Spending the Night

"Will you like, stay the night tonight? I just don't feel safe out here by myself after what happened earlier."

What a ridiculous question, was my first thought. Would I be willing to stay the night at the house of a beautiful girl all alone, to help her feel more safe? Duh. She was my friend either way, and a very good looking young lady to boot. She was actually at least three years older than I was, and when that meant I was 18 and she was 21, it was quite a gap in age indeed.

"Of course I will. It's no problem," I said, trying not to sound to eager, keeping my voice nonchalant.

Earlier that night, someone had broken into the cars of everyone who was hanging out at her house. After calling the cops we ended up finding everything in the bushes on the side of the road just a few hundred feet away. Apparently the would-be thieves had ditched the goods in hopes of coming back to retrieve it later, but didn't try especially hard to hide it all.

"Thank you so much. I just feel so vulnerable out here now. Are you sure it's okay?"

"Of course, Katrina! It's really not a big deal. Just let me go home and grab a couple things cause I have work in the morning."

Katrina was hot. The older sister of a friend from high school--how I had ended up in this situation was beyond me. Somehow she and I became friends, and it was awesome for me. She would pay for me at restaurants cause she had a better job, and I loved watching other guys see us together. I'm white, 6'5 and about 240lbs in decent shape, and she's half asian half Hawaiian all of 5'4 and 120lbs tops. She had a lovely curvy body, super slim (she worked out daily), and disproportionately large breasts--easily a D cup. Her pretty smile and long dark hair made her a stunner, and her no-nonsense attitude put a lot of guys off. But for some reason I could see right through it and it didn't bother her. We got along just fine, and our relationship was completely platonic.

She lived in a small house that was really only a couple miles from civilization, but it was just secluded enough on its own land that I didn't blame her for being nervous. I went home to grab a couple of things and was back before too much time had gone by.

I walked up to the house and knocked on the door, marveling that I had such a strange opportunity place itself before me and knowing I would be horny all night just because of the situation. Gotta love those 18 year old hormones, right?

She opened the door a crack and saw it was me, then smiled and let me in. She was wearing a baggy t-shirt and some short shorts, definitely her PJs. Nothing I hadn't seen before, but obviously tonight was different.

"You can sleep in the guest bedroom if you want, but the heat will only be on in my room. The furnace is broken so I just have a space heater," she said, looking up at me.

"Well, I guess I can sleep on your floor then. I brought a knife to protect you with," I said with a smile, holding up my 6-inch Buck knife.

She laughed and turned around. "All right then," she said, "come on."

We walked across the living room and to her bedroom. It was right next to the bathroom.

"Go ahead and get ready, I'll put some blankets out for you."

I went into the bathroom and brushed my teeth, took out my contacts and put on my glasses. It took me a long time to pee because of the large erection I was sporting at the thought of sleeping right next to this pretty girl! On the floor, but still. I'd kissed a couple girls, made out a little even, but this was a different category. I was sharing a bedroom with a girl way out of my league, and that was enough to keep my little soldier standing at attention until further notice. I willed it to go away long enough to do my business and get under the covers so she wouldn't notice.

I went in to her room and slipped under the covers.

"Thanks again for staying the night, dude," she said to me.

"It's no problem, I don't blame you for being nervous. We'll be fine though. If anything goes wrong I'll just scream like a girl and run away," I said, screaming and waving my arms.

She giggled and threw a pillow at me. "Here. Sleep on that, you big strong man."

She was being facetious, but I noticed her eyes flicker down to the small tent in the covers that my ever-hard dick was making. I should've made a comment, but my eyes were too busy flickering down to her boobs in her over-size t-shirt. Too bad she didn't sleep in a tank top, I thought ruefully.

"Nice glasses, by the way," she said. "I don't think I've ever seen you in them. How come?"

"They kinda give me a headache, and I don't really like wearing them anyway," I answered. "Contacts are way better. Besides, if I looked this sexy all of the time I wouldn't be able to go out in public."

She laughed. "Probably true. They are pretty hot."

We said our goodnights and she turned out the light, but I noticed that the heat lamp from the snake cage she kept in her room put out a fair amount of illumination. I laid there for quite a while, tossing and turning and trying to get comfortable and fall asleep, but I just couldn't seem to drift off. My massive hard-on wasn't helping things any, either. As I lay there, I finally got bored and put my glasses on. I looked around the room for awhile, trying to determine if she was asleep. My eyes fell on the bookcase next to her bed, and I saw a book I'd never got a chance to look in before--the Kama Sutra.

