A Night with Rachel Ch. 01

"You wouldn't believe the large amount of money this cost me," she said with a smile. I could believe it. The lace work on the corset and panties was exquisite. The stockings were equally well made. She noticed my attention to her legs.

"The stockings are silk," she added.

"Wow, it's all beautiful. I don't mean to seem unappreciative, but it's not everyday my girlfriend's best friend walks out in front of me in sexy lingerie. Exactly why are you showing me," I asked.

"I wanted to ask you if you think Derek will like this on our wedding night," she replied.

"Uh, yeah I would think so. He has a pulse doesn't he," I stammered. "He would have to be lifeless, not to like the way you look in that."

She smiled and briefly looked down at the lace work surrounding her lovely body. When she looked up at me and she said, "Do you like it?"

I couldn't believe she had to ask. I'd been mesmerized since she walked back into the room. I was a complete sucker for nice lingerie, a fact that 'Drea knew very well.

"Rachel, of course I like it. I love it. I think you look amazing," I said.

"Really?"

"Yes, of course. Derek will be a very happy man in a few weeks when he sees that," I said.

"Okay," she said, before she turned to walk back to her bedroom.

She took a few steps and then turned back to me. "Brad, I have another favor I need to ask for. A really big favor."

"Yeah anything, what is it?"

She walked back to the couch and sit down next to me.

"It's kind of awkward to ask, since you and 'Drea have been such good friends to me, but I really have to ask you to do this for me. I have been thinking a lot lately about getting married and I know I want to marry Derek, and I know we'll be happy together, but I have always wondered about you and I....," she said.

"Rachel, what are you asking?"

"I think you know what I'm asking," she said.

"Well yeah, but I'm not sure you really want to do this," I said.

"Yes, I am sure. Brad, I want you to make love to me tonight. I want you to. We've always had a special friendship. If I hadn't already met Derek, and you hadn't already been with 'Drea, I think you and I would have fallen in love with one another. I think you're my soul mate. Unfortunately, I think that you're 'Drea's soul mate as well. I have seen the way you look at me and I know you've seen the way I look at you. I have feelings for you that I can't explain away. You're one of my closest friends and like a big brother, but I have other feelings for you as well. I know you have the same feelings," she said.

"Rachel, I do have feelings for you, that I wish I didn't have. I really love 'Drea, but I know that I love you, too. 'Drea told me about the fight you two had and the things you said. She told me that you were in love with me. She also made me admit that I loved you, too. We've been together so much, and get along so well, I don't think I can help to feel the way I do. But I don't know if I can cheat on 'Drea," I said.

"Brad, I know it's wrong, but I partly blame 'Drea because she's so happy with you. All she does is tell us how great you are. The girls tonight are envious of her, too. They may never do anything crazy like what I'm asking you for, but I feel like I must. I know that I'll always wonder how things would have worked between us, but there is one thing that we can share tonight that I'll remember for the rest of my life. Everyone always said I was your other girlfriend. I really, really want to be your girlfriend tonight. I want you to think about it for a few minutes. I'll be in my bedroom waiting for your answer," she said.

She got up and walked out of the room.

I could not believe the situation I found myself in. A wonderful woman I'd spent most of my waking hours for three years had just asked me to sleep with her. I knew this was a pretty important decision I was about to make. She was getting married in a few weeks. I was in a very happy relationship with a beautiful woman that I was planning to propose to. I knew that I would feel guilty if I had sex with Rachel, but I also knew that I would regret it till my dying day if I didn't.

I tried to think of a good way to tell her that I couldn't do it, but there wasn't one. I knew anything would sound like a bullshit excuse. I finally knew what our true feelings about each other were. I knew that I wanted to have sex with her, and that she wanted it, too. I would never forgive myself if I didn't.

I got up from the couch and walked down the hall to her bedroom. I knocked gently.

"Come in," she said.

I opened the door and saw her lying back on the bed. Her bedroom was lit by numerous candles.

"What did you decide?"

"You know what I decided. I would have walked out, if I didn't want to do this," I said.

She smiled and rose from the bed to walk over to me. She put her arms around me and looked up at me. "I really want to do this. I want you to know that. I will never regret this, as long as I live. I hope that you can feel the same."

"Yeah, I hope so too," I replied. I wrapped my arms around her lithe, lace covered body.

