I had been going to a local gym to try to get back into shape after letting myself go for a while. I was 34 and just recovering from yet another bad relationship. There were a few good looking attendants both men and women. All seemed to be younger than me but all were very helpful and made me feel comfortable.

I never really went at any regular time so got to know all of them. I had more than one fantasy about all the women and a couple of the guys. I had been bi curious for some time and was thinking that this might be the time to explore some new territory.

One of the male attendants and I had hit it off better than any of the others and I was trying to set my schedule with his. His name was Ben. He always stopped by one of my work out stations to say hi and chat for a few. He never made any move that lead me to believe he was interested but I let my fantasies run wild anyway.

I had come in when he was about a half hour from closing and I asked if I was too late? He said "No I had time as he was doing some end of week paperwork and would just lock up and secure everything I wasn't going to use." After I finished my workout I stuck my head into the office to let him know I was headed to the showers.

I was in the shower when I heard someone enter and turned on the unit next to me. I turned by reflex and saw it was Ben. He was turning on the water when as I was glancing at him I was drawn to his crotch. He was shaved but that was not it.

It was more than that. It was his beautiful cock. It was perfect. I have never been this close to another mans cock before and was mesmerized by the very sight of it.

It was about 6 or 6 ½ inches and only semi-hard. It hung about half mast. He was uncut and I don't know how long I stared at it but he became visually harder.

Embarrassed I was shaken back to reality. I looked at him to find he was watching me look at him. He could see my reaction and said: "Relax we are all a little curious aren't we?"

I had started to get hard myself, which he nodded his head at, increasing my dilemma.

I stammered something about being sorry and I was mumbling as I turned away.

He went about his shower and I tried to turn a little away so he couldn't see that my hard on had gotten bigger.

We were both quiet for a while until I was trying to get the middle of my back when I felt his hand on my shoulder and said "Here let me help."

As he started to use his loufa on my back with one hand he reached around me with his free hand and supported my chest. I think he could feel me tense up in his grip.

He told me that I really needed to relax as we were alone.

His washing my back became more of a massage.

Somehow he switched hands and then the hand on my back was supporting me as his hand on my chest drifted down my stomach, to my groin and then to my hardening cock.

He took my almost hard cock in his hand softly and started to stroke me to hardness.

He caressed and stroked me as well as I ever have done to myself. He pressed himself to my back. I could feel his hard cock running up and down between my ass cheeks.

I spread my legs allowing him better access to my ass crack. I let out a low guttural moan that surprised even me.

"Is this your first time with another man?" He asked as he pulled his cock down and ran it between my legs rubbing my balls and the bottom of my cock with his.

All I could do was nod to the affirmative.

He started by stroking me slowly with a nice soft but firm grip. He would drop his hand to my balls and caress his cock and my balls.

His cock was long enough that he could hold us together and stroke both of us. It didn't take long for him to bring me to a knee bending orgasm.

He held me up as I regained my composure. I could feel he wanted to put his cock in my ass but I wasn't ready for that but sure wanted to suck him off.

I turned around and started to caress his cock and gently pushed him back to the changing bench.

I sat him on the end of the bench with a leg on either side and pulled his crotch so that his cock and balls were over the end.

As he settled in I kneeled between his legs and stroked his cock working the skin back and forth his length.

It was like a dream but I knew everything I was doing.

I was mesmerized by his foreskin. I would pull it forward to cover the entire head and then back exposing his whole crimson crown. It was almost bright red and I could feel him pulsing in my hand. His shaft was the same color as the rest of him making his cockhead seem brighter. His shaft was smooth without the bulging veins I had seen on other men's cocks in videos.

I took him into my mouth and thrilled at the feel of his cock sliding in and out. I loved everything about it, the feel, the taste, the smell.

It was so different from eating pussy which I have always loved so much.

I would suck the foreskin and pull it out as far as it would go and roll it around on my lips.

