Before my senior year in high school I started working out hard over the summer because, dammit, I wanted to make the starting varsity football team. I was a pretty good athlete but was undersized. I mean I was 6' 1" and about 135lbs. I got my parents to put up some cash so I could join Bally's to start lifting weights and working out. About two weeks later I was at the bench lifts and needed someone to spot me. This guy who was doing curls a little ways down from me looked like he was in the same boat as me; young, thin and in need of some muscles. I asked if he would spot me. We started up conversation and it turned out he went to our rival high school and he too was trying to bulk up for football in the fall.

We decided to start working out together and arranged to meet at certain times at different days of the week. He was really cool and I must say pretty good looking. He had a smooth body, clean face and he always smelled good. We would have a routine of upper body days, lower body days, etc. So one of those days I was on the bench press and he got over to spot me. For whatever reason, on this day in particular, I took a glance up his shorts (well he was standing right over me) and I briefly caught a glance of his package. So every time he lifted the bar I kept glancing at his hanging balls and could see the head of his cock. It was smooth all the way up his legs and I could barely make out any hair 'up there' either.

It hadn't occured to me if he had always shown up commando to work out and I just never noticed or what. I couldn't wait for our next upper body work out day. When that day came I became so nervous. He was already there at the gym when I showed up. He asked if I wanted to start with the bench first which we never did so I said sure, of course. He said 'you go first.' As I laid down and he got ready to spot me, he seemed to get a little closer in than normal. I tried like hell not to look so quickly. Then I looked and again I could see his nice package of cream colored balls and even more of them. Now I was convinced he wanted me to see them. So I decided that the next time would be my turn. I bought some loose shorts that weekend and couldn't wait for gym day.

We never met or hung out besides at the gym. I guess he had his crowd and I had mine and we didn't live that close to each other. We'd occasionally call each other to find out if the other was still going to the gym which we both did religiously. So now its his turn to bench. I scoot in to spot and I look down to see him glance up my shorts. He doesn't say anything or have any reaction; good or bad. But the next set of reps, I give him another glance and he stares up my shorts, looks me in the eyes, smiles, I smile back, he looks up my shorts again for about a minute before he lifts the bar. I glance down and actually seen his cock move in his shorts. Now mine is starting to go from limp to longer. I told him I needed to take a bathroom break (before I got a full on hardon right there.)

I went to the lockers to calm myself down. As I'm exiting the bathroom in the locker room, he's standing there by the lockers with his shirt off. I ask what's up. He said he is kind of sore from working out so much and asked if I wanted to take a day off and just hang out in the steam room and then maybe jump in the pool. I told him it sounded good but I had no other change of clothes (I showered at home after working out). He said he didn't have any either and it would be cool to just go in our gym shorts. I don't know where this came from but I said "I'd rather just rent a locker and a couple of towels and leave the only dry clothes we have dry and just hit the steam room." He said cool. So we got a locker and a couple of towels. We started striping down to our bare naked asses, each trying to catch a little glimpse of the other while doing so. I knew it and he knew it. He finished undressing first and wrapped his towel around him. I, purposely, took my time putting my clothes in the locker and as he watched, I slowly wrapped and re-wrapped the towel around my naked body as my cock started to take form.