Hands Up

"Hands up, how many times have I told you that?" Will smacked her wrists and pushed her off balance slightly.

"I'm trying, man, give me a break. I haven't done this a lot." She pranced back and forth on the balls of her feet, raising her hands obediently. She took a swing, clipping the side of Will's arm.

"Better, but c'mon. I know you've got more in you than that. Let's try something else ok? We'll take times attacking and defending."

"With pads and helmets or not? And let me attack first, remember some of the movements."

"It's basic defense. I swear, you haven't learned anything." Will snickered at Amanda, trying so hard to be clever and smooth. But she wasn't the world's deadliest fighter as of yet. A lot more ground had to be covered.

"Yeah, yeah, whatever. Let's go, Will."

"You bring it on, Amanda dear. Your go..." He flexed, waiting for her small frame to aim at him.

A smile flicked across her face as she circled him, trying to decide where the attack should be placed. Take him off guard and avoid his defense. Low first, he won't expect it at all.

With one quick motion, she threw a low blow toward Will's abdomen and his arm was too slow. A hit got in and she heard the air come from Will's mouth in a low whistle. She was getting quicker. But no more would get in; he could gage how she would attack again.

There it was, her right foot came in, ready to shield her left assail...

And the block, quick and sure. Her wrist was the first thing he grabbed, pulling her forward as he stepped aside. Then he pulled his left arm around her stomach, pinning her against his abdomen. A foot around her leg brought her down easily. Immediately she fought against this restraint, her back arching into him. Her hair fell down over her head, exposing the smoothness and the light dusting of baby fine hair meeting at the nape of her neck. Without thinking, he allowed his lips to brush the silk like skin.

Instantly, Amanda felt the hair lift off her neck, and wondered where the sensation had come from. An accident or purpose? Her body stopped fighting, freezing in place, wondering what to do. She felt Will freeze above her as well. Both of their breathing was off.

Amanda turned first, twisting her head to look up at him. "Yep, guess you got me down. Let's go again."

"Yeah, alright. Let's go again." He was shaken, still tasting her skin on his lips. He flicked his tongue across them nervously. But he had to wake up. He had to concentrate. All he wanted was to get her down again. Just like before.

She started circling him again, wondering how she would maneuver around him this time. Wondering why the way he threw her to the floor changed dramatically. He was expecting another low hit, only one way to go then.

Amanda went forward, as if to make a hit, but kept going. All the way through.

The surprise worked and Will was off his feet, with Amanda pinning him down to the floor, a leg on either side of his body.

"I win! I got you down! That has never happened! And, I rock... thank you and goodnight!" She laughed throwing her fists in the air, and looked down at him with a smirk.

"You forgot one thing though."

"What's that?"

"You have to maintain the pin." And with one smooth gesture, Will had her on her back and both her arms on the floor. Instantly her heart began pounding, as a single solitary drop of his sweat fell onto her chest.

"And you got me." She bit her lip, expecting the pressure to ease from her arms. But the pressure stayed. And his eyes didn't waver.

"Will?" But instead of answering, he lowered his head and pressed his lips to hers. For a fraction of a second, their openings met, their bodies joined simply.

He pulled away as quickly as he went in.

"What was that?" Breathless.

"I don't know, but I really wanted to do it." His hands grazed down the side of her body, resting on her hip.

"You didn't maintain the pin, Will, you let my arm go." She lifted her arm, allowing her fingers to brush against his face, across his lips. As her thumb crossed over his mouth, he bit into it gently, applying such a small amount of pressure, she could barely feel it. Confusion. The only emotion crossing her mind. This was the boy she palled around with, not the boy who she was romantically involved with. But here they were. He was lying on top of her, his body getting heavier with each breath. And she was growing curious where this would lead.

"Sometimes you can give your enemies a little lee way." He brushed the hair from her eyes, imagining his lips against hers again. Suddenly he pushed his way up from lying on top of her.

"I'm sorry, Amanda. I'm sorry. I didn't mean..." They sat up and looked at each other.

Before he could apologize anymore, Amanda leaned in, slowly working her way toward Will's face. She stopped just short of his lips, exhaling lightly and wetting her lips. Then she laid them gently behind his jaw.

"We're treading on dangerous ground here. This could change everything." His face looked concerned as he searched hers.

"That doesn't have to be a bad thing. It could be good."

"I'm all for that then!" And with that, he grabbed the sides of her face and pulled her to him.

The kiss was passionate and full, their lips locked deeply together. His hands moved down her body, pulling her closer and closer to him. Her hands entangled themselves in his hair. She knew the muscles that lay under his t shirt, but she was self conscious about finding out the intimate details they hid.

Will was finding it hard to touch his friend as well. Both of his arms were wrapped completely around her, but he pulled one free and rested it upon her breast. Her breath caught in her throat and her lips stopped kissing him.

"Tell me if you want me to stop. Please." She shook her head slowly, encouraging him to go on. He dropped his hand to the base of her shirt, and worked it back up to her bra underneath. The silk of the material felt good in his hands, but he wanted to feel more.

Feeling him go so far, Amanda ached to move forward herself. Thrusting upwards, his shirt was removed in seconds. She stopped to kiss his chest and stomach slowly. He touched her chin lifting it up. Her shirt quickly followed as well. He admired the sight before him.

