A couple of years ago in school we went on a field trip that was on the opposite side of the state. We knew ahead of time that when we got there it was going to be late, so basically as soon as we got to the hotel we needed to get to bed, because the next morning we were leaving almost immediately, then getting back home that same night. When we got there I was paired with a guy I knew and had talked to a few times, luckily. He was a heavy guy but I thought he was cool.
We pulled up and got our room keys, and when we walked in we brushed our teeth and all that, then turned off the lights and went to sleep. Around two am I was woken up and I could hear him breathing heavy. I wanted to make sure nothing was wrong so I looked over and let my eyes adjust, and from the light coming in between the blinds I saw that he was masturbating. But I also saw that he was fat somewhere else too, his dick. The thing stood up like a pole and must have been 8-9 inches long and thick. I could just picture that monster pumping in and out of some tight little pussy, making her scream and beg.
I probably laid there perfectly still for about 10 minutes, watching him stroke himself with one, then both hands. All of a sudden he then stopped, rolled off the bed and hurried towards the bathroom, with that big penis wagging back and forth underneath his belly. I could hear his bare feet slap against the tile, then a few seconds later I heard a faint 'ohhh, ohhhh...ohhhhhhh.....' when he came. Again, I pictured him pounding some girl and filling her with a gusher of hot cum.
The toilet then flushed and he walked out, his penis softening to a big piece of hanging meat. He sat at the foot of his bed for a few seconds and caught his breath, then put his shorts back on and crawled into bed. After the show he put on I was about to cum without even touching myself, but I waited a little while and when I thought it was safe, I kicked off my sheets and shorts and started stroking my much smaller erection. I came in about two minutes, getting it all over my chest and my hand. I didn't want to get up, so I just wiped it on the side of the bed and went back to sleep. The next morning he didn't say a word about what happened so I don't know if he saw me, but I definitely saw him.