"What's up?" I asked, trying to keep my eyes on her face and not her tits, which were right in front of me and more than a little distracting, especially with the scent of her perfume wafting from her chest.
"Okay, look. This problem you have. On one hand, I believe you should stick to your principles and your promise and wait and make it special."
"Here we go." I rolled my eyes.
"But I understand your point. You're frustrated and horny and tired of waiting."
"Exactly."
"So I have a question for you. If you had a choice, would you want it to be with someone who cares about you who'll make it special, or just get a piece of tail to say you got some?"
"I don't have a choice. I—"
"Just answer the damn question!" She put her hands out. "Stop being a dink and just give me a yes or no. Which would you prefer if you had the choice?"
"Okay." I shrugged. "If I had the chance, I would rather it be with someone who—" I stopped.
"Who what?"
"Fine. I'll sound like an idiot. Someone I have feelings for who cares about me."
"That's not being an idiot at all. That's just being—"
"A fool. And that question was stupid because I don't have that person, so there is no choice. I was a fucking asshole for waiting, and I am not going to—"
"Hey!" Sam put her hands on my shoulders. "That was not being an asshole. Justin, never be upset at yourself for being sweet. Never."
"Sweet?" I rolled my eyes again.
"My sister is three years older than me and has dated a lot of guys. My friends have been dating as long as I have. Thing is, most guys are jerks who think with their dicks. Nice guys are hard to find, Justin, and you're one of them. Never be sorry for that. It's one of the things I love about you!"
"Then, if I'm so great, why am I alone?"
"Because you were never serious with anyone, and when you decided to be, it was with the wrong girls. Jen isn't the first popular little snot you've chased."
"Maybe you're right. Next time I'll look for more than looks and popular, but for now?" I grinned. "Easy is what I'm looking for."
"You said you would rather be with someone who cares."
"And I said there isn't anyone who cares and—"
"Justin, I'll be your first."
"So, I'm going to—" I stopped and blinked. "Wait, what ... what did you just say?"
"I said I'll be your first." Sam put her hand on my cheek. "You know I care about you."
"You—you're my friend."
"I'm also a young woman. I also know how important this is for you and don't want to see you ruin it with some slut after waiting this long."
"I—you're fucking with me!" I pushed her hands away from me. "Is that why you dressed like that?"
"Yes. I wanted you to see me as a girl, not your friend."
"You're screwing with me! I can't believe you would do this to me! What are you trying to do, get me to say I want you, then laugh at me or something?"
"I would never hurt you, Justin." She said softly. "You want your first time, and you want it with someone who cares. I care." She smiled. "And when we've talked about it, you've admitted you're worried the girl would have done it and you haven't and you'd look bad. I've fooled around before and know you haven't. We'll take our time, and you would never have to worry about me making fun of you."
"Sam, you—" It dawned on me she was completely serious.
My mind raced.
Sam had been my best friend for years. Although I did think she was pretty and once in a while had a dirty thought about her, I had never really thought of her like that.
On the other hand, I'd never seen her dressed like this. She looked damn good and I knew she cared about me. I wouldn't have to worry about experience and—
"I won't tell anyone," she added. "No one needs to know, and after, if you want to go slut around, go ahead, but at least the first time will be the right way."
"Sam, I—" I closed my eyes and took a deep breath. "I can't do this with you. I appreciate it, but ... we're best friends. I don't want to—"
I opened my eyes to see Sam unbuttoning her dress. "What are you doing?"
"I'm going to help you stop thinking of me as a friend."
Sam reached the last button just above her waist and opened the dress to reveal she wasn't wearing a bra.
"Holy shit," I whispered at the sight of her bare breasts.
Sam wasn't big on top, but they her breasts were perky, perfectly round, and her pink nipples were erect and less than a foot from my face.
Sam let the dress drop to the floor.
My jaw fell with it.
Sam was now standing in front of me in just a red thong that consisted of red string and a patch of lace between her thighs. Speechless, my eyes roamed up and down her body. Sam was breathing fast, her small tits rising and falling with each breath.
Her stomach was smooth and flat, and her hips flared out just enough to give her slender figure a nice shape. I looked at her soft inner thighs and with a start realized I was hard.
"Do you like them?" Sam cupped her tits.
"I—"
"I know they're not that big." Sam's thumbs caressed her nipples. "But they're all yours."
"They're ..." I swallowed nervously. "They're beautiful." Looking up at her, I said, "You're beautiful."
"Really?" To my surprise she blushed. "You think so?"
"Yes." My fingers trembling, I reached out and placed my hands on her hips. "Damn, you look good."
"Don't look like your best friend now, do I?"
"No, that's for sure." I stared at her nipples. "Wow, they look good."
"So what do you say, Justin? You ready for your first time?
"I—" I looked down between her thighs, imagining what was beneath the thong. Sam was really offering herself to me.
My mind filled with images. Sam on her back, her legs spread, and me lying between them; her on her knees between my legs, her beneath me, her legs wrapped around me. My cock was now throbbing and I was starting to sweat.
Sam was still holding her and reaching for them, I whispered, "Yes."
"Hold on." Sam caught my wrists, holding my hands inches from her tits. "Just because we're doing this doesn't mean I want to feel cheap about it. You can have anything you want from me, but you're going to be good to me."
"Of course I will."
"And before you touch anything, you're going to kiss me." Sam tugged my hands up.
Getting her meaning, I stood up. In the heels she was just about my height. As she wrapped her arms around my shoulders, she cocked her head, closed her eyes, and parted her lips.
