The boys were walking on Edgewood Road near Newell Road when they were approached by three suspects riding BMX bicycles and a scooter at about 3:45 p.m., according to Palo Alto police.
One of the suspects rode up to the boys and asked for the time, which one of the victims answered by pulling out an electronic music player and reading the time.
The suspect then said, "Give me all your stuff," police said. The victims told police the suspect had his hand in his pocket and made a noise that could have been the sound of a gun cocking.
A weapon was not seen and no one was injured.
The boys handed over the music player and a cellphone and the suspects were last seen riding over a bridge on Newell Street into East Palo Alto, police said.
The suspects were described as Hispanic males between 15 and 16 years old, wearing black hoodies and blue jeans. The primary suspect had a thin build and long, straight hair. His BMX bicycle was black and orange, and one of the other suspects had a black BMX bike.
Anyone with information is urged to contact Palo Alto police at (650) 329-2413.