A book of sexual positions, I thought. Yeah, that'll definitely help me sleep.

But my curiosity was piqued. I had to check it out. I couldn't tell if she was sleeping or not, so I just slowly slid my body along the floor and reached out for the book. I slid it out from the bookshelf as noiselessly as possible, looking up to see if Katrina was awake or noticing what I was doing, and noticed that as I pulled it, a couple of Playboy magazines were coming out with it. Suddenly my plan began to take shape. I figured I would just take a couple of those into the bathroom with me and jerk off, come back and replace them and then pass out. My heart started to beat a little faster in excitement. Pathetic.

I slid the book out and saw that a few pages were bookmarked. I glanced back up at Katrina. She was on her side, facing the opposite direction. I still couldn't tell if she was asleep or not, but she hadn't been roused yet so I figured I was good. I looked through the Kama Sutra briefly, but it wasn't as exciting as I had hoped. I was a virgin, so most of the different positions were fairly irrelevant. I set it aside and moved on to the Playboys.

I was surprised by how few actual naked girls there were inside. There really were a lot of articles, which annoyed me. Seriously? After all this hype about nudity and sexy playmates, and this is what Playboy is all about? I was so disappointed. But as I looked, I still was very turned on by the sexy, topless women on the shiny pages. I snaked my hand down below the covers to start grabbing myself as I rolled over onto my back, and that's when I realized that Katrina was wide awake and watching me. I froze. She had rolled over to face me and I hadn't even noticed--I'd been too caught up looking through the magazine. Our eyes met and I'm sure my face turned bright red.

"Don't let me stop you. You know, I've thought about posing for Playboy before." She looked straight at me, unflinching, as was her style.

I didn't know what to say, or do. I was caught, holding a porn magazine with my hand obviously in my shorts. My erection began to go down in my hand from the sheer embarrassment of the situation. I just stared at her, completely at a loss for what to do or say.

"Well?" she said. "What do you think of that idea?"

"Uh, well," I stammered, "I think you would be really good at that."

She raised an eyebrow and propped herself up on one elbow.

"Good at what, exactly?" she asked.

"You know, uh, posing..." I was floundering for words. "You've, um, definitely, you've got... you know... big...."

A wicked smile crept across her face. She was having a really good time. "I've got what?"

"You're really sexy," I blurted. "You've got big boobs!"

She beamed. "You really think so? Is that why you've still got your hand in your pants?" she teased.

That snapped me back to reality somewhat. I yanked my hand out of my pants and set the magazine down. She started laughing her head off, and I couldn't help but smile sheepishly.

"Come here, you horny boy," she said, patting the bed.

I slid over and sat next to the bed.

"Grab that magazine," she ordered. I complied.

She took it from me and opened to a page she had dog eared. There was a airbrushed blonde model cupping her boobs, doing a sexy face and all.

"What do you think of her?" she asked.

I wasn't sure what was happening. Was this gorgeous girl really asking me what I thought of an airbrushed Playboy model?

"She's all right," I replied cautiously.

"I think she's fuckin hot," said Katrina. "I like that pose, too."

My boner instantly came back to full strength. I had to shift my shorts. "Uh, yeah... it's definitely a good one..."

"What about this chick?" she asked, turning the page. It was a brunette this time, leggy and thrusting her decent-sized tits out proudly.

"Yeah, she's pretty hot too," I said.

Katrina wasn't really listening. "Do you think I could be in here?"

I turned and looked at her. "Well, yeah, of course," I said.

"You're just saying that," she pouted.

"No, really!" I protested. "All these airbrushed models, they've got nice bodies, but you're truly beautiful. They may have big boobs and nice bodies, but you've got it where it counts."

"Are you saying I don't have a nice body?" she asked playfully.

"You've got an awesome body," I said truthfully.

"But these girls are so sexy. They get paid so that boys like you will jerk off to their pictures. Would you jerk off to a picture of me?" she asked, looking right at me.

I just looked back at her. "Uhhh... I don't know, I guess...."

She looked at me. "You guess? I thought you said I had it where it counts!"

