pulled which sent vibrations through his cock. I felt his dick jerk in my mouth. "Jesus Teddy, I can't hold back much longer." He cried out. He fucked my face faster, grunting with each deep thrust of his rock hard cock. His balls were slapping steadily against my chin. I knew he was going to cum any minute by the way his legs were shaking as he slammed his dick into my mouth. "AAAHHHH, AAHHHH, OOHHHHH God, I'm cumming." He screamed out. He slammed his cock deep into my mouth and let loose with a torrent of hot cum. I had to swallow fast so I wouldn't choke on the massive load. I couldn't believe how much cum Billy shot especially after cumming once already earlier. I sucked the last drops of cum out of his balls then licked his cock clean. When he pulled it out of my mouth, I sat up and kissed him with my slimy lips. I pushed a little of his cum into his mouth so he could taste himself again. We kissed for a few minutes then pulled apart. "Teddy, that was unbelievable. I didn't think I could feel any better but that was awesome." "I don't know about you but I'm pooped and full of cum." I laughed. "Me too buddy. I almost wish we had more members to play with." Billy said. "I bet we'll have some more members once we start talking to other friends." I assured him. "I need to be heading home soon." I told him. "Yeah me too. I want to scope out Annie's bedroom to see if I can sneak some pictures when she's sleeping." Billy said. We dressed and made sure the clubhouse was picked up. I told Billy that I thought it would be a good idea to get a hasp and padlock for the door just in case other kids find out about this. He told me that he know for sure that his dad had one in the garage and a padlock too. He promised to bring it tomorrow. We left the clubhouse and headed home. Billy paused just before we got out of the woods. He pulled me to him and kissed me one last time. He thanked me for the best day ever. I giggled telling him that it was the best day for me too. I gave his limp cock a squeeze through his shorts. He giggled telling me that he didn't think it would get hard for a week. I told him that I bet I could get it hard right now. He laughed and said I probably could. We walked out of the woods still laughing. We said our good-byes by the back door. I waved to him as he pedaled his bike down the driveway. I walked into the house. Mom was in the kitchen getting dinner ready. She told me to go take a shower before dinner. I went into my room to grab a clean pair of boxers. As I left my room to head to the bathroom and the shower, I nearly collided with my sister Cindy. She had just left the bathroom and was wrapped in a towel. Her hair was still dripping water. "Sorry." I said as I looked at my sister. "No problem Teddy. She smiled at me. I thought she would continue to her room but she stood there. She asked about the clubhouse and what we do there all day. I told her that we just play cards and talk. "I bet you talk about getting a girl to go there with you." She laughed. "Yeah, we talk about how much fun it would be to have our ways with her." I laughed along with her. "Maybe one day you'll get lucky and get your wish." She giggled. She turned and went into her room. When I was in the shower, I closed my eyes and imagined my sister standing naked in front of me. My cock grew to its full length. Even though I had cum twice already today, I stroked myself to another nice cum. Not much came out but it still felt good. The rest of the night went by uneventful. Around 10 o'clock I told mom and dad that I was going to bed. Mom wanted to know if I was going to spend the day at the clubhouse. When I told her I was planning to dad reminded me that I had to cut the lawn first. I told I would do it first thing in the morning. When I got to my room, I sent Billy a text telling him I had to cut the grass before I could go to the clubhouse. He sent a text back saying that he had to cut his too. We agreed to meet at my house at noon. I climbed into bed and fell into a peaceful sleep. I woke up the next morning thinking it was still real early because it was still dark outside. When I glanced at the clock I saw that it was after 7. I looked out the window and saw dark clouds. I wanted to get the lawn cut so I jumped out of bed. I dressed quickly then went to grab a glass of orange juice before heading out. By the time I was done, the sky opened up and it was pouring rain. I sent Billy a text to see if he was up yet. He sent one back saying that he was up early to cut the grass but it started to rain. I told him that I would call him in about an hour. TO BE CONTINUED Read more of my stories at: /files/Authors/Durango Let me know what you think of this story or any of my other ones. I always like to hear from readers. Send comments to: bigdandurango@hotmail.com