The Friend

I was sitting in my chair in my bedroom when I heard a knock at the door. I opened it to see a long time friend of mine standing there. She was about 5'4, athletic body, firm but small ass, a cup breast and short brunette hair. She was wearing tight blue jeans, a tank top under her jacket. She had come over after we had been chatting for a few days about her modeling some lingerie I had purchased, not for her but for a future girlfriend.

She entered my room, took off her jacket, grabbed the lingerie and headed out to my bathroom to change. I was sitting in my chair in a t-shirt and fleece pants with no underwear on. I was excited that she had come over because I had an infatuation on what it would be like to be with her. She had been over a few times before for a massage but nothing ever happened. She knew I had an infatuation and enjoyed the chase.

After a few minutes, she walked back into my room in a princess blue lingerie piece with strapped leg stockings. She twirled around showing it off, it covered her ass nicely but the breast left something to be wondered. Although she looked good in it, I handed her another one to try on. She told me I should turn on some music to dance too and then headed back to the bathroom to change. I turned to my pc and turned on some sexy music.

After a minute, she came back wearing a yellow belle lingerie set. My jaw dropped as she walked in. It certainly fitted her a lot better. She once against started to twirl around moving ever so closer to me. Turning her back to me, she leaned down and started grinding against me. Not knowing what to do I sat there with my arms on the armrest of the chair. She turned her head towards me and said I could touch her if I wanted too.

Being excited about this, I started rubbing my hands along her sides up and down. She continued to grind against my lap back and forth. My dick starting to swell up from her rubbing against me. I reached around to her belly and moved my hands up slowly to her perky little tits. I took a handful of both of them over the lingerie and started squeezing them. While squeezing them, I leaned over to her back and started kissing it. She continued to grind against me, by this time my cock fully erect and rubbing against her vagina. I could tell she felt it as she started pushing down on me and rubbing back and forth faster. While grabbing her tits, I moved my hands off the top of the lingerie and slid my hands under it and could feel her bare naked breast in my hands. Her nipples quite hard, I started flicking and pinching them with my fingers.

She began to moan and grind hard against me faster as I continued to rub her breast over and over. I pulled her against my chest as she rubbed against me back and forth and started moving my hands down from her breast, to rubbing her belly to moving down to her navel.

She stopped and pulled my hands up saying no. She stood up and I stood up behind her. Standing there she started dancing and pushing herself against me as I stood behind her. While pushing up and dancing against me, I slowly pulled one strap of the lingerie down from her shoulder and then the other. I pulled it down past her breast and while pushing up against her, I started rubbing her breast again and began kissing her neck up and down. We continued to grind against one another as

I grabbed her waist and turned her around. At that point we pretty much stopped dancing and she stood there with her arms wrapped around my neck and rubbing my upper back as I kissed her neck and slowly moving down to the top of her chest.

I started licking the top of her breast moving back and forth from one to the other moving ever so closer to her nipples which were quite erect at this point. I could tell she was deff enjoying the sensation from me. I grasped one breast in my hand and squeezing it while using my tongue to lick the nipple on her other breast sliding my tongue up and down it and swirling all around. I started to bite down and nibble on her nipple when she pushed me off.

She pulled me back over to the chair and sat me down on it, she pulled the rest of the lingerie off her standing there completely naked. I was so hard at this point my cock was sticking out of the hole in my fleece pants. She wrapped one leg around me and then the other. My cock resting firmly under her vagina. It felt warm and a little moist. She started rocking back and forth slowly and my cock sliding under her vaginas lips, I could feel it hitting against her clit. Her hands wrapped around my upper back, her eyes closed and continued to sway back and forth but at a faster rate and her moaning started getting louder. My hands wrapped around the back of her waist I helped glide her back and forth. Her pussy getting wetter as I could feel how warm they were getting and felt a bit more moist then before. She began grinding harder and faster back and forth and breathing really heavy as she moaned quite louder saying fuck, fuck, fuck. I leaned my head over and started sucking on her nipple, her head then bowing over onto my shoulder with her panting quite heavily and still saying fuck, fuck fuck.

Faster and faster she grinded, her body starting to shiver and sweat, she squeezed me against her very hard as she let out a loud gasp and OH MY GOD and then slumped over onto me. I could tell she had just cum, her breathing extremely heavy, her body shaking and I could feel my cock and pants very wet.

She stood up, her legs very shaking. She walked over to my bed to catch her breath. I was so excited about what just happened, my cock so hard and throbbing a lot right now. It felt like I could feel my pulse passing through it. I walked up behind her and turned her around. I picked up one of her legs, wrapped around me and then hoisted her up. I then had both her legs wrapped around me as I held her up against my body. Looking at me shockingly she gasped what are you doing? I leaned in to kiss her but she turned away. She told me to let her down and then said she had a friend waiting for her.