I hesitated for a moment, looking at her, thinking I hadn't just been saying it. She really was beautiful.
Sliding my arms around her waist, I pulled her close to me and kissed her. Sam moaned softly as our lips pressed together, and her hand slid up through my hair. She worked her lips gently across mine and as I returned the kiss, a feeling of unreality came over me. Was I really standing here making out with Sam? A topless, all but naked, Sam?
I came back to reality when Sam's tongue flicked across my lips.
Surprise caused me to pause and her fingers tightened in my hair as her tongue pushed against my lips again.
I moaned when her soft pink tongue darted into my mouth and across my tongue. Sam was rocking back and forth, grinding her hips into me and I was acutely aware of her hard nipples pressing into my shirt.
Sam teased my lips with her tongue. When I went to kiss her, she pulled back, emitting a sexy little giggle that sent a shiver through me. I squeezed her tighter to prevent her from moving and kissed her again, but much harder than before and this time it was my eager tongue pushing between her lips.
Unlike me, Sam didn't hesitate to open wide. As my tongue probed her mouth, she closed her lips around it and sucked gently.
Her arms sliding down my back and pulled my T-shirt out of my shorts. I raised my arms over my head and Sam broke our kiss. She tugged the shirt over my head, and tossed it to the floor. Rubbing her hands up and down my chest and stomach, she sighed, "Damn Justin, you feel good."
"So do you. Wow, Sam you can kiss! I—"
"Samantha," she said, putting her arms back around my neck. "Call me Samantha tonight." When she hugged me, her bare tits pushed into my chest and I whispered, "You feel good, Samantha."
"So do you," she purred, nibbling at my ear and running her hands up and down my back. "So do you."
Sam's lips slid along my neck as her hands caressed my arms and shoulders. I decided to let my hands wander and ran my palms along the soft smooth skin of her back. When I reached her waist, I paused before sliding further south and grabbing her ass.
Sam giggled in my ear, then moaned when I gave her cheeks a hard squeeze. Sam's ass was small enough that her cheeks fit easily in my hands. I was surprised at how tight and firm it was. Of course, it wasn't as if I'd really groped too many girls, but damn, she felt good.
Sam's lips stopped exploring my neck and once again found my lips. This time . I eagerly accepted both her kiss and her tongue. Sam eased back slightly and grabbed my wrists. I let her guide my hands to her sides and when I used just my fingertips to caress her from her hips to the sides of her tits, she moaned.
I wanted to fondle them, but when I reached them, felt my stomach flutter.
Sam was pretty much naked and we were making out hot and heavy, but for some reason part of me still thought this could stop. Did I really want to cross that ...
The decision was taken from me when Sam pressed my hands to her breasts. I gasped at how soft and firm they were.
Sam moaned in my ear when my palms rubbed across her hard nipples. "Yes," she groaned. "Play with them." When I caught her nipples between my fingers, she sighed, saying, "Hmm, just like that."
Her hot breath in my ear and the sexy purr of her voice spurred me on. Cupping her tits, I fondled them while stroking her swollen flesh with my thumbs. Sam kissed me again and this time all but devoured my lips as I caressed her nipples. Her tongue plunged into my mouth and swirled around dancing across mine and tickling the roof of my mouth.
I slipped my tongue across hers and it occurred to me that there was a better place my tongue could be.
Sliding my lips from hers, I planned on targeting her nipple. Instead, as my lips worked down her throat, Sam let her head fall back and seeing the smooth skin of her neck, I kissed her. Sam sighed softly while I sucked on the soft skin just under her ear, and ran her hands over my chest, arms, shoulders as well as my back.
She was touching me with a lot more enthusiasm than someone just trying to help out a friend.
I was struck by the thought—one that now should have seemed obvious—that Sam had thought about this long before tonight. Working my lips down her neck, and I began kissing the top of her chest.
Sam responded by grabbing my hair and pushing my head down. "Don't tease me! Suck on my tits!"
That was Sam. As crude as any guy when it came to talking about sex and just as impatient.
As my lips grazed the top of her soft breast, her fingers tightened in my hair and she released a whimper that caused my cock to jump. My mouth worked across her breast. Flicking my tongue out, I caught her nipple.
Sam gasped and pushed my head down, arching her back and shoving her tit in my face.
I opened wide and eagerly sucked not just her nipple, but also half her tit into my mouth.
"Oh, yes!" Sam cried out as my lips fastened around her nipple and my tongue teased it.
She was grinding harder into me and still cupping her tits. I went from one perfect nipple to the other, sucking and licking one while stroking the other. Sam was moaning and making that hot little whimpering sound, and I was aware of my own sounds of pleasure as I sucked and fondled her tits.
This was what I had waited so long for. Sam may not have been the girl I had envisioned it with, but damned if underneath those jeans and T-shirts she wasn't as hot as any girl I'd lusted after.
"Oh, that feels so good!" she purred. "Looks good, too!"
"Damn straight, they look good," I said around her nipple, causing her to giggle again.
Sam's hands trailed down my chest and I gasped when she grabbed my shorts and unsnapped them. My tongue slowed on her tit and my hands trembled in anticipation as I heard my zipper being pulled down. Sam's fingers worked their way into my underwear and I moaned when they wrapped around my aching dick.
"Oh!' she exclaimed, "wow, you're hard!" She started stroking me and added, "And big!"
"I ... oh!" I groaned when her hand worked its way down my shorts and she released my cock to cup my swollen balls.