"I mean, yeah, I guess, but would you want me to? It would be weird!"

"What's weird about that? I've caught you looking at my boobs before you know. If I wear a low cut shirt I can see your eyes fighting not to look down it."

I tried to defend myself. I felt like I was being called a pervert. "I try not to! It's not my fault, I can't help it!"

"Have you ever jerked off thinking about me?"

I looked away. "Katrina...."

"Have you or not? Am I not spank bank worthy?" she was serious.

I looked around the room desperately for support. "I..." I began, but trailed off.

She dropped the magazine to the ground. "Fine."

I turned around. "No, Katrina, don't get mad. Fine, yes, I have. Alright?"

She smiled. "Really?!"

"Yes, of course I have. I'm eighteen and you're, well, you!"

She looked intrigued. "What did you think about when you did it?"

"Uhhh... which time?" I answered sheepishly.

She sat up and clapped her hands in excitement. "You did it more than once?!"

I was caught again, and it was my own fault. I thought I would die of shame. "Yeah... maybe...."

"So, what did you think about?" she asked, leaning forwards.

I tried not to think about the fact that I could see her obviously hard nipples pressing lightly against the fabric of her t-shirt. "Uh, you know, just the normal stuff..." I was mortified that she would keep asking for more details. What was I going to do? I could never pull off a lie in this situation.

"What kind of normal stuff?" she asked. "I'm not a boy, you know. I don't know what's normal for a guy to think about when he's jacking off."

My dick twitched when she talked like that. "Um, well, I guess I thought about your... uh, boobs, a lot." I hoped she would let it stop at that.

"Oohhh," she said excitedly. "Really? About how big they are?"

"Um, yeah, pretty much," I said, trying not to stare at her chest.

She laughed and sat up straight, thrusting her chest out while pulling her shirt back tightly. Her tits really were marvelous. They were so round and full through her t-shirt, I guessed that she wasn't even wearing a bra. I could see her nipples poking through the thin fabric.

"Close your mouth, honey, you might start drooling," she said, giggling.

My mouth snapped shut. I couldn't believe she had got me to stare and drop my jaw so easily. I was so mad at myself for being so easily manipulated. She just laughed all the more at my obvious frustration with myself.

"What else did you think about, you horny boy?" she asked.

"Katrina, please," I begged.

She just grinned. "I caught you at it in my bedroom. You have to tell me!"

I had one fantasy that I always would think of when it came to her. I'd never had a blow job before, but it was something that really turned me on and always made me come quick. Especially when I imagined her as the girl going down on me. She was always topless, and it was always unbelievably good. My eyes dropped from hers.

"Do I really have to?" I asked pathetically.

"Yes," she said. "I need to know how I am being used in your mind!"

I opened my mouth to tell her, but then couldn't imagine looking at her in the eyes and saying the words. "I just... I can't! It's too embarrassing!"

She folded her arms. "If you don't tell me, then you have to finish what you started before I caught you."

I grimaced. "I don't think anything will stop me from finishing what I started after this conversation."

"No, you don't understand," she said. "You have to finish what you started. Here. Now. For me."

My eyes bugged out. "What?!"

"Yep," she said, nodding. "You have to jerk it for me. Right here."

Now my jaw really dropped. She would actually WANT to see that? I began to have an inkling of where this night could go.

"What's it gonna be, you horny boy?" she said, that wicked smile on her face once more. "You gonna tell me what I want to hear, or imagine it in your head while you stroke it right here in front of me?"

Quite frankly, either seemed horrifying in a way, but also incredibly erotic. I tried to think how I could get the most out of this situation.

"Uhh... well... I guess I'll just tell you then," I said.

She looked somewhat disappointed. Had she actually wanted to see my cock in all its glory? "Go ahead."

"Well, uh... I guess what I usually imagine most is... well... You, and me, ahhh.... You, giving me, um... Giving me head." I dropped my eyes and I'm sure I blushed even more.

"Oh really?" she asked. "You liked to imagine me sucking your dick, huh?"

I was so embarrassed. Here was the object of my sexual fantasy, calling me out on just how unlikely that scenario ever was. I expected her to make fun of me.

"Interesting," was all she said.

I looked up at her quickly. She was staring into space. I shifted my rock-hard cock to a slightly less uncomfortable position. She looked down at me and caught me doing it.

