I had worked all day at my fairly boring job and was glad it was Friday and the end of another work week. Since I didn't have to work the following day, I agreed to meet a few friends that evening and spend some time unwinding. There was a new movie we wanted to see and a new restaurant we wanted to check out.

After work, I went home, relaxed a bit, then took a long shower and got ready to go. I met my friends at the restaurant and we had a good meal, then we went to see the movie, which was okay, but not great, as it seems usually turns out to be the case. Regardless, we all had a good time and enjoyed each other's company.

By the time we all went our separate ways, it was going on eleven. I wasn't especially tired and didn't really want to go home yet, so I decided to head to the local 24 hour gym for a little exercise. I'm not a gym rat and don't really go for the heavy workouts some people seem to enjoy, but I do like to stretch out my muscles once in awhile and occasionally work up a sweat so long as I don't have to work too hard to do it.

When I got to the gym, there were maybe seven or eight single guys, a couple of single females and a couple or two there. Of those, only two or three of the guys seemed to be working out pretty seriously. Everyone else seemed to be working out at more leisurely pace, the way I intended to do, or not really working out at all, doing more socializing.

I went to my locker and changed into my gym clothes, then headed to the restroom for a pit stop. While taking a piss, I felt my cock start to stir a bit, so I gave it a few leisurely strokes until it was about half hard, then tucked it away and headed out. Not being one who worked out too hard, I never wore a jock strap, but instead was quite content to stick to my usual boxers under my gym shorts. This gave my cock more freedom and I enjoyed the feeling of it bouncing around a bit while I jogged or worked out. If it also provided an opportunity for someone else to catch a glimpse of my cock and balls, so much the better!

Once out on the gym floor, I stretched out for awhile, then jogged a few easy laps around the track, lifted a few light weights and generally just messed around on some of the equipment for awhile. All the while, I was casually checking out the other people in the gym. By now, the couples had left and the single females had apparently hooked up with a couple of the guys. The guys who had been seriously working out all seemed to be together, spotting for each other and cheering each other on, but they were quickly running out of steam and soon were headed to the showers. Fifteen minutes later, they all departed the gym together.

After fooling around pretty half-heartedly on the equipment for another fifteen minutes or so, I jogged around the track a couple more times, did a few more stretches and then headed for my locker again. I stripped off my not-too-sweaty gym clothes, wrapped a towel around my waist, slid my feet into my flip flops, and headed to the showers.

The showers in this gym are large individual stalls with plastic shower curtains over the opening. There are twenty stalls, ten on each side with a central aisle running down the middle. It seems like no matter how hard you tried, you could never make the plastic shower curtain fully cover the opening. I didn't really mind this "feature" at all because, as something of an exhibitionist, I enjoyed it when other people watched me while I was naked and being bi-sexual, I didn't care whether the people watching were male or female. Since it was late at night and I knew there were only a few other guys in the gym, I only closed the shower curtain about two-thirds of the way, got the water on and adjusted so it was nice and warm, and then started slowly soaping up. By the time I got through washing my hair, my cock was already half hard. I turned so my back was to the showerhead and I was facing the shower opening and continued soaping up, running my hands slowly over my arms and chest. I skipped over now fully erect cock and washed both legs. I then just stood there, letting the warm water wash over me for awhile. Somewhere during this time, I had noticed another shower coming on. I glanced out through the partially (well, mostly!) open shower curtain and saw another guy in a stall diagonally across the aisle from me soaping up while watching me. I moved in my shower stall to make sure he was able to get a good view of what I was doing and then started washing my cock and balls. I closed my eyes and started slowly jerking myself off with my right hand while massaging my balls with my left. I then squatted down slightly and ran my left hand further back between my legs and started fingering my asshole. I opened my eyes and looked directly at the guy in the other shower. He was doing exactly the same thing. We watched each other for several seconds and then he turned off the water in his stall and walked directly into mine.

As he entered, we immediately reached for each other's cocks. I'm 6'2" tall and weigh about 200 pounds and he was a little shorter and a little lighter than me. At about 7 inches, his cock was longer than my 5-1/2 inches, but other than that, they could have been twins - both were cut, slender (thin, slim, whatever you want to call it, just not "thick") with large, mushroom heads. We continued masturbating each other for a minute and then I placed his cock over mine and started jerking us both off cock-to-cock. While I did this, he was rubbing his hands all over my upper body. I really enjoy cock-to-cock masturbation, so it wasn't long before I started getting close to cumming.

"Ummm, I'm getting too close, I need to take a break," I said to him.

I released our cocks and kneeled down in front of him. I then sucked the head of his cock into my mouth. I flicked my tongue back and forth over his cum hole and tasted his hot precum before sliding my mouth down further over the length of his hard cock. I had my hands on the backs of his thighs and I moved my hands up to his firm butt, running my hands all over the cheeks of his ass. I let the tips of the fingers of my right hand slide up and down the crack of his ass, pressing in deeper and deeper, until I came into contact with his asshole. When I did, I heard a low moan escape his lips and felt his hips buck forward slightly, pushing his cock deeper into my sucking mouth. Applying gentle, steady pressure, I slowly slid my finger into his ass as deep as I could get it. In the position I was in, however, with my arms wrapped around the outside of his thighs, I couldn't get it in as far as either of us wanted. So I pulled my finger out of his ass and move both arms between his thighs. My right hand went immediately back to his asshole and I pressed my finger back up his hot ass. My left hand grasped up high around his nut sack, squeezing and pulling gently on his balls. I finger-fucked his ass with my middle finger, driving it deep. It was soon joined by another finger. All the while, I was sucking his cock deep in my mouth and I knew if he didn't stop me soon, he would explode in my mouth.

"Wait! Wait! Stop! Stop or I'm going to cum!!!" he said urgently.

I immediately released his balls, pulled my mouth from his cock and eased my fingers out of his ass. I watched his cock pulse rapidly up and down with the beat of his heart, the head of his cock swollen and red. I stood up and pressed my hips against his so our hard cocks would once again be touching and rubbing against each other.

After a minute, he started working his way down my body, licking and kissing all over my chest and sucking on my nipples. He continued working his way down until he had my cock in his mouth. Being only 5-1/2 inches long, I've never had anyone, male or female, have any problem sucking the entire length of my cock into their mouth, and he was no exception. He immediately engulfed the length of my cock, tightly wrapping his lips around the base of my cock. I could feel his tongue working against the underside of my cock and his throat squeezing my swollen glans. At the same time, he was running his hands up and down over my balls, my thighs and my ass.

He kept rubbing my ass and I wanted him to finger my ass so bad like I had done to him that I almost couldn't resist grabbing his hand and forcing it to my asshole. But he had other ideas. Soon, he turned me around so I was facing the wall. I leaned forward at the waist to "assume the position" (as the cops say) and I felt him once again begin rubbing my ass. He spread the cheeks of my ass wide open, leaned forward, and ran his tongue up from the base of my balls, over my asshole, and up to my tailbone. Since I love being rimmed as much as I love cock-to-cock masturbation, a loud moan escaped my lips as his tongue passed over my asshole and I moaned again as his tongue found my asshole again and he started trying to push the tip of his tongue up my ass. I relaxed my asshole as much as I could and I felt his tongue slide in. He soaped up his hands again and, with his left hand, he encircled both my balls and my cock at the same time, and pulled them back between my legs. I felt his tongue leave my asshole and start licking my balls and cock. He then slipped the middle finger of his right hand up and deep into my asshole with one smooth, gentle motion. The muscles in my ass clamped down tight on his finger and he held it there, deep and still, until he felt me relax a bit.