"Let's move this to my bedroom, ok with you?" "Yeah, it is." Both of them, words barely above a whisper, stopped for a few minutes with this decision. Finally, Will stood, pulling Amanda to her feet beside him.

"This is a different kind of work out than I expected, Will."

"Me too, but I have thought about this a lot to tell you the truth. God, you're sexy." And he buried his face into her neck, as he walked backwards to his room. She fumbled at his pant button, desperate to lie down in his bed.

He turned her around in his room, finishing off the clasp on her bra, and pushing her back gently. He leaned over her body, taking in the grace and softness of her skin meeting the hard denim of her jeans. He noticed his unbuttoned unzipped pants and pushed them to the floor. He could feel his erection straining against his boxers, ready for action, but he wanted this to last a long time.

"I just want to kiss you..." Straddling her gently, he kissed her stomach. The soft sigh from her lips sent a rush of adrenaline to his extremities. Control was the only thing keeping him from ripping into her beauty. Working his way slowly up her stomach, he stopped at the base of her breasts. He kissed the area between them, feeling her heart beat thudding behind the bone and flesh. His hands continued to work on her side, feeling her waist turn into hips, and grazing her inner thighs. Finally, he flicked his tongue across her right nipple. Immediately her back arched into him, just as when they were fighting. But now she wasn't fighting against him, she was desperately yearning for him to touch her more. He kept flicking the hard little nub over and over, hearing her sighs and moans, until her hands grabbed his head and forced his mouth down onto her breast. He obliged her, sucking and biting gently. She began rubbing her hands into his hair across his scalp. Just like during the massages she gave him. He hated to tell her, but this wasn't going to be a "gentle love-making" session. It had been almost a year since the last time he had felt the warmth and wetness of a woman. And he wanted it so bad; he could almost taste her now.

His hand slid down under her pants, he could feel her wetness through the cotton of her panties. Her moaning was growing more and more urgent with every touch.

It had been awhile for Amanda, too. Long hours of studying hadn't been very good for keeping a boyfriend, and time wasn't something she could spare.

She felt him unbuttoning her pants, sliding them over her hips. She lifted them slightly to help.

"Rip off my panties...you have to get them off of me now." This whispered request made him even harder, if that was possible. There was a small hole underneath the elastic on her underwear. Placing his fingers there, he gave a hard, violent jerk, and felt the material give way, exposing the neatly trimmed soft hair on her pubic bone. He immediately began kissing the swollen mound, her inner thighs, the smell of her desire making him crazy.

Will was between her legs, she could feel his hands searching her most tender area. She admitted to herself she always had found something very attractive about him, but she never imagined they would get together. Her body tensed as she felt his tongue slide between her slit and cross over her clitoris.

"Ahhh! Oh... mmmm...." She could barely control what she was saying. His thumbs massaged the opening to her vagina as he sucked and licked her. She had grown so wet in a matter of seconds. He hoped she could keep that up for awhile.

Finally, as she felt the first shudders of an orgasm start to spasm her hips, Will slipped a finger inside of her. Amazing. He wanted to feel more of her than this. With a minute or two of working his finger back and forth, he slipped another finger inside, feeling her hips push back against him as he thrusted them forward. His penis was yearning to get inside. He slid his boxers down, thinking the time was right.

"Wait, Will." Sweat glistened on her breasts and forehead. "I want to do something for you first." He pulled his fingers from her dripping hole as she pulled herself into a sitting position. Her hand pushed back onto his chest and he leaned back onto his bed.

"What are you going to do?" A smile danced across his face, not believing how lucky he was to have this goddess in his bed.

"I think you know... but just to make sure." She completed pulling down his boxers and positioned herself between his legs. She started kissing around the base of his penis and cupped his testicles in her hand. She heard his moans start as she worked her hands up his shaft. But she didn't hear the gasps until she put the head into her mouth.

"Amanda... oh I don't know how much I can take..." He closed his eyes, but the sensations were too much for him. His hips began to buck, but her hands pushed them down pinning him to the bed. She never removed her mouth from his penis. Instead she was working more and more into her mouth. When all of it was in, she began sliding up and down his shaft. He could feel it coming, he had to stop her before she made him unload before he was ready.

"I'm sorry, Amanda, I'm about to come." He lifted her head roughly and pushed her back. With one quick motion, he entered her. Yes, that was what he wanted, needed. She was tighter than he could have hoped, and he thought he would cum before he even had a chance to fuck her for a bit. The smile on her face and the aroused noises coming from her throat and mouth were enough to tell him she was loving it.

Her hands grabbed his butt and pulled him sharply back in.

"Fuck me, Will. Hard..."

"Yes ma'am." He could feel the walls of her vagina shuddering in another orgasm, as he fought to keep control of his own sensations. Amanda had never felt so turned on, so much longing for someone to completely use her. Her nails dug into his flesh, pulling him deeper inside of her body. He barely got in eight thrusts when his body began to tense. She felt him stop, and the first warming sensation that meant he was cumming.

His head dropped to her shoulders as he gasped for breath. She thought he was done until he gave one last hard thrust, deeper than he was, and sent her over the edge again.

"That was amazing," Amanda barely whispered as their breath returned to normal.

"Oh yeah? Just wait for round two..."