I think she was quite embarrassed that someone like me was able to give her an orgasm and she couldn't understand how to deal with it. I stood there thinking she just had one hell of an orgasm and I know I could give her another. So I pushed up against her, wrapped my arms around her back and started kissing on her neck. I slid my tongue up her neck over to her ear before I started to suck on it. She gave a low gasp, I reached down with my hands and grabbed her ass cheeks pulling up on them and squeezing them as I slid my tongue along her ear. There was a bit of a salty taste but not surprised as her body still felt warm against mine.

She was standing against the bed when I pushed her over. She laid on her back, her legs dangling off the end. I took her legs and bent them up on the bed spreading them apart. She used her hands to cover up her vagina. She was very embarrassed by how it looked and wasn't really into guys touching it or anything else. She would allow it when she felt comfortable enough with someone but as this was our first time together fooling around, she was quite shy. Her vagina was very cleanly shaved, not even stubble was on it. It was smooth like silk from what I could see when she was standing in front of me.

I lifted her leg up and started sucking on her toes, sliding my tongue around them and moving up to the top of her foot, then her ankle. I continued to slide my tongue up her leg making my way to her thighs. She tried to close her legs as she continued to cover her vagina. But it didn't stop me, I moved back and forth kissing & licking her inner legs back and forth where I finally made it up to her hands. I started to push them away and she bent her head up looking at me with shock and said don't. My eyes gazed at hers and I told her to stop being shy, ive seen lots of vaginas and hers was fine. Her head laid back down as I pushed her hand out of the way. Her head turned to the side and her eyes closed, her hands now grasping the edge of the bed as I slid my tongue up one side of the lip of her pussy down the other. It tasted warm and wet. I continued to lick around and then slowly sliding my tongue up between her lips licking the walls of them up and down. Her hands squeezing the bed harder now, I moved my hands up to her waist and held it.

I began sliding my tongue up and down faster, sometimes sliding up over her clit and then back down it. I moved my head up and began sucking on her clit sliding it between my lips. I stroked it with my tongue up and down and side to side. I could hear her gasping and felt her body arch up. I moved my tongue down to her lower vagina and slid my tongue inside her. I could feel the inner walls of her vagina quivering against my tongue and sometimes squeezing together. Her hands now moving from the edge of the bed down to my head where she grasped my hair and squeezed it pulling my head against her. Her waist started moving up and down with the motion of my tongue sliding up and down between her pussies lips and sliding along her clit.

Up and down faster and faster, I could feel warmth coming from her lips and I could began to taste a liquid coming from it. It was at this moment I knew she was close to coming again as her legs started tightening up around my head. She began moaning again saying don't stop don't stop and her body shaking. I continued to lick her lips and suck on her clit as she squeezed tighter and tighter. Wanting to give her a really powerful orgasm, I pulled my head away and slid my finger over her clit. I started rubbing it back and forth as fast as my hand could go stroking it over and over again. Her back arched up so far and her head tilt so far back and she yelling FUCK FUCK FUCK.

I could tell she was about to cum any second so I took my two middle fingers and slid them insider her pussy stroking them against the top of her vaginas wall. I pulled and pushed my fingers in and out of her as I stroked her clit ever so faster. Suddenly juices started spitting out from her vagina all over my fingers and I could hear splat sounds hitting my floor. She jerked up with a fury and grabbed my head pulling it against her chest as she AH'd very loudly. Her whole body a bright shade of red and sweating a lot, she grasped me hard against her as her pussy continued to spray her cum all over my fingers and hands. Her breathing so heavy but I continued to thrust my fingers in and out of her fast feeling all that cum squirting out before she could take no more and pushed my hand out of her and then slumping back onto the bed.

She laid there breathing heavily, her chest soaked in sweat pulsating up and down. Her vagina soaked and still dripping cum from it. I grabbed a towel and laid it on the floor to soak up the juice. She laid there panting what the fuck, this is just wrong.

I looked at her and told her for something that is wrong, you seem to be enjoying it quite a bit. She still laying there and not looking up said shut it. She pulled herself up on the bed as to not be hanging off the end. Me, standing there quite hard, prob harder then I was before and having a soaked fingers and hand, made my way up onto the bed next to her. I laid there and slowly glided my fingers up and down her body. I could feel how hard she was breathing, my fingers sliding from her belly up to her chest between her breast and back down. I could feel the goosebumps that were popping up all over her body.

After a few minutes of her resting, I leaned in over to her and started kissing her neck. Her face turned away exposing it ever more. Her neck, so wet tasted like a delicious salty fry. I started at the top and moved down to her shoulder, then overe to her breast. I lifted myself up and leaned my body over hers. I leaned down and started sucking on her nipple while sliding on hand down to her legs. I slowly spread them open and began sliding my hand back and forth between them. Pushing them open even more, I lowered my body down between her legs. My cock rested against her clit which felt a bit swollen. I started gliding my body and my cock up and down her. I moved my head up going from licking between her breast to her lower neck and then up to her chin. She tiled her head back as my cock continued to slide up and down her clit, she wrapped her hands around my back. I then lowered my body down between her and slid the head of my cock up and down the outside of her pussies lips.