Sam rubbed them for a moment before once again wrapping her fingers around my cock. When she began slowly pumping it was my turn to whimper. I focused on her tits, sucking and licking as she stroked me. My legs were trembling and in the back of my mind, I started to worry about how fast I was going to cum when we did it.
"Damn, you have a nice cock," she cooed. "I love that you're hard for me!"
"I ... how could I not be?" I kissed her nipple and grabbed her ass again. "Christ, you're hot, Samantha."
"I like hearing you call me that." She tugged gently on my hair. When I looked up from her tits, she lifted my face by my chin and kissed me softly. "Don't worry. I'll take care of you first."
"W-what do you mean?" I managed to say around the moans she was inducing by rubbing her finger over the sensitive head of my cock.
"You told me you were worried you'd be quick."
"Oh." I could feel myself blushing.
"Don't be." She gave me a sultry smile that made my cock twitch in her hand. "I know just what to do." She stepped back and gave me a playful push. "Sit on the bed."
Caught off guard, I had no choice but to fall into a sitting position on the side of the bed.
Sam stepped up to me and pushed her nipple into my face, moaning softly as I quickly took it into my mouth.
"Hmm, that is nice." She sighed. "But I think it's only fair that I be nice to you, no?"
My eyes widened when Sam slowly sank to her knees between my legs. Grabbing my shorts and underwear, she pulled on them and said, "Lift up."
I obeyed and watched my cock spring free when she tugged my shorts over my hips and pushed them down my legs and to the floor.
"Oh, look at this." Sam took my cock in her hand and pumped it, licking her red lips. "I think I'm going to enjoy this."
She gave the head of my cock a kiss and pulled her head back, taking a thin trail of sticky pre-cum with it.
One thought raced through my mind. Blow job!
Sam pumped my cock in her fist, and I groaned when she rubbed her other hand across the head, smearing my pre-cum around it. The next time her hand reached the top, she pulled it down the length of my shaft, making it slick.
I moaned as she continued to slowly stroke my now glistening cock. Leaning forward, she ran her tongue along the length of my shaft. My hips jerked and I moaned, "Damn."
"Like that?"
"You ... you don't have to," I said, hoping to hell she wouldn't pay attention to my words.
"I don't have to." She winked. "I want to. I love giving head."
"You—oh shit!" I cried out like an idiot when Sam opened her mouth and engulfed the head of my cock.
She sucked hard, and I groaned at the feeling of more sticky fluid being drawn from my cock. Sam moaned and her brown eyes rolled back as she removed my cock and licked her lips.
"I've thought about this for a long time," she whispered, rubbing the head of my cock against her cheek. "I knew you'd have a nice dick. You have a nice everything."
Sam's cheek was now sticky from my cock, and she rubbed it on her other cheek.
The sight of my cock against her face looked amazing, and again I had the thought that I had to be dreaming. There was no way that Sam the tomboy I'd been hanging around watching horror movies with for years was between my legs ready to suck my cock.
Sam proved it a reality by parting her lips and slowly taking my cock deep into her warm, wet mouth. She sighed, stopping more than halfway down my shaft and bobbing her head slowly.
"Oh fuck," I moaned as she worked my cock with her mouth.
Her lips were wrapped tightly around my shaft, her wet tongue pressing against me, caressing my hard flesh as she took me in and out of her mouth, leaving red lipstick smears on my dick. Sam's eyes were staring directly into mine.
"That feels so fucking good," I groaned.
"Hmm," Sam agreed, moving her head faster.
My hips started rocking, pushing my cock deeper into her mouth, but she didn't seem to mind.
Looking past the incredible show of Sam's lips wrapped around my cock, my eyes wandered down. Her long brown hair fanned out across my thighs and down her back and her ass moved back and forth while she blew me. Sam's nipples pressed into my thighs, and all I could think about was that this was even better than I had imagined.
Sam made it even better. Slipping my cock from her mouth, she ran her tongue down my shaft, and shocked me by licking my balls. She sucked them into her mouth and stroked my cock as she worked them with her tongue.
"Damn," I moaned. "You're ... you're really good at this."
It sounded stupid, but Sam giggled. "I told you I like it. I watch a lot of porn, and blow jobs are my favorite!"
"Mine too." I sighed as she swirled her tongue across my balls once more, then teased it up and down my shaft before taking me back into her amazing mouth.
Sam opened her mouth wider and took me deeper. She paused before bobbing her head much faster. Moaning loudly, I lowered my hand to her head. She didn't seem to mind and I let it rest there, feeling her head moving beneath it. Sam made loud, wet slurping sounds as she sucked harder than before, and my legs trembled as she worked her lips along my shaft.
Each time Sam took me deep, she moaned, her eyes closing as she enthusiastically devoured my cock.
"Oh, God." My balls tightened and my cock twitched. "Oh, don't stop. Sam ... Samantha, please don't stop!"
I was now moaning continuously, my hips thrusting my cock into her mouth. Sam slipped her hand between my legs and rubbed my balls as she took me deep into her mouth again.
"Oh fuck!" I yelled when my cock exploded and for the first time in my life I came from something other than my hand.
Sam made a loud gurgling noise and squealed around my cock as it erupted in her mouth. She continued to suck, and I whimpered as each suck caused a long spurt of cum to squirt into her mouth. Sam was moaning and sucking even faster as if she loved it, and I gasped when she sucked harder, milking every drop from my spurting dick.
"Goddamn!" I gasped, leaning back on my elbows on the bed, fighting to catch my breath. " Sam that was ... wow!"
