Note: This story was dynamically reformatted for online reading convenience. My very first time pt 2 A few days after my first time playing with a man's cock, I went to my friend Dave's house to see if he wanted to play. To my surprise his brother John answered the door with a "Hi, Bob, nice to see you again, are you looking for Dave?, he has gone shopping with our Mother" "Ok" I replied as I walked down the path, John called me back saying, "do you want to come in and wait, and have a lemonade". Hey, I am a kid of thirteen I turned back saying "Yes please". John stood back and I walked into the house and he told me to sit on the settee while he got my drink, when he returned he sat next to me and handed me the glass of lemonade. Being thirsty I drank it quickly and stood up to leave thanking John for the drink. "Don't go yet Bob" he said "I was only thinking about you and me and what we did the other day, you haven't told anyone have you?" . I said "No I promised" it was then he asked if I would like to play again as he took hold of my hand and placed it on his crotch like he did the first time. I could feel his bulge through his pants and started to get excited myself. My little cock was hardening as I started to squeeze John's cock, he lay back and asked me to take it out for him. I fumbled a bit trying to open the button at the top of his pants but had no problem sliding his zip down. I reached inside his pants and felt the heat from his huge cock burning the palm of my hand as I extracted it into the open air. As I stroked it he was telling me what a good job I was doing and to pull his fore skin back and forth over the head. Again I could feel his cock getting slippery with his pre cum and remembering how he liked it the first time I used my thumb to spread it over his gland used it again and he started groaning and told me how nice it was. "You learn quickly Bob, that feels so good" . He got me to stand in front of him and undid my shorts pulling them down exposing my dick which he took straight into his mouth and started sucking me. I could not believe how nice and warm it felt in his mouth and I felt as though my cock had grown at least another three inches. He took all of me inside and moved his head back and forth, my penis now sliding in and out and the sensation was too much for me and I know I had the best orgasm of my life just then. Letting my cock fall out of his mouth John pulled me to him and kissed me pushing his tongue into my mouth, it was then I tasted my own cum for the first time and it was also the first time I had ejaculated sperm. As we were kissing I felt so grateful to John that I took his cock and started wanking him really fast. He was moaning again and caught me by the wrist saying, "Slow down, not yet, I don't want to cum yet". I was still standing in front of him as he wet his finger with spit and reaching behind me started probing my anus with it, as he pressed it against my sphincter it suddenly popped inside me, it didn't hurt at first but as he pushed more into me I started to struggle to get away but he held me fast and started to kiss me again and whispered to me that it would be OK in a minute. By now his whole forefinger was inside me and as he started moving it in and out of me the pain turned to pleasure as he stroked in and out of me. I was in a trance and could not believe what he was doing to me and I could feel my prick rising again to sensations going through my body. Here I am thirteen years of age with my pants around my ankles and a grown man fingering my bum, stroking his cock. I was pushing back now trying to get more inside me and as I bent forward took his huge prick into my mouth, and sucked and licked it as fast and as hard as I could. John stood up, his cock slapping against my cheek and I felt his finger slip out of me leaving me with such an empty feeling I just wanted him to stick his finger back inside me. "You liked my finger doing that didn't you Bob, was it nice?"I replied "Oh yes, yes it was really nice" "I want you to put your dick in my bum Bob do you want to do that for me". I was lost for words as he spit into the palm of his hand and coated my cock head with it. I didn't know what to say or do till he guided me to him as he bent forward, reaching back and put the head of my still hard five inches to the entrance to his passage and told me to push hard. I could not believe it as my boner disappeared up inside him and my little balls were rested against his ass cheeks. "Move it back and forth Bob push it in and out as hard as you can, Oh that feels so nice " he said as I did what he asked. The friction I was feeling on my dick felt so nice and again I was doing some thing for the first time, I was actually now fucking a grown man. "Yes that good, yes fuck me Bob fuck me hard" by now I was slamming in and out of him and started cumming so hard and the intense feeling I had was too much for me and my legs gave out and my spent prick fell out of him. He was like a man possessed as he lifted me and lay me on my back onto the table, he held me there as he used his spit again to lube my ass and his cock and pressed it against me pushing harder and harder till it popped inside my virgin ass. I screamed with the pain but he just kept pushing into me till it couldn't go any further. I was crying and yelling for him to take it out, when he stopped pushing and just held me in his arms and again started kissing me and telling me I was very brave for my age and taking his cock inside me. He kissed my eyes and stroked my forehead gently with his fingers as I calmed down from the initial shock and the way he forced himself into me. He was stood over me and started to stroke my cock for me again and the pains I had endured melted away. As he stroked me I realised that he was slowly moving back and forth and could feel the swell of his penis inside of me It started to feel really nice and I was getting hard again. John was grunting and moving a bit faster as he pulled my fore skin back and forth and I put my legs around his waist and pulled him hard into me feeling so full of his manhood and so grown up as he kept up the stroking in and out of me and wanking harder on my dick. I could not believe this was happening to me as I had another orgasm, it was then John really started grunting and going faster inside me sliding his hardness into me, telling me what a good fuck I was and how tight I felt to him. I don't know if it was my imagination but I am sure I felt his prick expand inside me as he started to yell out . OH!! fuck fuck fuck I'm cumming Oh God squeeze my cock in your ass you little bastard, It was then I felt as though my insides had been ripped out as he shot spurt after spurt of cum up my hole. He came to a stop with all of his huge throbbing cock inside me and lifted me from the table and hugged me so hard I could hardly breath. The feeling of his dick slowly shrinking inside was a bit of a relief for me but at the same time I felt a bit disappointed that it was over. He lowered me onto my feet and kissed me on the head telling me I was the best and how sorry he was that he hurt me. I was about to pull up my pants when a gush of cum came out of me and ran down my legs and dripped onto the floor. "He pulled up his pants and taking me by the hand led me to the bathroom where he took a warm cloth and washed my backside and legs. He got some cream and spread it over my very sore bum and the feel of the cream was so soothing, he caressed my by now gaping hole and pushed his finger inside, coating my passage with more cream and cooling affect was so nice. John asked me if I would like to come around again and the pain I had felt was forgotten as I replied "Yes please" After getting dressed, again I was asked not to tell anyone and to this day I have kept my promise.