I'd been in love with Sara ever since my best friend started dating her. The fall of our seventh grade year Sara transferred to our school from somewhere in Maine. Even at that age, she was unbelievably gorgeous. With her long blond hair the texture of silk, big hazel eyes and smooth fair skin, she immediately became the object of desire for every male in our school. Lucky for him, she moved in right down the street from my best friend Rob.
We had been friends ever since I moved into town two years previous to Sara. Rob was the kind of guy that never met a stranger. Charming, outgoing and attractive, he was never lacking for friends. Which was all the more reason for my appreciation and loyalty towards him. I had been new in town, and even though Rob had more friends than he knew what to do with, he took me in, showed my around and gave me a smooth start at my new school. Looking back, I suppose Rob and I had remained such good friends due to the fact that while we were both popular, we both knew at a very early age how trivial life at that age can be, and we tried to separate ourselves from the pointless popularity wars and cliques that always form in school. Like I said, we were both popular, but we never closed ourselves off with one group of friends. I also think that was the reason Sara became such a good friend to both me and Rob.
Sara knew she was attractive, but she never let it go to her head. She worked tirelessly in school, and was one of the top students in our class, purposely keeping out of the cliques in the same way Rob and I did. Rob took Sara in much the same way he had with me. While other guys were fawning over her in school, Rob treated her just like any other person, which Sara appreciated. It was no surprise to anyone that the two of them went to the Eighth grade dance together year later. The three of us were best friends, but Rob had an outgoing charm that I lacked, so he naturally "got the girl", so to speak.
All throughout High School, little changed. We all grew a little older and more mature, but we remained close friends, with Rob and Sara dating the entire time. Our interests also diverged, Rob's main interest in school was government, Sara's was math and chemistry, and mine was writing and art. You really couldn't get three people who appeared more different on the outside, but our personalities were always closely tied. By the end of High School, Rob had become a handsome 5'11", with light brown hair, Student Body President, captain of the Debate Team, and one of the top runners on the Track Team (the other being myself).
I was a little taller at 6'2", black hair, and having won a scholarship to Art School at the University of Michigan. Sara was of course unbelievable. Her height hadn't changed much since we had first met her, but she seemed to get better looking every year. At 5'5", she had a natural slim build with an ample chest that she tried to hide in baggy sweatshirts and blue jeans. She tried very hard to prevent people from seeing her as a sex object. She had become the girl of my dreams, all the while dating my best friend.
I remember the exact day that Rob told me they had finally had sex. February 18th of our sophomore year in school. Rob was dying to talk to me about it, but when he starting getting into the details, I said, "Rob, congratulations, that's great, blah blah, blah. But I DON'T want to hear about it. Sara and I are friends, and the last thing I want to do is think of her in bed!" Of course, thinking of her in bed was one of my favorite past times, just not with him. I had lost my virginity on April 5th of that same year to a girl named Liz. She was very attractive, with short brown hair, a tight waist, curvy hips and nice C cup tits that fit perfectly in my hands. She was a senior at the time and I was her third lay, according to her. We had only been dating about a two weeks before we had sex. We did it in her parent's lake house about an hour north of town. It was still pretty cool, so they hadn't re-opened it yet. We made our way into the master bedroom kissing and groping the entire way. She laid me down on the bed and unbuttoned the flannel shirt she was wearing, kneeling over me.
"Seeing as how this is your first time, i'll try and be gentle," she said in a sarcastic way. "Now lets see that pet of yours you keep hidden away in your pants." I found out later on from a friend of hers that one of the reasons she wanted to get into bed so fast was to see the size of my cock. The first time we had been making out, she had felt it through my pants. Apparently, she had told her friends that she just "had to get a look at it. It feels huge!" I already knew I had a pretty big dick from the showers in gym class. It was noticeably larger than most of the guys in the locker room, but i'll never forget Liz's reaction when she finally saw it that night.
Standing at the foot of the bed in nothing but her panties, her tits jutting out proudly from her chest, she grabbed the legs of my pants and yanked them down as if she were pulling away a vale for some trick in a magic show. Her eyes bulged out and she put her hand to her mouth, yelping, "Holy shit! Its huge!" I was laying there naked as the day I was born on her parents bed, with my dick pointing towards my chin, throbbing against my belly. At nearly eight 1/2 inches, it reaches up to my belly button, and at 6 1/2 inches around, is almost as wide as my wrist. "It looks like YOU'LL be the one that needs to be gentle," she said as she bent down and took my cock in both hands watching in amazement as it slide through them. "I can't close my fingers around it!"
As excited as she had been before, she was nearly frantic now, and I hadn't even touched her. Starting off slow, she quirky began to furiously jerk me off, just staring at the thing in her hands like she didn't believe it was there. Unable to close her mouth around it, she then began licking it from base to tip nearly as frantically as she was stroking it. Wet with her saliva, it now slid smoothly between her fingers as she pumped it with both hands. She was moaning out and panting in anticipation of what was to come as she kept moving her eyes from mine to my cock.
When she finally stopped jerking me off, she climbed up onto the bed with all fours and gave me the most smoldering look I've ever seen in my life. "I better be on top this time- I don't think I want you pumping that thing into me." She was being totally serious, but it was the most erotic thing anyone had ever said to me. We slowly began kissing each other again, her fevered pace now having abated without my cock in her hands. Within minutes, however, our tongues were battling inside our mouths, and she was grinding herself against my huge dick. She quickly sat up and taking my dick in one hand, positioned herself above it. She casually moved it back and forth working it inside her pussy lips, and very slowly started to ease down onto me. She looked me straight in the eyes with her mouth wide open as if in shock as she impaled herself onto my lap.
When she was about halfway down, she turned her head to the side, clenched her eyes shut, and let out a moan that sounded like immense pleasure bordering on unbearable. Having finally eased herself down as far as she could go, she placed her hands on my chest and began to rock back and forth. She felt like a warm, wet glove fitting tightly around me as she eased herself back and forth, sliding my cock almost completely out of her, before slowly lowering herself back down- each time letting out a choppy, breathy gasp.
After a few minutes, Liz was getting frantic again. She sat up and put her hands on top of her head, moaning and panting, "Ohmygod, ohmygod... Jesus, Mike... Ohmygod," I reached up with my hands and began massaging her tits, her nipples taught with pleasure already. I rubbed my hands over them, gently pulling on them with my fingers, eliciting an even louder response from Liz as she began to pick up the pace. She was now bouncing rhythmically on my lap, plunging herself onto my cock over and over again, her moans becoming one long sustained gasp of pleasure interrupted only by sharp intakes of breath. When I leaned up and took a nipple into my mouth, rolling it with my tongue, she cried out and began to spasm on my lap. Her hands clenched tight around my neck, holding my head against her chest, bucking herself against me as her orgasm washed over her. At this point I grabbed her waist and swung her over onto her back, never letting my dick slide out of her. She looked up at me in surprise, drunk with pleasure.
"I think you'll be OK," I said with a smirk on my face as I slowly began moving above her. She began moaning again as I slowly slid all 8 1/2 inches into her over and over again.
"Jesus, Mike... I can't... I can't... Take it..." She was whimpering in pleasure against my cheek. I grunted loudly as I could feel the beginning of my own release building within me. Wrapping her legs around my waist, she began clawing at my back as I quickly picked up the pace. Ramming as fast and hard as I could, Liz screamed out as another orgasm exploded inside her. I kept up the pace of my thrusting as Liz rode out her orgasm. After a couple more minutes, I unloaded in her.