"Hmmm." Sam removed my cock from her mouth and surprised me yet again by opening wide and showing me her cum-coated tongue. She closed her mouth and after making a show of swallowing, smacked her lips. "A lot better than a banana," she said with a wink.
"Holy shit," I said, grinning at her. "I can't believe you just did that."
"Hey!" She laughed. "That's what friends are for." She kissed the tip of my cock. "Did I do a good job? Did you like your first blow job?"
"I ... I don't think I'll ever forget it."
"I hope not." She looked serious for a moment but then smiled. Walking over to the top of the bed, she sat down and swung her long legs onto it.
I watched as she slowly spread her legs and grabbed the thong, sliding it to the side just enough for me to see the edge of her smooth pink skin.
"Want to see mine?"
"Hell, yeah," I said, kicking my shorts from around my ankles, getting onto the bed on my hands and knees, and crawling up between her legs.
"Oh, that looks good!" she told me. "God, you're sexy!"
"Thank you. You're"—I laughed—"damn, Samantha, where have you been hiding this?"
"It's been right in front of you for a long time, you were too busy looking at everyone else."
I wasn't sure how to reply to that, but Sam didn't seem to be waiting for an answer. Lifting her leg, she asked, "Want my shoes on or off?"
I looked at the hot red stilettos and thought of her keeping them on, but I caught sight of her toes which were now painted red. The thought of having her completely naked outweighed how sexy the shoes were and I smiled. "Off."
"Do the honors," Sam said, placing her heel on my thigh.
I grabbed her ankle and lifted her leg, my eyes fixed on the red patch between her thighs that showed a dark spot in the middle where her pussy was soaking through. Goddamn, she was into this!
Forcing myself to pay attention, I unsnapped the strap around her ankle and slowly slid the shoe off. I stared at the butterfly tattoo and on a whim kissed it.
"Do that again."
I kissed the top of her foot again, and she whispered, "Kiss my toes."
I shrugged. Hell, she had just sucked my cock. The least I could do was kiss her toes.
I gave each of her toes a soft kiss, and she sighed. "I like that."
"You do?"
"Yeah." Wiggling her toes against my lips, she laughed. "I lied when I said I had a boyfriend into feet. I'm the one who likes it."
"Oh." Lifting her other leg, I removed that shoe, this time running my tongue playfully along her toes.
Sam giggled, causing me to smile and suck two of her toes into my mouth.
"Ohh, that's nice!" she purred. "The other guys looked at me like I was nuts."
"Every part of you is sexy," I told her, lifting her leg higher and kissing the sole of her foot.
"Say that again," she said softly.
"Samantha"—I kissed the top of her foot—"you look amazing."
"So do you, but I've always thought that about you."
"Really?"
"Oh, yeah." She reached between her legs and rubbed the wet spot on her thong. "Can't you tell?" She then placed her feet on my thighs and pulled her thong over her hips. "I think I did something very nice for you, and it's time for you to repay the favor."
Sam lifted her legs straight up and. I watched with my mouth watering and my cock dripping as she peeled the thong from her pussy and slid it up her legs.
Sam's pussy was as pink as her nipples and not only smooth, but glistening from how wet she was. Sam bent her legs, pushed the thong down to her feet playfully, and kicked it off. It landed on my chest. Grabbing it, I brought it to my nose and inhaled. "Damn," I whispered at the scent of her pussy.
"Why settle for that, when the real thing's right here."
My eyes widened as she slowly opened her legs until they were completely spread. Sam lowered her legs so that her knees were over my hips. As I knelt there, she reached down and spread her pussy open.
"Come give your Samantha a kiss," she whispered.
My Samantha? She had said it in that sexy purr she'd been using since we started. As I stretched out on the bed so that I was propped up on my elbows between her thighs, I said, "I like how that sounds."
"So do I." She tapped her red nail on her clit. "Now, how about you show me what you've learned from all that porn you watch."
I placed my hands on her soft thighs and stared at her swollen pink button. Leaning in, I took a deep breath, inhaling the intoxicating scent of her pussy.
I then blew lightly on her clit, and she moaned, "Don't be a tease!"
I licked my lips and then flicked my tongue out, licking hers. I ran my tongue up through her wet flesh, savoring the taste of the sticky fluid gathering in my mouth. When I reached her clit, I circled it and then gave it a soft kiss.
Sam moaned and jerked her hips, pushing her warm, wet flesh into my face. I worked back down the length of her pussy, enjoying the way her thighs trembled beneath my hands and the soft moans coming from her as I swirled my tongue through her wet lips.
I forced myself to not attack her pussy the way I wanted to and took my time exploring her with my tongue. Sam was whimpering softly, but not telling me to go faster. I pushed my tongue against her and slid down the length of her pussy, shoving it inside her.
"Oh shit!" she groaned as I wiggled my tongue.
I moved my hands between her legs, gently spread her lips, and moved my tongue in and out of her, getting another mouthful of her delicious juices.
"Oh, God, that feels good!" she moaned, causing my cock to again stir. "Please lick my clit! I need to come so bad!"
I eagerly slipped my tongue from inside her and slid it back to the top of her pussy, sucking her clit into my mouth.
"Oh, right there! Hmm just like that, honey," she cooed.
Honey? Again, the way she said it made it just fine with me, and I gently sucked her clit. Sam draped her legs over my shoulders and began sliding her soft feet across my back.
I traced her clit with my tongue in slow circles and she sighed in pleasure, her feet resting on my shoulders. I took turns first licking then sucking her hard pink nub, and Sam moaned and whimpered as I pleasured her.
"You look damn good between my legs, green eyes," she told me. "Damn good."
