Freddie had just finished editing for the new episode of iCarly. Sam and Carly went out for ice cream leaving Freddie behind. Freddie yawned it wasn't late and he wasnt tired, just board. So Freddie decided to see what Spencer was up to downstairs.

As the elevator doors opened he saw the new scaltuper that Spencer had been working on. It was the weirdest thing he had ever seen. It looked like it had erect male genitalia all over it.

Hey there Freddie...didn't know you where still here. Spencer said as his face was turning red.

Freddie looked over at Spencer to find him stark naked with a 8 inch erect penis.

Uhh...Uhh I should be penis..i mean going Freddie said as he couldn't take his eyes off Spencer's hard cock. Freddie could fell his own cock starting to get hard and making a tent in his tight jeans.

Spencer looked down at Freddie's crotch and saw the tent bulging. You don't have to be ashamed Freddie, its ok. Spencer said as the red was leaving his face. Now that you have seen mine, I should be able to yours. It only fair.

Uh I think I hear my mom calling me. Freddie replied quickly. And started heading for the door.

At this point Spencer came over to Freddie and put his hand on Freddie shoulder and said.

Its gonna happen Freddie, I know you want it. Let me show you my new sculpture.

What if Carly and Sam walk in? Freddie replied.

"They just called before you came down stairs, I think like me they forgot you where here and decided to go see a movie, they will be a while.

I dunno.

Spencer slid his hand off Freddie shoulder and down to his ass and started rubbing it.

How does that feel Freddie?

Freddie was shaking, he didn't know what to do or what was happing.

After a few minutes of feeling Freddie ass, Spencer turned Freddie around and started to play with his bulge.

Freddie let out a loud gasp as he had his first orgasm ever.

That felt good didn't? And don't be ashamed that you blew your load, you will last longer the second time. Now lets get those jeans off of you. Spencer said as he slowly unbuttoned Freddie's pants and slid them down to his ankles. The he slowly took off Freddie's underwear with his mouth reveling a 4 and a half inch circumsized cock. There was a slight sign of hair growing in but barely any on his smooth body.

Let me show you something real fun about this sculpture. Spencer said.

He walked over to the table where the was a bottle of KY jelly, he garbed the bottle and started putting the jelly on the penis shaped objects. When he was done he flipped a switch and it started vibrating and moving.

Watch this, it feels soo good. Spencer said as he lowered him self onto one of the penis looking things. Ohhhh yah that feels great, come over here Freddie. Freddie walked up to where Spencer was, Do you wanna try Freddie?

It looks painful, so I don't know..

I got an idea Spencer said as he got up and turned of the machine and walked to the couch. Grab that bottle of lube and come over here, I know what you need.

Still shaken and not sure of he liked this or not he obeyed. Once he got on the couch Spencer started to rub Freddie's manhood, and slowly started to jerk him off as he started to get hard again, once fully hard Spencer leaned over and kissed Freddie on the lips, then on the chest and the slowly started to lick Freddie hard throbbing cock and the finally he sucked the whole thing into his mouth and started bobbing his head up and down on Freddie 4 inch cock. 'OK I love this' Freddie thought to himself. After about 2 minutes of his hard throbbing cock being in Spencer mouth he blew another load.

OK now its your turn. Spencer said as he ate Freddie's load. He took Freddie hand and slowly lead it down to his cock and had Freddie start jerking him off. Freddie slowly jerked him off as he brought his mouth over the 8 inch cock. Freddie decided he liked the sweet taste of cock, it had a sweet but salty taste to it. Spencer forced his whole cock into Freddie's mouth, Freddie just opened his through and took all 8 inches in his mouth and down his throat.

You are a natural Freddie it feels so good don't stop. Spencer said. He could feel Freddie wrapping his tongue around his cock as Freddie bobbed up and down. Spencer moaned as Freddie took the cock out of his mouth and started licking the head of his penis.

OOO, im gonna cum. Spencer said followed by a large jet of white cum all over Freddie face and on his lips. Freddie licked his lips and after deciding he liked the taste of Spencer cum went back down on Spencer licking and sucking up the rest of the cum.

We have time to try one more thing if you want Freddie, but it might hurt, is that ok?

Ok...what is it

I wanna stick my cock in your ass Spencer replied as he started to stroke his cock again.

Sure, I guess Freddie said shaking again, but from excitement this time.

Spencer lubed up two of his fingers and started to play with Freddie's anus. Freddie like that feeling, the Spencer slipped two finger is his ass and Freddie felt pain like he had never felt it before, He let out a loud gasp and Spencer whispered It only hurts at first. After about 5 minutes of banging Freddies virgin ass, Spencer pulled his fingers out and lubed his 8 inch cock up and told Spencer to come and sit on his lap facing him. Freddie did, then he felt Spencer's hard cock an his ass as Spencer tried to guide it in, once in Freddie felt a sharp pain again, but this time not as bad. Spencer put all 8 inches into Freddies ass, pumping slowly at first and speeding up. Faster and faster Freddie rode on Spencer dick. As Spencer moaned, the door opened

Freddie Cried Sam

Spencer Yelled Carly

To be continued...