Between Friends

My special thanks to Carizabeth, for her editing and wonderful suggestions, without her help, I would never have posted the following story.

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Val and I were close. We always did things together when her boyfriend or my girlfriend weren't around; we were good friends. So, it was not unusual to find me sitting at her kitchen table smoking a cigarette, waiting for her to get ready. Tonight we were going to the local carnival. We both loved the rides and the greasy food.

I had just lifted the cigarette to my mouth, when Val slid into the room, snatching it from my hand, lifting it to her bright red shiny lips, sucking on it slowly as she stared at me, her eyes half closed, her mascara thick. Crushing the cigarette out in the ashtray before me, she exhaled, leaning down, pressing towards me, moving in close until her lips were nearly touching mine.

"How do I look?"

Val touched her hot smooth lips to mine. I could feel her lipstick, could taste it, as she pressed her lips to me. My cock began to grow, began filling with blood as her lips parted and her tongue rushed into my mouth. My cock filled completely, straining against the fabric of my tight-fitting jeans, wanting to be released.

Reaching up, I took Val into my arms, pulling her to me, our lips locked as our tongues danced. I turned her until she was sitting on my lap, my engorged cock touching her leg, pressing against her. I knew she could feel me. She moved on my lap, pressing her slim muscular thigh harder against bloated shaft.

"We should stop." Val lifted her lips from mine, pressing her neck to my lips, begging me to kiss, to nibble at her soft perfumed skin.

"Why?" I kept kissing her neck as my hands gently massaged her small firm breasts.

"You have a girlfriend." Val's lips were on my neck as I reached under her tight shirt, lifting it, pinching at her swollen nipples.

"So?" I lifted her shirt, still farther up her lean hard body, pressing my check against her warm soft body, teasing her pert little nipple with my tongue.

Val sighed, cradling my head in her arm, pulling my into her, begging me to take more of her into my mouth.

"No." Val pushed away from me just as I covered her whole breast, just I was about to suck her deep into my mouth.

Val stood, not bothering to pull her shirt down, leaving her flat stomach exposed, she moved away from me, turning, leaving the room. For a moment I watched, knowing she was right, knowing that we should not go on, knowing were we would end up. But as I watched her slender hips sway, her tight little ass moving, undulating under her tight jeans, I could not help myself. For too long had we had danced. Teasing each other, knowing what we both wanted, but never doing anything about it. Moving quickly, I sprang from my chair and caught her from behind. Throwing my arms around her, I cupped her soft firm small breasts in one hand as I pressed my other hand between her legs. She was hot, so hot that I could feel her heat through her jeans.

"Yes Val." I pulled her into me, pressing her body to mine, as I kissed her neck.

"It's wrong Bobby." She melted into me, pressing herself to me, all her resistance broken.

"Then tonight we do the wrong thing." I cupped my fingers between her leg, pulling her backwards still closer to me, nearly lifting her off the floor as I pressed my throbbing cock against her firm round ass.

Val turned in my grip, tilting her head up towards me, parting her lips asking, pleading me to kiss her. As our lips met, as out tongues picked up their dance once again, Val slid her hand down my body, fumbling with the closures of my jeans, pushing and pulling until they had slid down my thighs leaving nothing between her and my thick long cock but the thin fabric of my briefs.

"If we are going to be bad, I say we be real bad." Slowly Val knelt before me, pulling down my thin cotton briefs as she slowly brought her mouth level with my stiff hard cock as she gently, loving, stroked me.

Looking up at me, her face painted with that devilishly cute smile of hers, that one that always made me hard, the one that made me want to always throw caution to the wind and just take her no matter the consequences, Val opened her mouth and while still looking up at me, slowly slid her open mouth over my thick hard cock, as she cupped my balls with her small warm hand.