I continued to slid it up and down between them while sometimes hitting against her clit. Her breathing beginning to pick up again. I knew it was time so I grabbed my dick and began sliding it inside her. First the head of my cock which was quite stiff and thick from all the blood flowing to it, I then fully inserted myself inside her. Her pussy so wet I could feel some juice run down my balls. Her head tilt back and she gasped and moaned louder as she pulled me against her. Her firm breast pushed against my chest as I laid there between her and my cock rested inside her throbbing up and down. I could feel the walls of her pussy very wet as I slid in.

I began pulling out slowly and then pushing back in. She took one arm from my back and wrapped it around my neck pulling me down. I started thrusting back and forth faster, my cock sliding in and out of her faster and faster. She continued to moan over and over again. Our bodies sliding back and forth with the bed as I continued to push myself as deep as I could go into her.

I continued thrusting harder back and forth as her other hand on my back began digging into me. Our bodies start sweating again a lot. Her head bobbing back and forth as she breathed very heavily and moaning. She lifted one leg up over my ass pushing against it as I pushed harder and harder. The sweat began pouring from my forehead. I turned towards her neck and licked it up and down and moved up to her ear and placed it between my teeth nibbling on it. My arms rested up under hers holding onto her shoulders grasping them to help thrust back and forth.

She then placed her other leg behind my ass interlocking them as her body arched up. Her arms pulling me down against her so hard now she continued to moan louder. I could feel her pussy tightening around my cock as it slid back and forth hard and fast, her pussy getting more and more wet. I could hear it starting to make squishy sounds and feel her warm cum sliding down my balls.

I continued to push up on her harder and harder. Her head jacking even more, her breathing as heavy as one running a marathon. I could feel the sweat from her body as I slid back and forth against her body. Her legs squeezed hard against me as she came again and more forcefully this time. I continued to thrust hard inside her as she started biting against my shoulder. After feeling a gush come out of her, she pushed me off her and out of her. She rolled me on my back and straddled on top of me. She grabbed my cock and glided it inside her pussy which was still dripping wet.

She began bouncing up and down on me, I watched my cock standing straight up sliding in and out of her, her vagina tightly wrapped around it. I grabbed her waist and glided as she continued pushing up and down, her legs bent backwards. Her breast looked amazing as they flooped up and down and covered in sweat. She placed a hand on my chest with her head leaning back as she pushed harder and harder down on me.

She stopped bouncing and pulled me up to her, my head pressed firmly between soaking wet breast as she wrapped her legs around my back and started grinding back and forth. I could feel her pussy continue to push her juices out down around me soaking me and my bed. Faster she grinded back and forth as she started to lean back. Her hands wrapped around my neck to hold her up as she slid back and forth faster and faster. I pushed my head towards her chest and sucked on her nipple. It made me so hot and her as well.

Faster and faster she grinded sometimes bouncing up and down. The sweat now pouring off the both of our heads and bodies. I could feel my cock start to swell up and could tell I was going to cum soon. I told her that I was close. She unwrapped her legs and arms from around me and jumped off.

She got off the bed and bent over wanting doggie style. This girl who was embarrassed by me now felt comfortable enough that she wanted my dick that much. I got of the bed and closed her legs tight.

I took my cock and slid between her legs. As I slid in her pussy was still releasing juices. I grabbed her waist and started pumping back and forth in and out of her. Her face planted firmly into my bed and her hands squeezing my blankets. I continue to thrust harder and faster over and over again. I reach up and grab a handful of her hair and pull her head back as I pumped hard into her. Her back arching up and her tits flopping up and down. I reached around and grabbed her tit squeezing it as I penetrated her over and over again.

My dick began swelling up again, the head of my cock firmly swelling up sliding along the walls of her vagina. I let go of her head and grabbed her waist again aggressively thrusting really hard and fast to where her pussy juices were flying all over me and the floor. She squeezed the blankets hard and moaned loudly into the blanket.

With my cock at max swelling I could tell I was about to bust my load, I pulled my cock out which was soaked in her pussies juices and throbbing and started stroking it. My cock started exploding my cum all over her back and ass. I continued to stroke over and over again to get all the cum out and began wiping my cock against her ass which now was covered in my cum, her sweat and her juices.

She pulled up and laid flat on my bed still bent over. I went and got some paper towels and cleaned her off. Even after wiping her, her vagina was still quite wet. Us both panting and covered in sweat, I sat on my chair as she pulled herself up on my bed. We laughed for a few minutes before she got up and headed to my bathroom. I could hear my shower turn on. I grabbed a towel and wiped myself clean and then got myself dressed. After a few minutes she came back into my room soak and wet and covered in a towel. She picked up her clothes and got dressed. I gave her a bottle of water and we walked over to my apt door.

She told me this isn't what she was expecting to happen but had no complaints about it. She told me she was actually quite surprised by how good it was and didnt ever think we would ever hook up as she never really thought of me like that but told me it was great.

After that she headed down to her car and left. I headed back up to my room and sat there in my chair in awe of what just happened. I couldn't believe I actually hooked up with her and hoped that it would happen again. Now that she no longer was uncomfortable or shy with me after all we just did, I thought next time will even be more fun.