When I was in middle school I had a friend called Luke who was obsessed with sexual matters. He would turn every conversation around to the subject and was constantly asking me questions like "had I started masturbating yet?" and "had I ever been caught by my Mom masturbating?" "had I ever seen my Mom naked?" and so on. Even though I found these lines of enquiry quite arousing (what with being at an age with hormones pumping like wildfire through my body) embarrassment made me shy about answering and he must have thought me quite a prude. One Monday Luke invited me to sleep over at his house that coming Friday and Saturday night and the promise of being able to play his new Sega games console (state of the art at that time) made me agree right away. Of course Luke being Luke he spent the week leading up to the sleepover asking me whether I'd be jerking off whilst staying with him and whether I slept nude or in underpants and that kind of thing. I tried to laugh it off but deep down, even though I was interested in girls rather than boys, this talk was beginning to make me aroused and excited in anticipation of the sleepover.
On the Friday I got to Luke's parents house and after dinner we went to his room to play Sega. I had a makeshift bed on the floor of a mattress and sleeping bag. We were both fans of pro wrestling at the time and Luke had quite a collection of Wrestling magazines. As we browsed through them he kept commenting on the women wrestles in the magazines. This was before the WWF Divas and female wrestlers were sturdier and tougher back then but still very sexy in their tight leotards often showing cleavage. Luke pointed out erect nipples and what he called "camel toes" in the pics. I was actually starting to get an erection from this and was by now felt comfortable enough to admit to Luke that I had used my own wrestling magazine collection in my own jerking experiments. The conversation then got on to women we jerked thinking about and we discussed celebrities, girls we knew from school, even teachers and friends' moms and sisters. Luke also showed me a Sears store catalog he had under his bed with pictures of women in underwear and pointed out the women whose pubic hairs were visible through white panties. My head was by now beginning to swim and although I was trying to disguise it, my cock was throbbing and twitching and my balls churning.
After we'd perused the catalog, Luke said we should get ready for bed and so I got my Pjs from my bag. Luke laughed and said he didn't realise I still slept in PJs. He told me he'd been sleeping in the nude for the last year. I don't know whether it was not wanting him to think I was a silly kid or me wanting to get nude (probably a bit of both) but I said that my Mom must have packed them for me and that I always slept nude too. Giving me a look like he didn't believe me, Luke said that we should get naked ready for bed then and took his shirt and pants off revealing his red briefs which were tented by his erect cock which I could tell even through the underpants was bigger than mine even though we were the same age. I was slightly shocked by how care free he was about this and hesitated once I'd got my shirt off. Luke asked me what I was waiting for and then told me not to be shy if I had a hard on too. So, trembling through a combination of nerves and arousal I took my pants off revealing my own smaller cock tenting my cotton boxer shorts. Then, as unashamedly as you'd expect, Luke pulled his briefs down revealing his chunky penis and a big thick looking scrotum. He had a lot of red hair around his cock and balls and that made me reluctant again to take my own underpants off as I only had a few hairs myself at that point. Luke stood nude in front of me and told me to quit stalling unless I wanted him to pull my underpants off for me. My heart skipped a beat at that suggestion and I realise looking back that Luke's behaviour was uncovering a kind of submissive streak in me. I pulled the boxers down and Luke laughed as the elastic caught against my cock and made it spring up and down. He commented on how hard it was and that made me more embarrassed and also more horny.
He got the catalog back out and asked me which woman in it made me the most horny. I flicked through the pages and pointed to a woman who was I guess in her late 20s , early 30s with short hair who was stood hands on hips in a pair of white full briefs and a cross your heart type brassiere. Luke agreed she was sexy and showed me a slimmer blond woman that he said was his favourite to jerk to. The Luke suggested we play one more Sega game before bed but said that this time we should make it "more interesting". He said that we should play a shooting game that he had and whoever had the highest score was winner. The loser he said had to have a forfeit. When I asked what the forfeit was he said "they have to have their balls tickled". He laughed at the expression on my face which must have been a mix of shock and arousal. I asked what he meant by tickled and he said "you know 'ha ha' tickled" for five minutes he said and the winner got to use what they liked to tickle the losers balls. My stomach flipped over and my cock raised about another 2 centimetres upwards as he told me I should go first. Of course my mind was racing thinking of what it would feel like to be tickled there and what Luke might use and I could hardly hit a single target on the screen amassing a paltry score. Luke, cool as a cucumber hit every shot like a marksman and then laughingly accused me of not even trying before telling me it was time to get tickled. I felt ticklish even at the suggestion but I was pretty much putty in his hands by now and so when he told me to kneel on his bed with my knees apart and hands on my hips I tremblingly complied feeling so exposed with my hardon twitching away above my vulnerable balls and scrotum.
I was expecting Luke to get a feather or some such in order to deliver the tickle but instead he knelt in front of me and started to tickle my scrotum with the fingertips of both hands. It was quite ticklish but also felt good especially when he then used the tip of one finger to tickle underneath my scrotum. Then he moved on to tickling the actual balls inside the bag , jiggling and rolling them with his fingers which felt bouncy and made me even hornier. He also kept pausing to pull them a little. After a couple of minutes had passed he told me that I could jerk off while he did it if I wanted and that he could keep tickling with one hand and hold up the catalog page with the woman I liked in the other so I could see it as I jerked. I was so turned on and dry mouthed that all I could do was nod in the affirmative. I started nervously stroking my cock and looking at the woman smiling out from the catalog as Luke started to say things like "imagine her tickling your balls". It took about ten seconds for me to cum with Luke still prodding and jiggling my balls as more cum than I had ever produced so far came out of my cock in thick pearly globs as Luke laughed and kept tickling commenting that I'd flushed red from my face right down to my chest. He kept tickling after I'd cum as there was still a minute left and it felt more ticklish and more like a humiliating forfeit having it done post orgasm. After that I was expecting to have to help Luke cum but he simply passed me a box of wet wipes and said it was time to go to bed but that we should definitely do more games the next day. I hardly slept that night with my mind racing about what was in store the day after and I jerked again as Luke slept, this time imagining girls we knew playing the tickling game with us. We did play another game the next day. If people want to hear more then I'll write about it.