For the next five minutes, Val did things with her mouth that I did not know were possible, that I had only dreamt of before that night. As she slowly slid her bright red lips down my shaft, she licked the bulbous engorged head of my cock with her tongue. First with the tip of her tongue and then with the thick wide middle, she swirled it over and around, making my knees weak, making me sigh with pleasure. Taking as much of my shaft into her mouth as she could, she closed her lips, enveloping my stiff cock in her hot wet mouth, holding me there, pressing her tongue flat against the underside of my cock as her finger dug and played with my hanging balls. Very slowly, her tongue still pressed hard to me, forcing my shaft against the roof of her mouth, Val began to pull her head backwards, closing her lips tightly and sucking gently. Intense pleasure enveloped my whole body, I could not help but to moan with the pleasure she was inflicting upon my entire body. Leaning back slightly, closing my eyes, I took hold of Val's head, sinking my fingers into her soft short brown hair. As her lips touched the edge of my swollen head, she stopped, moving her tongue from underneath the shaft to my head, softly playing the tip of her tongue over my small little opening, before sliding her head back down towards the base of my thick cock. She continued, repeating the same action, with some variations, swirling her tongue around my bulbous head, dragging her teeth along my shaft, until I could take no more, until I was on the edge of coming.

"Val!" I tried to hold her head still, tried to get her to stop before I could not control myself any longer, before I filled her mouth with my thick hot come.

"Yes Bobby?" She pulled back, letting my throbbing cock fall from her mouth. "Is there something wrong?"

Slowly Val stood, pressing her body to mine, reaching up, tilting her head upwards, and kissed me. Her mouth was so hot, so filled with saliva, with the hint of a taste that had to my own pre-come. All I could think of, as our tongue swilled within each others mouths was how good it would feel to fuck her, how good it would be to drive deep into her, filling her, filling her as she moaned, as I pleased her.

"It's your turn Bobby." Softly she pushed on my hips, asking me to kneel before her, to please her with my mouth.

I wrapped my arms around her, taking her ass in my hands, as I willing dropped before her. Gently, I kissed her flat firm stomach, tracing small circle with my tongue over her soft hot skin as I kneaded the tight muscular flesh of her ass.

"Bobby?" Val took my head in her hands, tilting my face upwards. "Will you?"

Her deep brown eyes burned into me, pleading with me to please her as she had pleased me, begging me to lick her hot little hole.

"Only if you sit on my face." I moved to unfasten her jeans, slowly peeling them down her slender athletic legs; all those years of skating showed well on her body, exposing her panties to me and the first scent of her sex. Val's panties were white, shear white, not only showing me her dark trimmed bush but also betraying the fact the she was so wet, so hot, that she had soaked her panties clean through.

"You smell good." Slowly I pulled down her hot wet panties, kissing her softly just above her pubic hairs as Val lifted her legs, allowing me to remove her pants and panties completely.

Taking a firm grip on her hips, I pulled her downward as I fell back onto the floor. Val fell full onto my chest as I lay back on the floor. I could feel the fire between her legs, dampening the thin fabric of my shirt. My hands still on her hips, I lifted Val, pulling her towards my face, bringing her burning pussy closer to me. With one last pull and lift, I positioned Val's dripping cunt before my face, her swollen red lips nearly touching my mouth. She was so wet that I could see the moisture, her sex, oozing from her tight little hole, gathering on her inflamed lips, before dripping to my chin.

As I pulled her to me, closing the last distance between her flaming cunt and my ready mouth, Val moaned softly. When I finally touched her soaking lips with my tongue, she moaned louder, grabbing hold of my head. When I closed my lips over her enlarged clit, she exploded, screaming my name as she came, grinding her gushing blazing cunt to my face.

Val was a sprayer, her juices, her wet hot sex, covering my face in pulsing stream after pulsing stream, as she ground herself hard against my face. I lapped as fast as I could, swallowing mouthful after mouthful of her sweet hot sex but I could not keep up with the flow pouring from her, soon her juices covered my face, my neck, I was even sure I had some in my hair.

"Oh God, stop." Val pulled herself off my face, turning, taking my face in her hands. "That was the best." She leaned down covering her lips with mine, kissing me deep, drinking in her own sex.