"It's a damn good place to be," I said around her clit.
"Slip your fingers inside me."
I moved my hand down and gently pushed two fingers inside as she had asked.
"Oh yeah ... Now in and out, nice and easy."
I moaned into her at the sensation of having my fingers inside her. Sam's pussy wasn't just tight, but hot and wet, and the thought that it would be more than my fingers inside her soon had my cock fully hard and pushing into the mattress. Sam moved her hips, rocking them in time with my fingers.
Sam released a long moan as she played with her nipples. Eyes closed and lips parted, she sighed softly each time my fingers pushed into her. Her red nails teasing her nipples had my hips grinding into the bed as I continued to work her clit with my lips and tongue.
"Oh, honey," she purred, "right there, just like that!" She gasped and her hips moved faster, thrusting hard into my fingers. "Suck on it!"
As soon as I started sucking Sam's clit, she began pumping her hips and making sharp little yelping sounds.
"Right there! Oh god, Justin, a little more! Oh, just a little more!" She emitted a loud squeal and moaned, "Oh, please keep sucking! Please don't stop, baby! Please, please—oh, please!"
That last 'please' turned into a long, loud squeal that caused my cock to jump. As I continued to suck on her clit, Sam bucked her hips wildly, releasing one squeal after another. Her already tight pussy contracted around my thrusting fingers, and as she ground her pussy into my face, she clamped my head with her thighs, pinning me to her quivering flesh.
I sure as hell wasn't complaining. In fact, my cock was throbbing at the sound of her cumming and at the way her pussy was not only squeezing my fingers but also sucking them in as I continued to thrust them into her.
Sam arched her back, pushing her pussy even harder into my face, and cried out so loudly I smiled at the thought the neighbors would probably hear it. Her pussy tightened around my fingers once more. With a soft whimper, Sam's body relaxed and her legs slipped from my shoulders and onto the bed.
"Oh, god, I needed that, Justin. That was so good!"
Smiling, I gave her clit another kiss and reluctantly lifted my face from her sopping pussy. "You really liked it? I did okay?"
"Can't you tell?" She laughed. "You really think I would fake it?"
"No," I said, feeling pretty proud of myself.
"Justin?"
"What?"
"Are you hard again?"
"After that? How could I not be?" I sat up on my knees, exposing my cock standing at attention between my legs.
"Damn, that looks good." Sam propped herself up on the pillows and beckoned me with her finger. "How about you come up here and let me feel you inside me?"
"I ... I really can?"
Sam rolled her eyes. "Nah, I sucked you off and let you suck me off. Now I'm going to just get up and leave. For someone who wanted it so bad..."
"I do want you!" I exclaimed, crawling up between her legs, placing my hands on either side of her shoulders, and looking down at her.
Sam smiled up at me, placing her hands on my shoulders. "Then what are you waiting for, Justin? Make love to me."
Make love to her. I always thought of it as sex, but hearing it that way did sound pretty good. The fact it came from a beautiful girl lying naked beneath me added to the thrill. I grabbed my cock and we both moaned as I rubbed it up and down the length of her soaking pussy.
"You're teasing again. Inside, Justin, please? I want you so bad."
Damn! I pushed the head of my cock through her pussy. When I reached her entrance and started to push inside, I stopped.
"Shit."
"What?" For the first time, Sam looked nervous. "Shit, what? What's the matter? You don't want to?"
"I do!" I told her, "but I need to, you know"—I reached across the bed to my nightstand drawer—"wear something."
"Screw it," Sam said, reaching down between us and grabbing my cock. "I haven't been with anyone is months and I always used something and you haven't been with anyone. I'm on the pill and I ... I want to feel you. Nothing between us, just you inside me. Please?"
"I ... Oh, my god!" I cried out, when pushing my cock against her, Sam thrust her hips. The head of my cock sank into her hot, wet flesh and I moaned at how incredible it felt.
"All the way!" Sam moaned. "All the way inside!"
So far, I'd been trying to go as slow as I could and not act like what I was: an excited virgin. But at the feeling of her hot pussy around the sensitive head of my cock, I lost control and with a thrust of my hips pushed myself deep inside her.
"Oh, Justin!" Sam called out, wrapping her arms around my shoulders as I sank into her warm, welcoming flesh.
I gasped and remained above her, taking in the incredible sensation of being completely inside her. Sam's hot pussy surrounded my cock and I couldn't believe how good it felt. I moved my hips back, and then pushed forward, again sliding myself into the wet heat of her body.
"Easy," Sam said, her eyes wide. "You're ... you're pretty damn big. Just go nice and slow, okay?"
I forced myself to do as she asked and moved my hips slowly back and forth, sliding my cock halfway out before pushing back into her. We both moaned each time I thrust forward. Pulling me down to her, Sam found my lips with hers and moved her hips in time with mine. I relaxed and sighed into her mouth at the feeling of her small breasts pressing against me as I moved within her.
Sam's lips left mine. Holding the back of my head, she pressed my face into her neck. I kissed her softly and began to move more confidently, sliding more of my cock from inside her and plunging it back in. Sam moaned each time I penetrated her warm depths, her hips moving harder into mine, pushing me deeper.
"How do I feel?" she whispered in my ear. "Do I feel good?"
"You ... feel ... amazing," I answered in between the sounds of pleasure I couldn't help releasing each time our hips thrust into each other.
"So do you," she breathed in my ear. "I knew you would."
"You ... you thought about this?"
