I woke up. I was calmed, and still sleepy. I quickly looked over at the wall about four feet from the foot of the bed. A small white glow illuminated from the back of two arms that resembled a clock. It read 3:04, AM obviously.

I had my right arm around Ben’s chest. He was naked, and so was I. We had fallen asleep about four hours prior after messing around a bit. I had my chest pressed up against his back, his butt nestled in my crotch. My moving woke him up. He moved his legs and twisted his spine a bit. I moved my hand from his left nipple down to his lower belly. I started to move down to his penis, which was erecting a bit. “Wanna do a bit more?” I asked. He responded with a very lazy and long, “yeah”.

I grabbed his half-erect penis. I played with his foreskin; pulling it back a bit, and pushing it forward. My erection pushed into his butt cheeks. I moved my pelvis to rub my penis on his crack. It was smooth, and simulating - almost ticklish.

I sped up with jacking him off. He breathed harder, and faster. His dick throbbed with blood; heartbeat slow, but still powerful.

I moved my right hand away from his crotch and onto his right leg, and pushed it up towards hos body. He followed suit - he curled up and stuck his butt out. I situated myself, and stuck myself inside him. He winced from the pain.