She brought her lips up to mine and we shared a tender, gentle kiss. I still couldn't believe that I was going through with this, but that train of thought was pushed aside as we shared a more intense kiss. I'd wanted this to happen, but I always tried to fight away the idea of it. As we kissed more I ran my hands up and down the lacy back of her corset. It was an intense thrill when my hands worked down past where the corset ended and I could feel her bare ass cheeks that were divided by the lacy thong. We gradually worked our way over to her bed and sat down. I felt really awkward with my bulky frame next to her dainty form.

"Lay back," she said.

I complied and soon she was straddling me and unbuttoning my shirt.

"Since I am pretty much dressed for the occasion I think I need to help you," she said in between long passionate kisses. I couldn't believe I was laying there in her bed, with her on top of me undressing me.

She managed to get my shirt off, and then went to work on my pants. I was already excited so when she undid my pants, my cock was ready for release. I was trying to help her get my pants and boxers off while simultaneously trying to kick off my shoes and socks, between some of the most intense kisses I've ever had.

"I've wanted to get you naked and see your big, strong body since the first time I saw you. I always thought of you as a big teddy bear. I'm so happy we're going to do this," she gasped.

"So am I, Rachel," I replied.

She reached down and grabbed my cock. "Oh wow, it's bigger than I imagined. I can't wait to feel it in me. But first I want to do something I've never done for Derek."

"What's that?"

"I want to give you a blow job," she smiled.

"Sure," I said.

As she kissed her way down my body, I propped up some pillows so I could relax and watch. It was quite an erotic sight to see this sexy woman who just a short while ago was a just one of my best friends. Now she had my cock in her hand and a smile on her face. She moved her mouth towards my cock and planted a kiss on it.

"'Drea was right, I can't get my fingers all the way around it. I've thought about this a lot you know," she said, as she began to work her tongue around the head.

"Really?"

"Yeah, I think about you when Derek and I make love," she smiled.

I could never have imagined that. I quit thinking about it though, when she took about 5 inches of me in her mouth. This was unreal. She would be married in three weeks to a guy that she has never done that too. On top of that, she thought of me when they were intimate.

I was lost in the feeling of her lips moving up and down on my cock.

It felt so good that I had to ask her, "If you've never done this, why are so good at it?"

"Because I've been practicing," she smiled.

"Huh?"

"Every time I eat a banana, I've been imagining it's you. But you surprised me, you're a lot thicker than any banana. I've seen a lot of porno with Erin and picked up a few pointers. Let me get back to work," she purred.

She was good to her word. 'Drea was a dedicated cocksucker, and I would almost have sworn she had given Rachel lessons. Rachel was so enthusiastic. She acted like she was really enjoying herself, and made lots of sexy sucking and slurping sounds.

I was lost in enjoyment of it, but I felt my orgasm coming close. After all of the talk in car, seeing her in the lingerie, and the realization of what was happening I was too worked up. I told her that I was getting ready to come. She just nodded with her mouth full of cock. I tried to warn her. When I came, I felt faint. I don't think I had ever felt like that before in my life. She never took her mouth off my cock though.

When I was done coming she let my cock slip out of her mouth and smiled at me.

"Did you like that?"

"I thought that would be obvious," I replied.

"Well yeah, I guess it was. You came a lot. I sort of knew that, but I was really surprised. I've only ever felt come in my pussy, so it's tough to judge how much it was," she smiled.

"I can't believe you had never done that before," I said.

"Well I can't say that anymore, can I? Do you want to rest for a while," she asked.

"No not really. I want to return the favor," I said.

"What?"

"I want to go down on you, eat you out, what ever you want to call it," I said.

"Really?"

"Yeah, why not?"

"I've never had that before...," she said.

"What? Derek has never given you oral sex? Rachel, please don't tell me you're actually going to marry a guy that has never gone down on you," I said in disbelief.

"Well he hasn't."

"Okay, well let me do the honors of introducing you to my second favorite thing to do."

"What's the first?"

"We'll get to that later," I said.

I helped her over on to her back and then moved down between her thighs. I took my time to run my hands over those lovely, silk stockings she was wearing. They felt so luxurious. I started planting kisses on her calves. I had always admired her long, sexy legs. They were just perfectly shaped. I could never keep my eyes off them when she wore shorts or a skirt.

