Please be sure to read Part I: A Perfect Storm so you know what the heck is going on.

August 29, 1983, Generic Midwestern Junior High School Boys Locker Room, 10:18am

I timidly enter the boy’s locker room for the first time. I have my gym bag with my gym clothes and am ready for my first junior high gym class.

I am twelve. And not a big twelve. I am, in fact, midget-like 4’11” and 80 lbs. soaking wet.

I am still a boy. My hormones have not yet graced me with pubic hair, my velvety baritone voice or much in the way of muscles.

The bell rings. Class is starting.

Oh shit. I’m the smallest kid in here by far. I’m gonna get nailed to the wall and hung up by my underwear…

“OK fellas,” says Mr. Farelli, our gym teacher, “This is how it goes in gym class. I hope everyone remembered your gym clothes. If not, you’re gonna stink the rest of the day after you sweat in your regular ones for an hour, plus you get a demerit.”

“Speaking of stinking, everyone here is required to shower after every class. You will strip, get a towel, walk into the shower area, rinse off and I will check your name off this list as you leave. If your towel is not wet, you will have to return until you get wet. No exceptions,” bellows Farelli.

The other boys start taking off their clothes and putting on their gym clothes. I do the same, carefully undressing to avoid showing any more of my girlish frame than I have to. Like I could hide it…

Being a decent athlete always helped me. I was small, but I was fast and coordinated. The bigger guys couldn’t catch me and the others were too gawky and clumsy to follow me. If they did catch me, I was so squirmy that I almost always got away.

This “escapability” would come in handy evading bullies and would-be lunch money thieves over the next few years. At least until I made friends with a big kid. Or finally fucking grew.

But after class, when all the boys were jammed in the locker room, my elusiveness wasn’t going to help me…

Farelli was waiting and I had a date with the shower.

I bashfully strip out of my gym clothes, which were not even sweaty yet, and into my towel. I couldn’t help but catch a glance or two of the other boys who seemed much bigger and hairier than me. I look down at my little bald guy and promptly turn eight shades of red. I can literally feel my skin burning.

See Dick get hard in the boys locker room,
See Dick run .
Run Dick, run!

(This did not happen, luckily. If anything, the little fucker shriveled up even more!)

I secure my towel around my waist and quickly shuffle into the shower area and basically run by a spraying nozzle for about a second, dry off the 2 square inches of my body that actually got wet and hurried out into the locker room. Farelli grabs me by the arm and says, “You didn’t get wet! Get back in there!”

This time I wasn’t going to get sent back. I take off my towel and make sure it gets wet, get my hand wet, sprinkle some water on my shoulders and chest and walk out of the shower area, carefully avoiding actually stepping into the stream of water.

Farelli lets me pass unmolested and my showering strategy for the next six years of junior high and high school is set. Get the towel wet, sprinkle and done. Heck, I don’t even need to take off my underwear!

I walk back to my locker secure in the knowledge that nobody was going to see my skinny, naked ass again unless I wanted them to.

I open the locker door and change into my regular clothes. I lock up my stuff and confidently stride into the hallway.

+++

Lollipop Club Locker Room, Present Day

I close the locker door that contains all of our clothes and grab the towel off the bench next to the lockers after carefully securing the lock.

We are all naked, plus there are a couple of others walking by outside the locker room, making sure to check out what is going on inside through the open door.

I pretend this does not bother me in the least.

I’m cool. I’m down. I’m into it.

I’m petrified.

Jane and I walk down the narrow hallway toward a new adventure together.

Things may never be the same between us after this.

+++

“Are you bi?” I ask Sally as we enter the room.

“Yeah, I swing that way sometimes,” she says.

“Great! Let’s have some fun then.”

Jane is totally into this. She’s an exhibitionist anyway and loves to show off, so there’s no apprehension on her part at all.

Jane and I start kissing and touching. I spread her legs and head down to that pussy I know so well. I work my way all around her lips, teasing and breathing on her clit. Soon enough, I take her clit in my mouth, suck it in and twirl my tongue all around – she goes crazy. I start fucking her with my tongue and she is in ecstasy.

What can I say? Either I know her like a book or she just has a low orgasm threshold. Either way, I get the job done.

And everything is great - I’m feelin’ fine, enjoying the moment, semi erect - big enough to catch Sally’s eye, that’s for sure. We’re right next to them - Jane starts playing with Sally’s tits and they kiss.

Very hot.

I switch spots with Jane, which affords me a good view of everything else going on in the room.

And it’s cool as hell.

People are having sex right next to us!

Jane starts sucking me and…I lose it.

I’ve got nothing.

I am totally limp.

I am devastated, but I don’t freak out. This has literally never happened to me, except when I’m really, really drunk.

This, after I purposely limit my drinking tonight for that very reason.

It is all so overwhelming - the sights, sounds, the smells, the naked bodies writhing around…

I am suddenly acutely aware of my own nakedness.