"Can't you tell?" She released a sharp yelp when I drove my hips harder into her. "I've wanted you, Justin. I've wanted you for a long time and ... after you called, I told myself I wasn't going to let you go with anyone else. I wanted to be your first."
"You ... you are," I moaned. "I ... I'm glad you are."
"You mean it?" She kissed my neck, and this time it was Sam who shoved her hips hard into me. "You're happy to be with me?"
"Very happy," I said. "You were right. This is so much better with someone who's special to me."
"You're very special to me." Sam pushed on my shoulders
Straightening my arms, I looked down at her.
My eyes fastened on her perfect tits, which were now covered with a light sheen of sweat. Her thighs were pressed against mine and her fingers were digging into my shoulders.
Sam's hips were moving in perfect rhythm with mine, and as good as it felt, I couldn't help thinking about what it would feel like to do it in other positions. I had waited so long for this and wanted to enjoy it in every way I could.
"Justin, I—"
"Can we move?" I asked her.
"M-move?"
"Yeah. Can we, you know"—I gave her a wink—"try a different way?"
Sam frowned. For a moment she looked upset and I thought I'd somehow screwed up, but she quickly smiled and said, "Anything you want, Justin. I want you to remember this."
"I—"
"So we can move, but I want to finish like this. Is that okay?"
"Sure." I lowered my head and sucked her nipple into my mouth, causing her to moan. "Can we—?"
"I know what you want." She winked. "Sit up."
I forced myself to slide from inside her and sat back on my knees, watching as Sam drew her legs up and rolled over onto her hands and knees.
"Goddamn," I breathed as I took in the sight of Sam from behind.
Her firm little ass looked even better pushed up in the air and her slick pink pussy was winking at me from between her soft thighs. Kneeling behind her, I grabbed her hips and placed my cock on the cheek of her ass, admiring how good it looked there.
Sam tossed her head, sending her long brown hair across the smooth skin of her back. "You going to take me or just look at me?"
Take her. The way she said that caused me to push my cock down between her legs and enter her with one long thrust.
"Oh fuck!" Sam cried out. "Damn, that's deep!"
"Sorry." I began to pull out, when she managed to surprise me yet again.
"I didn't say stop! Just said you were deep. Now go ahead and give it to me."
Jesus, she was hot! As I slammed my hard cock into her and listened to her cry out, it hit me that I finally had the answer to my question of whether or not Sam would be a freak.
Holding her hips, I started fucking her with long, hard strokes. Each one ended with her releasing a high-pitched yelp and me moaning softly at how good her pussy felt squeezing my cock, fucking her. That thought stuck in my mind, and I smiled as I continued pumping my hips and slamming my cock into her.
This was even better than I had hoped it would be. Not just sex, but with a girl who sure as hell wasn't shy about it and who was not only damn sexy, but the only person I completely trusted. Sam sounded as if she were enjoying it as well. That opinion was driven home when she started rocking back and forth, shoving her pretty little ass back into my driving cock.
"Oh, fuck, this feels good!" Sam moaned. "Damn, I've dreamed of this for months."
I'd been dreaming of it for longer than that, but had anyone told me it would be Sam I would be doing it to I would have laughed. I wasn't laughing now, however. Right now, I was moaning like an idiot, but enjoying every minute of it. I slowed my thrusts, savoring how every inch of my cock felt sliding into her hot pussy.
"Stop."
"I ... am I doing something wrong?"
"Hell, no!" She laughed. "But I want my favorite. Lay on your back."
Sam hadn't steered me wrong so far
And withdrawing my glistening cock from her, I lay on my back. Sam swung her leg over my hips and straddled me. Reaching back, she guided my cock to her pussy and let her weight go. We both moaned as she impaled herself on my cock and started rocking her hips back and forth.
Sam braced her hands on my chest and leaned over, sliding her tits back and forth, her nipples grazing my lips. I stuck my tongue out and Sam sighed as it flicked across her nipples. She stopped moving and placed her nipple in my mouth, lowering herself so I could suck on it.
Sam moaned and then switched, allowing me to tend to her other nipple. She stopped sliding back and forth and worked my cock in and out of her pussy.
Moving faster and harder, Sam slammed herself up and down, and it was my turn to start making whimpering sounds while she rode me like a porn star. She yelped each time my cock buried itself inside her, but she continued to buck wildly on top of me. I was breathing hard and my legs were trembling beneath her as she moved even faster.
"Oh shit," I moaned, "Sam, I—"
"Not yet," she said, immediately slowing down.
I whimpered in frustration as the feeling I was going to come faded, but Sam made up for it. Rocking her hips gently across me, she sat straight up and lifted her arms over her head, making a show of slowly and sensually riding me.
"Look at you," I whispered, staring at her gorgeous tits and slender body as she teased herself across my cock. "Jesus, you look hot."
"Glad you think so," she purred as she cupped her tits and stroked her nipples. "I told you, I'm going to make tonight something you'll never forget."
I put my hands on her hips and began to push and pull, guiding her along my cock. In this position, she was teasing, but I didn't mind. The longer this lasted the better. At this point I was struck with how good she looked as much as with how damn good she felt.
Sam was sweating and her face was flushed and her nipples looked as hard as I felt. Her pink clit was swollen and peeking out from between her lips and her soft sighs were music to my ears.
Sam smiled down at me and said, "How about we go back to where we started?"
She rolled off me. No sooner was she on her back, than I was back between her legs and sinking slowly into her.
"Hmm, that's nice" she said as I slowly moved inside her. "Come down here."