As I kissed my way up her legs, I took my time knowing this was likely a one-time thing. I soon could smell the sweetest aroma in the world, aroused woman.

When I got to the tops of her stockings, I lingered there kissing her bare thighs above the lace tops. I could her breathing was labored. I think she was really anticipating my next move. I ran my fingers up her legs and over her panties. They were wet to the touch. I noticed she had put her panties on over her garter straps so I wouldn't have to unhook her garters to get them off.

I moved in slowly to that sweet hot honey pot between her thighs. My lips met her pussy lips through her panties. I saw through the lace of her panties that she was shaved completely bare. I could not wait to pleasure her.

I began to lick the wet gusset of her panties, savoring her wonderful taste. She moaned lightly. I looked up and saw her watching me. She looked so angelic with her blonde hair highlighted by the candles. Her creamy white skin looked so perfect under the soft light.

I think she was impatient to get her pussy licked for the first time, because she reached down and pulled her thong down and off. I began to focus in on her most sensitive area, licking her outer labia. She reached down with one hand and wrapped her fingers in mine. Her other hand soon found its way to the back of my head.

"Mmm, Rachel you taste so good. I love that you're shaved," I said.

"Oooo, thanks. I've heard that you really like them smooth. God, that feels so good," she gasped.

She gently guided me up towards her clitoris. I was working my way there, but I was also enjoying the trip. I decided to tease her, so I gradually moved towards her clit but when I got close, I would slip my tongue back down. This worked about three times before her fingers tightened in my hair and she uttered an urgent, "Please, Brad lick me up there. Lick my clit, baby"

I moved up to her clit. It was very engorged and peeked out. I placed several firm kisses on it. She responded with enthusiastic "oh's" each time I did. I pointed my tongue and swirled around it. She grabbed my head and screamed out, "Oh god, that's good." I smiled and licked her clit some more, as I started fingering her lightly. Rachel was moaning and her pussy was flowing. Quickly, my fingers were covered in her arousal.

"Oh, that feels so good. Thank you so much. I've been missing out on this," she gasped.

"Mmmm, no problem. The pleasure is all mine," I said.

She was still holding my hand, while also running her fingers through my hair. I used my finger to spread her lips and licked her juicy inner labia. She was almost panting. I moved my way back up to her clit and gave it a few more licks. Her hips came up off the bed and pushed her sex hard against my face. I held on and kept pressure on her clit. She began screaming at the top of her lungs.

"Oh my god, Oh fuck, Oh, Oh....I think....I...I think....," she squealed.

I felt her squirt in my mouth. I'd never known a girl that squirted before, I thought it was just a myth!!! She squirmed on the bed as I continued to lick her gently. I was almost afraid she had pulled out some of my hair when she came. She had such a death grip on it.

She was still panting, so I stopped licking because I was afraid she might start getting sensitive after she came. When she caught her breath, she pulled my head up towards her and she kissed me so hard, I would have sworn she was possessed. We kissed feverishly for several minutes. Occasionally, she would mutter things like "thank you", "mmmm", or "never felt like that before."

After she calmed down some more, we laid back on the bed with her head on my chest. I was running my fingers through her silky, blonde hair. I decided I would ask the stupid question, "Was that good?"

"Oh my god that was fantastic. I have never felt like that ever. That's the first orgasm I've ever had with someone else," she said.

"Really? I'm glad it was with me," I said.

"Mmm, me too. But we're not done, are we? I want to feel you inside me too."

She reached down and her hand found my cock, which had been hard since she had that orgasm.

"Good, I was hoping you were still interested," she laughed.

"I am very interested," I assured her.

I slipped my arms around her and pulled her over on top of me. She looked down at me and said, "You want me on top?" I nodded.

"I've never been on top before," she said.

"What?"

"Derek and I always do it with him on top," she replied.

"You're kidding me!"

"No, I'm not. But I've always wanted to try it."

"Well let's start with this, cause we're going to try a few more positions before we're done tonight," I said.

"Really," she asked.

"Yes, really. We're getting ready to do something I've wanted to do for a long time. I'll probably never get to do it again, so we're going to make love all night if we can," I smiled.

"Mmmm, sounds great to me," she smiled back.

