During my early Navy days, I was attending electronics schools in Great Lakes, IL. I was fairly naive and still a virgin back then. Fred was one of my best friends and we frequently went on liberty together in Chicago. I do not remember how, but we ended up at an apartment one evening. Several other sailors were there and it appeared to me to just be a place where guys could crash while on liberty. I did not give it much thought at the time. The next morning, Fred took me up to the roof where I met the Sam. It turns out this was Sam's apartment. Sam was a middle aged guy and as I would find out later, liked young sailors. I thought it was strange when he reached out and stroked the back of my leg, but nothing else happened and again, I did not think much of it. Little did I know at the time that my friend Fred had already been seduced by Sam.
Several weeks went by before Fred and I found ourselves back at Sam's apartment. Fred had disappeared and after while I went looking for him. The bedroom door was ajar and when I peaked in, Fred and Sam were naked in bed and Fred's face was buried in Sam's crotch. I stood there frozen for a while. Sam noticed me standing there and called me into the bedroom. I was transfixed by what was going on, but entered the bedroom feeling scared and excited and confused. I had never imagined or seen such a thing before. Fred got up and walked over to me, his hard cock pointing the way. He stood close to me and started telling me how much fun this was and he wanted to show me how good it felt. He looked down and said that I was obviously interested. He started rubbing my cock through my clothes and I felt like coming right then. I was trembling as he leaned in and started kissing me. I hungrily started kissing him back and his tongue soon invaded my mouth. He started running his hands over my body and soon my clothes were coming off. Naked we stood kissing and stroking each other's cock while Sam stayed in bed watching us and stroking himself. Fred then knelt down and my cock slipped into his hot mouth. He stroked my ass and the backs of my legs as he sucked me. It seemed like only seconds before I was exploding into his mouth. My body shook as he sucked and licked my cock clean. I felt wobbly as I sat down next to Fred on the floor.