I slid my arms under hers so our bodies were pressed together. As her lips found mine, Sam wrapped her long legs around my waist, pulling me deeper into her warm embrace. I began moving a little faster but was still taking my time, finding that I was enjoying it as much as I had going harder when she was on her knees.
As Sam's tongue entered my mouth, I thought it couldn't get any better than this. Our entwined bodies were moving in perfect harmony and Sam's soft lips and tongue were teasing and caressing my own. Her nipples were poking into my chest and her arms and legs were wrapped tightly around me.
"Oh, Justin," she moaned, pulling her lips from mine, "you feel so good. Please don't go any faster. Just keep doing it like this."
I had no problem listening to her. I couldn't believe how good this felt, and not just the sex. Having Sam this close to me, her sweaty body wrapped around mine and her warm flesh sucking me into her, was amazing. She was moaning and purring in my ear as our bodies moved as one.
Looking down at her, I smiled at the sight of her perfect lips slightly parted and her face flushed with passion. Her long hair was fanned across my pillows and her eyes were closed as we made love in the soft glow of the candles.
Sam had mentioned making love when we started. I wasn't sure if that's what we were doing at this point, but right now there was no doubt we were making love. I'd never thought of my first time really being anything but sex and getting off, but this was even better.
Sam opened her eyes and stared up at me, her lips curling into a soft smile.
I said, "Samantha, you're so beautiful."
"You ... you're not just saying that because we're—"
"No, I mean it." I paused and moaned as I felt my body tensing. "You're absolutely beautiful."
"I—oh!" Her legs tightened around me and her hips moved faster. "Please don't stop, Justin! Please keep going! I ... I want to cum with you inside me."
Her words sent a thrill though me. Even as I felt my own orgasm building, I fought to not move any faster. I was using long, slow strokes, and I felt Sam's back arch and her hips push into me. She was whimpering in my ear and her thighs were trembling against my sides. I was shaking as well with the effort to hold back as long as possible.
"Yes," she moaned. "I ... ohhhh."
Sam squealed in my ear, and I gasped as her pussy tightened around me, her hips grinding into mine. As she released a series of soft yelps in my ear, Sam's arms and legs tightened around me. Her lips to my ear, she whispered, "I ... I love you, Justin."
"You—"
"I ... I'm so in love you!" she said, and then cried out in my ear as her hips thrust harder into mine. She started to speak again, but all that came out was a long, high-pitched squeal as her pussy convulsed around me.
With a loud cry of my own, my body lost its battle to hold back and exploded inside her.
"Oh, yes!" she cried as I my hips pumped faster, each thrust ending in another spurt of cum deep inside her.
Sam squealed in delight and I whimpered at the sensation of her pussy contracting around me, milking my still squirting cock.
"God that feels so good!" she moaned. "I've never felt that before. It—ohh, yes." She sighed as my cock released another long, hot stream inside her.
"Oh, damn," I groaned as my spent cock gave up its last few drops.
"Hmm, that's it," she cooed as she stroked my hair, "give it all to me."
I slumped against her. Kissing my neck, she rubbed my back and spoke softly in my ear. "There you go, honey, just relax. Stay right here and let me hold you."
I closed my eyes and sighed at the feeling of my cock softening inside her. Sam lay beneath me stroking my hair and breathing heavy in my ear.
Releasing a deep breath, I rolled over onto my back and stared at the ceiling. "Oh, my god, I can't believe we just did that."
"Are you sorry you did?" she asked.
"Sam, I mean Samantha, that was ... beautiful."
"I like that." She giggled.
Rolling over onto her side, she slid up against me and put her arm across my waist.
My breathing slowing down, I put my arm around her shoulders and said, "Damn, I'm tired."
"So close your eyes and rest." She kissed my cheek and then resting her head on my shoulder, she asked, "Do you mind?"
"Not at all. You feel good close to me."
"So do you."
I closed my eyes and smiled. I couldn't ever remember being this relaxed. I lightly ran my fingers along Sam's shoulder and she cooed softly, nuzzling her face into my neck. I pulled her closer to me and kissed the top of her head, letting my head fall back on the pillow, my mind drifting.
* * * * *
I opened my eyes and turned my head to look at the nightstand. It was just after one. A couple of the candles had burned out.
Taking a deep breath, I smiled at the sweet scent of Sam. My smiled widened at the sensation of her warm, soft body next to mine. She had draped her leg across my thigh and the heat of her pussy pressed into me. Her breasts were pushing against my side and she was breathing deeply into my neck.
I lay there amazed at how good this felt. Actually sleeping with someone was something that had never crossed my mind. It felt far better than I would have imagined. I tightened my arm around Sam's shoulders and she whimpered into my neck. I kissed the top of her head.
A moment later she lifted her face from my neck, sighed, and said, "Wow, its late."
"Or early." I kissed her cheek. "Sam, that was incredible. I ... thank you." I felt stupid saying it but really had no idea what else to say.
"Hey, that's what friends are for," she said in a subdued tone.
"You okay?" I asked.
"Yeah." She moved her leg from over mine and sat up.
The sight of her perfect tits caused my cock to respond all over again to the sight of her naked body. Reaching out, I ran my hand down the smooth skin of her back.
"Come here," I said, pulling gently on her arm for her to lie back down with me.
Sam pulled away from my touch. "No, I have to get going."
"You're leaving?" I sat up next to her. "You're not going to spend the night?"
"I can't." Sam slid over to the edge of the bed, swinging her legs over the side.
"Call your mom and tell her you're staying over at a friend's house and—"
"It's not about my mother. I told her I might not be coming home tonight."
"Then why are you?" I asked, confused.