She reached down in between us and grabbed my cock as she raised her hips. She guided my cock into her pussy and slowly lowered herself back down. As she slid down the length of my cock I was amazed at how tight she was.

"Mmmm, Rachel you feel even better than I could have imagined."

"Yeah you too. I've never felt so full," she replied.

I shuddered when I thought about this angel marrying someone else so soon in the future. I fought away the thought while reminding myself that she was mine for at least tonight. Rachel was moving her hips in a nice steady motion. I had my hands on her hips, but began to move my hands over her pert breasts and lace-covered midriff.

"Mmm, Rachel you look so sexy riding my cock baby. I love your corset and stockings. Are you still going to wear this for Derek on your wedding night?"

"No baby, I don't think that I will. Mmmm, I think I will get something else to wear. I'll keep this one to remind me of tonight. Mmmm, I love riding your dick. I always knew it would feel great with you. You were always so nice and caring. You always helped me when I needed something. Mmmm, I always knew you'd be a good lover. Brad, I love you. I know it's wrong, but I do," she said.

"Rachel, I know you do. I love you too. I wish I could have told you," I said.

"It's alright, let's make the most of tonight."

"Okay," I said.

I laid there enjoying watching her bounce up and down on my cock. How could Derek deny himself this beautiful sight I was enjoying?

"Brad, can we try something else I've always wanted?"

"Sure, What's that?"

"I want you to do me from behind," she said.

"Doggy-style?"

"Yes, 'Drea always said that was her favorite with you."

"Okay."

She swung her leg over me as I sat up and moved behind her. She rested her chest on the pillows with her perfect little ass pointed up at me. I couldn't resist giving her pussy a little more licking. When my tongue hit her lips, she gasped and reached back to grab my head. I licked her from bottom to top several times. Once I went up a little far and my tongue slipped across her anus. She shrieked and looked back at me.

"Ooo, what are you doing back there?"

"Sorry, I went up a little far," I said. It was something I regularly did to 'Drea, but I wasn't sure if Rachel would be into it.

"Oh, okay. It felt different," she said.

"Really, different how? Like you liked it?"

"I don't know, it felt good," she said cautiously.

With that, I dove right back in. After two or three licks she was groaning as I ate her little rose bud. She tasted very clean, with a hint of her sweet love nectar.

"Oh my god, I never thought anyone would ever lick me there. But I love it," she squealed.

"Mmmm, baby. I'm glad you do. So, do I."

I was really broadening her horizons. I just hoped her new hubby would be man enough to try some new things. I was going to try and get my cock in her ass before we were through.

She moaned, "Oh. 'Drea told me there was nothing you wouldn't do for your woman in bed. Now I know it's true. Am I your woman too?"

"Yes baby, you are. At least for tonight. I always felt like I had two girl friends. Now I guess for a little while, I really do," I said.

I thought I should get back to her first request, so I stopped licking her ass and I positioned myself behind her. I lined my cock up and slowly pushed my way in. I knew she would probably like this, because I could give her all I had. When I bottomed out, I grabbed her hips and began to stroke her slowly.

"Oh, wow. You're in there so deep. You feel so damn good inside me. I always imagined how this would feel. Mmmm, so good," she wailed.

"Oh, yeah. You feel so good too baby. You're so tight and wet."

I held her little hips firmly as I slowly pumped in and out of her deliciously tight pussy. I could now fall dead tomorrow and go a happy man. I saw her looking back at me as I gently fucked her. She reached her hand back and took my hand off her hip. Again, our fingers were intertwined as we shared an extremely intimate moment.

We were connected in our own world. I really have no frame of reference for how long we fucked doggy-style on her bed. We just stared into one another's eyes and moaned.

I noticed a change of tone in her passionate moans as I stroked her. She asked me to speed up. I did and her cries became more intense. She was really getting loud. She was also getting nasty. She was asking me to pound her, to fuck her bowlegged, to make her scream and to make her squirt again. The change of tempo had its effect on me as well. I could feel the come rising in my cock and I knew I didn't have long. I reached in between us with my other hand and found her little love nubbin. I rubbed it ever so slightly and she buried her face in her pillows. She began to thrust her hips back into me with a force that I would never have imagined for a woman of her size. I was no longer fucking her she was fucking me!