I would then stroke his shaft back exposing his cock head and run my tongue around it. I would lick the end of his hard cock and roll it around in my mouth.

Then I would try to get as much of his cock into my mouth before it hit the back of my throat. This was a dream come through and I was having the time of my life.

It was similar to the first time I ate pussy but so different.

Everything that was happening was like sex for the first time. I had opened another door to a room full of new experiences.

Before I knew it he said he was about to cum and tried to pull away. I shook my head no and would not let go of his cock. The first shot was a surprise in its intensity and quantity. I have eaten a lot of cream pies I had helped make so had an idea what it would taste like. But his was a little different. His flavor was more like a hot raw oyster if that explains it.

He shot three more times each a little less in quantity and intensity. After he seemed to stop cumming he tried to pull

himself from my mouth. Reluctantly I let him. He said if we want to continue this we could find a better place.

It was then that it hit me, what I had just done and what had been done to me. He could see my change of attitude and asked me if I was OK?

"Oh yeah, this has been a long time coming and I think you are the right person to open some of these new doors with me, I replied, out of breath."

It was a short ride to Ben's' loft. It was a nice place he had a bigger than King sized bed in the center of the room.

I asked if that was the center ring. "Oh yeah, I have had many a good time there.

"Any favorites?" I asked.

"Yes there is a couple in their 30's that I have a lot of fun with. You remind me of the husband.

He is new to the bi fun but making up ground fast. Maybe if you like I can introduce you to them as they are kind of private but would trust my judgment."

I took a seat on his couch along one of the walls opposite the big screen TV.

Ben brought us some juice and settled in next to me and turned the TV on and started a DVD already in the unit. It picked up the action of a threesome with two guys and a girl.

"Does that look like fun to you John? He asked.

"Yeah, it is one of my oldest fantasies."

I then told him I thought that the first time I was with a man there would be a woman present and we would drift into my first bi experience.

He asked if I had any regrets about out shower fun.

"Not really, I am just surprised how easy it was. I thought I might balk at a one on one with another guy, but it all seemed so natural."

"So what does that tell you? He asked.

"I guess that it is natural and I waited way to long for the first time' Was all I could say.

'He asked if everything was going OK for me.

I told him that I wasn't into anything that didn't express a mutual respect for each other and didn't get off of any dominant attitude or humiliation.

"I am glad as that is where I am coming from too was his reply."

He leaned over and took my face into his hands and kissed me. It was so different from kissing a woman. He was firm but I didn't feel threatened in any way. He licked my lips and I opened them to let his tongue slip between them. I always wanted someone to eat my mouth not the other way around.

We shifted around so we were facing each other and started removing our shirts.

Our shirts were off easily and we started touching each others chests arms and back.

It was so different from being with all the women I had been with.

I didn't feel that I had to set the mood or direction as we both dropped a hand to each others crotches. We started to caress each others cock through our pants.

Ben said "lets' undress and get to the bed and do this right."

I was right behind him and was naked by the time we went the 10 feet to the bed.

He was as naked as I was by that time too and was starting to get hard.

As we lay next to each other on the bed I wanted to feel his beautiful cock harden in my mouth. I slid down the bed and took him into my mouth. I sucked him as far as I could and rocked my head back and forth on him. He was hardening quickly and I started to play with his foreskin again. I hadn't had enough of that yet.

As I was really starting to get into it he said he was going to cum pretty quick and hadn't sucked me yet.

He said: lay back and let me show you what I have learned.

Not one to miss a good thing I lay back into the center of the bed as he rolled over me and took my hard cock in his mouth. He was very good at what he did. He was using more saliva that I did and made me feel like his mouth was the best that ever had my cock in it.

It felt like he was fucking me with his mouth. He was caressing my ass cheeks as I had lifted my ass off the bed. I felt like he had my cock in a grip that pulled me up off the bed. I felt so good in his mouth I was arching my back to keep as much of my cock in him as possible.