"Justin, I"—Sam took a deep breath, and when she looked at me I was surprised to see that her eyes were wet—"I said something to you tonight and you ... you didn't answer me."
As soon as she spoke, I heard her plain as day telling me she loved me. I'd started to say something, but I'd cum and we'd fallen asleep. I'd been surprised she'd said it and hadn't been sure how I had felt, but after having her next to me and—
"And that's okay," she continued. "You didn't have to if you didn't feel it."
"Sam—Samantha ..." I started, but she went on speaking.
"But I had to say it. I've been in love with you for a while now, Justin. I ... I thought maybe you would notice or maybe say you felt the same way, but you just kept chasing girls like Jen. You were obsessed with her, and I figured there was no chance."
"You should have said—"
"When you called and said she cheated on you, I told myself tonight was the night. No more waiting for you to come around. I was going to not only tell you, but show you." She sighed. "I guess in a way I used you, took advantage of how bad you wanted sex, and used that to be with you. I figured if nothing else I could say I know what you feel like and maybe, just maybe, you would see me as more than a friend."
"Sam, trust me, I ... I see you very differently now."
"I'm sure you do. You've seen me as a woman and not just a tomboy who likes all the same things you do, but I was hoping for more."
"Well, I ... I wasn't expecting this and—"
"Just let me finish," she said, wiping her eyes. "Tonight was amazing. You felt even better than I thought you would. I ... I would love to spend the night, but we'd end up having sex again and then again in the morning and ... it's one thing to say I had sex with you so you would have a special first time."
"That I could tell myself was just sex, but if I spend the night it ... it would hurt too much if I sleep with you. I'll feel even worse, and I don't want to be a fuck buddy or a friend with benefits."
"Samantha, you're more than that. You're my—"
"Best friend, and I know that's all I am. I tried and it didn't work out for me, but at least I won't go to bed thinking about you and wondering anymore." She paused and then picked her dress up from the floor. "I'm going to ask that you don't tell anyone we were together. I ... I don't need to hear about it from anyone."
"I'd never tell people anything like that. Unless of course it was because—"
"My sister knows how I feel. She pushed me to come to you. She told me that even though guys try to play it off they never forget their first girl, so at least I know that no matter what happens as we get older you'll always remember me for something."
She started to stand, but I caught her arm. "Hey, hold on," I told her. "You did a lot of talking and didn't let me say anything just now."
"You don't have to. It's what you didn't say. That was enough."
"Sam, you caught me by surprise! I ... I never knew you felt that way."
"Don't worry, Justin. I'm not mad at you. I guess I should be mad at me."
"Sam, you're right. I will always remember tonight."
"I'm glad." She started to pull away, but I held onto her arm.
"Know what I'll remember?"
"That I give good head?" She rolled her eyes.
"You really are like a guy sometimes." I laughed but quickly turned serious when she didn't smile.
"What I'll remember is being amazed at how beautiful you really are. I'll remember how much I meant to you that you would be with me even if that's all it was. But mostly? I'll remember how good you felt when we were done. How good you felt lying here in my arms and falling asleep with me."
"You—really?"
"Really, Samantha." Sliding over to her, I put my arms around her shoulders. "And there's one more thing I'll remember."
"What's that?"
"What a fucking stupid asshole I was for never seeing you as more than a friend. That it never hit me how much you care and how you've always been there for me."
"You have for me, too."
"No." I snapped my fingers. "There's one more thing about tonight."
"I ... I'd really like to go, Justin. I'll call you tomorrow and—"
"I'll never forget that the night we slept together for the first time was the first time I told you that"—placing my lips to her ear, I finished softly—"that I love you, too."
"You don't have to say that."
"I mean it. And it has nothing to do with the sex. It was lying here with you and how perfect you felt in my arms." I cupped her chin and turned her face to mine and kissed her. "I do love you, Samantha."
"Please don't be messing with me, Justin. I—"
I stopped her with a long, deep kiss. Leaning back against the headboard, I pulled her back onto the bed with me. Sam resisted for second and then dropped the dress and slid up next to me. As she had before, she wrapped her arm around my waist and put her head on my shoulder.
"I love you, Justin.." She said, "I want this to be the start of something for us, not a one-time thing."
"Then don't leave." I put my arm around her shoulders. "And we don't have to have sex again. You can just spend the night and—"
"Well, let's not get crazy." She giggled. "If I stay, we're fucking again."
"Fucking?" I laughed. "That's the Sam I know and love!"
"I don't want to be Sam to you anymore."
"Okay, but Samantha just isn't you." I snapped my fingers. "How about Sammi?"
"Sammi?" She kissed my neck. "I like that!"
"Sammi it is." I hugged her closer. "And I'll have no problem telling people we're together."
"Good. I'll be your dirty girl, but not your dirty secret."
"Dirty girl?" My cock stirred at her words.
"Hmm-mm" she said, laughing. "Making love was nice, and I'm sure we'll do that again. But for the most part, this girl wants to get fucked."
"I ... I think I can handle that."
"Good, and as much as I loved you cumming inside me the first time, I'll let you, you know, cum on me if you want."
"On you?" I smiled as my mind filled with sexy images. "Like on your tits?"
"Tits? I was thinking on my face, but sure, you can cum on my tits."
"You'd let me cum on your face?" My cock hardened, and I moaned when Sam noticed and reached down and took it in her hand.
"Why not?" she asked as she stroked me. "That's what friends are for." She giggled.
"No, Sammi," I told her, turning my head and kissing her, "that's what girlfriends are for."