I loved it, loved that she like the way she tasted, that she was willing to kiss me with such passion and desire after I had just made her come with my mouth.

Val was laying on top of me now her steaming cunt so close to the tip of my cock I could feel her heat. Reaching between our bodies, I took hold of my stiff hard cock as I pushed Val backwards, until her hot wet lips were touching the large swollen tip of my cock.

"I'm going to make you come again you know." I lifted my hips, slowly pushing into her, spreading her burning lips, driving gradually into her hot tight little hole.

"You better." Val slid back on my swollen cock, driving it all the way deep inside her. "Oh God that feels so good." Val arched her back, lifting herself up, placing her hands on my chest, sinking my cock all the way deep into her tight steaming hole.

I could not help myself but to sigh with her; she felt so good, so hot, so wet.

"Fuck me Bobby." Val fell onto my chest, twisting, turning us, until I was on top of her, her firm slim muscular body below me, her lips pressing to my neck. "Make me scream Bobby!"

Slowly, still covering Val's body with mine, loving how she was nibbling and sucking on my neck, I began to move my hips, just a little at first, teasing us both with the way my cock felt sliding in her hot wet hole. Putting my hands on either side of her, letting my whole of my weight lay upon her for a moment, I lifted myself up, thrusting deep into her, pressing my pelvis hard to her swollen clit as I did, making her moan and drag her fingers down my arms. I looked down at my friend's face, looked at her as she tossed her head back and forth, her eyes barely opened. Why had we not done this before? Why had we not just given into the pleasure? I could see the pleasure, the pure lust that was coursing through my veins reflected in Val. The way her eyes were closed, the way she was thrashing beneath me, was telling me she was enjoying it as much as I was, that she liked me fucking her as much as I like doing it.

I picked up the tempo, pulling myself back, nearly completely out of her dripping hole, leaving just the head of my cock buried inside her, before thrusting back into her, driving myself as deep as I could into her burning cunt.

"Oh yes baby. Fuck me hard." Val was pulling at my arms, raking her nail down my arms.

Faster I fucked her, picking up the tempo until I could go no faster nor could I drive any deeper into her, she had all that I could give. Val had stopped thrashing her head, tilting it back, her eyes partially closed, her mouth slightly opened. Leaning down I covered Val's lips with my own. The moment my lips touched hers, she tilted her head towards me, wrapping an arm around my head, pulling us close together as she drove her tongue deep into my mouth, kissing with so much passion, so much raw sexual desire.

Her hand still on the back of my head, her head still off the floor, Val broke our kiss, her eyes rolling back in her head, her body stiffening under me; every muscle in her body seemed to be flexing, hardening.

"OH GOD! OH GOD! OH GOD!" Val threw her other arm around me, pulling her whole torso off the floor, pressing hard to me.

I could feel it, I could feel her orgasm. Her muscles were contracting, undulating as I continued to slide myself in and out of her. I could feel her sex, could feel it as it flowed in her, as it splashed against my cock buried deep inside her with every muscle contraction that moved through her.

"Now Bobby, come. FILL ME NOW BOBBY! OH GOD I'M COMING!" Val was digging her nails into the back of my neck, screaming into my ear, as I could feel her muscles start their dance again.

I was glad that she had asked me to come, I could not have last through another of her orgasms, could not have held back as her muscles caressed my stiff shaft. Driving myself as deep as I could into her, I released my load, filling her with my thick molten come. With every pulse of my cock, with every contraction of my muscles, I filled her and kept filling until I was sure that my balls would shrivel to nothing, would disappear as I emptied every ounce I had deep into her.

Val's breathing began to slow, as her body returned to her, as she once again could control what she did. Releasing her grip of me, she slowly laid herself back down on the floor, her eyes closed, a big grin on her face.

"That was..."

"Wonderful," I finished for her as I kissed her.

For a long time we kissed, slowly gently, our uncontrolled lust now sated, taking our time with each other, sharing the love that we had for each other.