What can two friends do at midnight besides having sex?

definitely snuggling watching movies is great fun. even just snuggling and chatting is great fun. there is endless possibilities of what you can do.

Lets see, the guy I was with we cuddled, held hands, kissed, and just held each other and I feel asleep on him lol, umm the second time we were out that late he laid on me we talked about are fav movies, he got to know me better. We were going to go hang at his friends and watch some tv, but we didnt.

When you say besides having sex do you mean everything sexual like his going down on you and that kind of stuff too? lol. Do either of you find it hard to talk with each other? Either one of you shy? Like the others said, how about kissing, cuddling, making out, watching any kind of movie you can rent, play your favorite games, play dress up or strip tease. haha. jk! hey, message me so we can get to know each other. you sound so cool. we can talk about all this better than here. lol. it'll be fun, ok?

they can have food and go out party and have fun.

There is a lot you can do after midnight. you can watch a movie with him are talk about stuff yall have in common. Me & my boyfriend stay up all night play fighting and cuddling watchin movies, it doesn't lead to sex just a lot of kisses!

If you don't wanna f***, someone needs to go home. Easy as that.