This freed up his hands to caress both my ass cheeks. I was really getting into him paying so much attention to them and he said "you really like that don't you?'

I replied that no woman really spent any time touching me there.

He said "let me take care of that. Roll over on your knees and forearms and just relax and let me make one of your wishes come through."

I really liked what he was doing to my cock with his mouth but figured now that I had found another side of my sexual self I hopefully could explore more things later.

As I settled in with my ass in the air he renewed his caressing of my ass cheeks. I could feel his warm breath on my ass hole. He was taking his time touching me and I was in heaven.

Without stopping his touching my ass I felt him kiss me full on the ass hole. His lips were wet and after making love to my asshole with his mouth he started licking me.

Just when I thought things couldn't get any better he does something else unexpected.

I always got into eating out a ladies ass but really never had anyone reciprocate on me.

He was holding my ass open to his mouth and really putting me over the edge.

I couldn't believe it but I was coming without either of us touching my cock. I felt like by backbone was coming out through my cock.

He backed off as I slumped into the mattress. I was almost hyperventilating. I may have cum better in my life but at the time I couldn't think of when.

Ben let me get myself together as I rolled over on my back to pull him down to me so we could hug. I could feel his hard cock on my leg leaking precum.

I thought that I would never ask another man what I was about to ask Ben, but it rolled off my tongue so easily.

"Ben will you fuck my ass, please, take my ass cherry."

He reached into one of the nightstand drawers and took some lubricant out.

As he was spreading some into his cock he said "after your last orgasm you are no doubt relaxed enough for this but it will be so much better with some of lube."

I pulled my knees up to my chest and put my hands between them and opened my asshole as wide as I could for him. I felt so exposed and vulnerable, but so hot.

Ben started oiling up his two first fingers and put one of them in my ass. It slid right in with no resistance so as he pulled it out he added another and they both really didn't hurt and also slid right in.

"Want to try three?" he asked?

"Sure your cock is about that big isn't it? Was my reply.

He put more lube on my ass hole and his third finger. This took a little more time but soon all three were comfortably in me and he started to stroke them in and out of me.

After fucking me with his fingers for a while he could see I was really into it and said "are you ready to loose it lover?"

"Oh please take my ass. Be my first fucker Ben." Was my panting reply.

He aligned his hard cock with my ass and pressed the head to my asshole. His cock was somewhat bigger than his fingers were but I wanted this so bad I told him to put some pressure on me and I would push back and take as much of his cock as I could when I could. The head popped in and we stopped, letting me adjust.

After a while we started rocking and pressing a little more of his cock in at a time. He had about 5 inches of his 7 inch cock in me when I had him stop and let me relax.

When I told him to start fucking me he started slowly rolling his hips into me. He was more than just driving in and out of me he was rocking into me with a smooth natural rhythm.

He leaned forward and kissed me and was exploring my mouth with his tongue. I told him "Fuck my ass with your cock and fuck my mouth with your tongue." He was ravaging me at both ends. This was a first time for me and I loved it.

We had a pretty good movement going and I was really getting into it but my cock wasn't very hard.

He was so in tune with my emotions that he must of noticed and said "don't worry not everyone gets hard during anal. It feels good doesn't it?

"Oh Gawd it feels better than anything that I had in me before. Was all I could say.

I felt how I thought a woman must feel when she gives a man her virginity. It was so erotic but had always been such a forbidden and nasty act that it was so much more to me.

Before long Ben said that he couldn't take much more and would I mind if he came. I told him this was my gift to him and to enjoy himself and not worry about me.

He started to shoot his cum in my ass and it was hotter than I expected. I knew about how much force it would come with because I had experienced it in my mouth.

This was just as exciting as my first blow job.

After cumming Ben fell to my side catching his breath.

After a while he said "Lets' go take a shower."

I replied: "isn't that where this all started?

'Yep, maybe we missed something,lets' try to find it."