"Hey," she said. "No touching unless I say so!"

"I have to shift it!" I protested. "It's really uncomfortable to have it so hard in pants like this."

"I bet it is. It also makes you look at my tits a lot more I've noticed."

I made a strangled noise of protest.

She laughed. "Okay, okay, fine. You can go to the bathroom if you want. Here, take this," she said, handing me the Playboy.

I jumped up and practically ran to the door and into the bathroom. I flipped on the fan and dropped my shorts. I practically blew my load before I even touched myself, I was so ready to go. All that explicit conversation about sexual things like that with a girl as sexy as she was... I couldn't take it. I came and came, all over the sink, I noted with regret once I had finished. I was breathing hard and lightheaded. I looked into the mirror and shook my head in disbelief. No way this was really happening. I immediately began to feel very silly that I hadn't handled myself better. I cleaned up and headed back into the room, determined to get her back for what she had done to me. I guess I was gone longer than I thought, because when I came back in, I noticed that she had quickly removed her own hands from under the covers, and there was a smell in the air that I was unfamiliar with.

"Hey there Tiger," she said. "Feeling better?"

I was instantly back to the sheepish kid I had been before. "Um, yeah," I said.

"Did you get off nice imagining my lips around your cock this time? Or were you thinking of my big boobs?" she asked, bringing her hands up and cupping her lovely breasts through her t-shirt. I could feel my dick getting hard again already.

"Oooh!" she said, pointing at my crotch. "I guess it was both!"

I tried to cover my bulge, somewhat unsuccessfully.

"I can't believe it's getting hard again!" she said, impressed. "What do you feed that thing?"

"Nothing at all," I said, grinning.

"Hmm... maybe it needs some more special guidance," she said. "Do you think I could help it go away for a little longer?"

"It's worth a shot," I blurted out.

She got up and stood right in front of me, just out of reach of my cock. "Kiss me," she said softly.

I leaned down and kissed her right on her perfect lips. At first she just let me kiss her, then she began to kiss me back. She wrapped her arms around my waist and pulled me close, grinding my dick into her stomach. I put my arms around her and began to kiss her more fiercely, and she responded in kind. I felt her tongue part my lips and flick inside my mouth, which made my cock twitch in a way that must have appreciated, because she laughed softly and made the most sexy moaning sound I had ever heard. I pushed my tongue into her mouth and began wrestling with her tongue. It was the most passionate kissing I had ever had the pleasure of participating in, and when she pulled me down on top of her on the bed it got even better. She grabbed one of my hands and slid it up to cup one of her impossibly firm and round breasts--I almost came right then. I had never felt a breast before, and this was amazing. It was so soft, but at the same time firm and perky, so much better than I had ever imagined. I brought my other hand up and started fondling her like crazy, massaging her massive tits and tweaking the nipples occasionally. I could tell she liked that by the way she would always pause with the movements of her tongue for a moment and then start up again with more ferocity than before. She kissed me with a raw power, a hunger that I'd never experienced. My body responded like I'd never felt before.

She shifted her weight and rolled over on top of me, straddling my hips and kissing down on me so hard that I could feel myself sinking into the bed despite her diminutive frame. To my disappointment, she sat up after a few minutes, removing her hot lips from mine and my hands from her magnificent breasts. But my disappointment was short lived, because she looked straight into my eyes and then grabbed her t-shirt by the bottom of the hem. My breath caught as she pulled the thin fabric over her head and let her magnificent breasts fall free. They bounced slightly but stayed up, defying gravity without the hint of sag. They were so round and heavenly. Her areolas were a deep red with her nipples sticking straight out just begging to be licked and sucked. I put my hands on the sides of her flat stomach and slowly slid them up, relishing in the softness of her skin and her tight body. She was staring at me and biting her lip, grinding her hips slowly on my rock-hard prick. When I got to her rib cage I let my hands slip around front and slowly, every so wonderfully got my first feel of naked breasts. They were even better without the t-shirt, and I massaged them gently, feeling their weight and the contrast of her soft skin and her oh-so-firm and bouncy tits themselves. I palmed her nipples and squeezed her breasts with both hands--they were just more than a handful and absolutely perfect in every way. I made eye contact with her sultry, steaming eyes and licked my lips. She gave me a half smile with a knowing look in her eyes.