I am exposed.

Those same feelings of being a 85lb., skinny, pubeless 12-year-old in the locker room with all of these other much bigger, much more developed boys were suddenly front and center.

At this point, I’m doing everything I can to not to have a panic attack in the middle of the giant bed during what amounts to an orgy. I have no clue what to do: This is no time to be exploring my prepubescent traumas, however tame/lame they may be.

I can’t just fix this.

What the fuck is wrong with me? I am here in a room with two naked, beautiful women who both want to fuck me and my stupid brain chooses now to panic? It is bad enough that I can’t get hard with Jane sucking my dick - and damn she was a trooper: Finger up my ass, pinching my nipples, dirty talk - she is trying anything to get the ball rolling.

And…nothing.

Keep in mind, Jane has never even kissed another woman before tonight. She eventually tires of trying to get my motor running, decides she wants to play with Sally and asks her point blank, “Can I lick your pussy?”

I can’t blame her and send her over to Sally. They play around for a bit - I’m enjoying the show. Sally lays down and Jane dives in like it’s a swimming pool, licking and sucking Sally’s tits and working her way down to that honeypot. After she starts twirling Sally’s clit piercing around her tongue, I lean down and start tonguing Jane from behind while she’s licking her first pussy, which makes things difficult since she is not very good at multitasking.

This is mind bogglingly hot, so why am I not reacting?

The girls finish playing and Andy and Sally start fucking.

I, on the other hand, am going nowhere. Jane and I play around some more and bless her heart, nothing was happening. She gave it her best. It really had nothing to do with her at all.

After a bit, Andy clearly wants to play with Jane and Sally is eying me like a hungry lioness stalking her prey. She saw me before I panicked, so she knew I had potential.

As Sally is getting fucked reverse cowgirl by Andy, she looks me in the eye and tells me “Come here, let me give that a try.”

I just about go in the tank. My brain is whirring at a million miles an hour.

“What do I do if I can’t get it up for Sally?” I obsess.

Another (worse) thought flies through my whirling mind:

“What do I do if Sally can get things moving? What the hell is Jane gonna think? She’s gonna think that she doesn’t do it for me and I don’t think she’s sexy and hot and that I only want to fuck pretty young things now that we’re ’swingers.’”

This is so not the case.

Andy then tells Jane to come and sit on his face - while he’s fucking Sally.

To paint the picture in words: We have Jane is sitting on Andy’s face while he’s fucking Sally reverse cowgirl and she’s sucking my cock.

Wow. Wow, wow, wow.

Except the part with me.

I’ve…still…got…nothing.

At least I’m consistent!

“It’s OK,” she whispers, “It happens all the time.”

“Not to me,” I answer, trying not to get shitty about it. I am pretty angry with myself and very angry with my uncooperative penis.

Clearly, I need to get the hell out of there. But I cannot (and will not) leave Jane alone.

Andy and Sally stop fucking and he moves over to Jane. They start kissing and touching - she starts sucking his dick after a few minutes. I am OK with this. Seriously.

So, I proceed to do what I can - I lick Sally’s pussy like it is an all-day lollipop. I do everything I can to make sure she at least has something resembling a good time with me.

I am so pissed off, I take my anger out on this poor girl’s clit (yeah, poor her). Her piercing is rattling around on my teeth as I swirl my tongue around her little love button and suck it into my mouth, tonguing it as hard as I can. She is squirming around on the bed and starts trying to grab my hair, which is too short for her to grip.

And then, a moment of clarity.

Suddenly, I can block the inferiority complex, the negative feelings, the other naked people, my wife blowing another guy…

I can focus!

My anger focused my stupid monkey brain.

I close my eyes and take a deep breath. Then another. I can feel the blood flowing in the right direction. I stand up on the giant bed over Sally. I look down at her and…YES!

See Dick play,
Play Dick, play!

“Is this more like what you were expecting?” I ask Sally.

She nods eagerly.

“Do you want to suck this cock?” I ask Sally.

“Damn right I do,” she says and greedily starts gobbling up my now turgid rod.

After at least 10 minutes of her licking and sucking me, Jane crawls over to us, looks at me and says six words that I never thought I would hear come from her mouth: “I want you to fuck her.”

“Say it again,” I demand.

Damn, this is hot.

“I want you to fuck her.”

“Do you want to fuck him?” I ask.

“Only if you can fuck her. I only get to play if you do. Can you?” she asks, mildly mocking me.

Ooh, that woman. She really knows how to push my buttons…

I am fully engorged now. Sally and Jane both look up at me, grinning like Chesire Cats.

Appropriate, since that we’re about to go down that rabbit hole…

I grab a condom off the railing and pull a preparatory tear across the top. Sally starts sucking me again and I stop her, push her down on the bed, roll the condom on and prepare to slide my cock into the only woman other than Jane that I have touched sexually for nearly 10 years.

Next: This is Fun!