By Your Side

I sat up and turned to her. "You've known…since November. I can't believe this. I—I--I don't even know what to say right now." I stood up from the bed, unable to cope with the fact that this whole situation was happening. I walked over to my dresser and put my head down on it. My mind was racing with a million thoughts. What had I done to make my feelings so known? Why didn't she say anything? What was going to happen now? Was I going to lose my best friend? The ramifications of what was happening were running through my head at light speed, and I began to softly cry.

I was so wrapped up in my thoughts that I never heard Emily walk up behind me. She wrapped her arms around my waist and rested her head on my left shoulder. "Shhh, D, it's okay. Calm down."

I began crying at little harder, and turned into her. "I'm sorry. I'm so sorry," I kept saying through my tears. Em just wrapped her arms around me tighter and kept trying to quiet me. When I had calmed down a bit, she pulled back a step and placed her hands on my cheeks, wiping away my tears with her thumbs. I couldn't open my eyes. I couldn't look her in the face, afraid of what I might see in her eyes-disappointment, disgust, trepidation. So, imagine my shock when I felt her lips lightly kiss where my tears had fallen, then travel down to my lips, just barely graze across them. I thought I was hallucinating until it happened again, but just slightly harder as she lingered there for a moment.

I pulled back, mouth open, trying to find the words to ask her what the hell she was doing. She silenced me by putting her finger up to my lips to shush me and said, "Tonight has been wonderfully perfect. Wait until tomorrow to over-analyze it, okay. This is far too important to ruin."

It took a moment for her words to set it and for me to realize what she was saying to me. By the time I did, she was kissing me again, but this time, I was returning her kisses. They started off slow and gentle, but then a furious need was overtaking both of us, and they became much more forceful and urgent. Her hands wound into my hair, drawing me in deeper to her essence. She slipped her tongue into my mouth and our tongues met, tussling and lighting newfound electricity through my body. As intense as the kiss was becoming, there was still a certain softness to it. I suppose it's the difference in kissing a girl compared to a guy. Her lips and touch were just softer, almost soothing.

Her hands left my hair and slid down my arms, until our fingers entwined. She grasped my hands and pushed back on them, leading me backwards to my bed. The back of my knees hit the side after a few steps, and I gently lowered us down, as Em straddled my lap. I let go of her hands and grabbed her by the thighs to hold her in my lap. We continued kissing as I gently stroked up and down her thighs with my fingertips, slowly inching higher and higher. She broke the kiss and slipped her hands down my sides until she reached the bottom of my sweater. She tugged at the bottom and I obligingly lifted my arms up so she could remove it and dispose of it to the floor. She then pulled off her own and it met the same fate.

Em clasped my face in her hands and just held it there for a moment, her eyes boring deep into my soul. She gently kissed my lips, then my nose, forehead, and chin, before breathily gliding her tongue up to my ear. I threw my head back, reveling in the wonderful feelings that were pulsating through my body, when Em took this as an opportunity to work her way back down my neck to gently nip at my shoulder. I ran my hands up her back and gently dug my nails into her, which elicited a soft moan. She flashed me a devilish grin and then gently skimmed her palms over my bra covered breasts. A tingling shot from my nipples down to my pussy and I couldn't help but moan my approval. She was driving me absolutely wild and we had barely even done anything yet. Being with her in this way was nothing like I had imagined it to be. My most passionate fantasies were paling in comparison to this.

She unhooked my bra and slid it down my arms before returning to her assault on my nipples, palming them, rolling them between her thumb and index finger, torturing me into a sweet oblivion. I reached around her back with shaky hands and unhooked her bra, pulling it away before I traced my tongue over her left nipple. She let out a soft gasp and I repeated the motion several times before switching to her other breast. She ran her hands back up into my hair and held me to her breast, holding me there to continue my assault, moaning her contentment into my hair. I slipped my hands up under her skirt and massaged her ass, bare under her skirt, as she was clad in a very skimpy thong.

Em pushed me down onto the bed before standing up. She undid the button on my pants and pulled my underwear down my legs with them. I scooted up so my legs weren't dangling over the side. She slowly unzipped her skirt, sliding it down her hips and the length of her legs, before stepping out of it. She knelt back on the bed, now clad only in her thong and grasped my ankles. She pushed my legs up so my feet were flat on the bed, my knees in the air, and gently ran her fingertips up the back of my calves. When she hit the back of my thighs, it tickled a slow seductive, torturous tickle that made me even wetter than I had been. My stomach was in knots of pleasure. She made slow, light circles on the back of my thighs for what seemed like hours, but was probably only a minute or so. She then slid her hands up in between my knees, and pushed them apart.

I watched and held my breath as she crawled in between my legs and up my body. Her breasts rubbed up my stomach and across mine until we were face to face. She lowered herself down to me and kissed me slowly and softly before she began lowering herself back down my body. She paused at my breasts, giving each ample attention, and then traced a trail down my stomach past my bellybutton. I shivered as she got lower and lower. She paused and looked up at me, our eyes meeting, knowing that once this barrier was crossed things would never be the same. When I didn't look away or object, she leaned down and took her first taste of me.

Her tongue slowly made its way up my slit to my clit, and I gasped. I was frozen in pleasure never wanting this moment to end, afraid I would wake up and it would just be a dream. She lightly traced each lip, teasing it with her tongue, before she went back to my slit and dove in. Em then replaced her tongue with one finger, then two, and focused on my clit, gently licking and sucking.

I had begun to lose control. My head was trashing back and forth on the pillow as she continued the sweet assault. My stomach was tied up in knots, waiting to be pushed over the edge. It happened when she reached up and gently twisted my right nipple. My eyes rolled back into my head and I screamed out her name, coming harder than I ever had before.

I lay there panting, eyes closed, still unable to believe this was happening. I ran my hand through my hair to push it out of my face and felt it was drenched with sweat. I was so wrapped up in the emotions and sensations I was feeling that I never felt Em lay down next to me on the pillow. I didn't realize she was there until she spoke to me.

"Are you okay?"

"Yeah," I responded in between pants. "Never better."

Em laughed and threw her arm over me, and snuggled close. I held her forearm against my stomach. She sighed and then said, "God, I've been wanting to do that since the first day I met you."

I turned to face her, dumping her arm off of me. "You what?"

"Well yeah, I always preferred girls to guys before I started dating Ryan. I sat down next to you in Chem because I thought you were hot."

"But you were a virgin?"

"Well, yeah, I'd never fucked a guy, but I had been with girls, so I guess technically no."

I was stunned by these admissions and sat up facing her. "Why didn't you ever tell me any of this?"

"Well, you never seemed that into it, and we got to be so close that I didn't want to freak you out and lose my best friend. Then once I realized that you had feelings for me, I wanted to make sure that they weren't fleeting, because I knew this would change everything between us and that there would be no going back."

I didn't know what to say. I couldn't believe that she had these feelings for me, and if what she was saying were true, she'd always had them. "So, you liked me since the first day we met?"

Em nodded.

"And what about while you were with Ryan?"

She nodded again.

"But you seemed like you were so happy with him?"

"I was. He was good to me for a long time and I had fun with him. I loved him, and had he not fucked around on me, I could have seen being with him for the long haul." She then sat up and turned to face me, grabbing my hands and holding them in hers. "But, I was settling because I thought that I could never be with the one person who made me feel complete. You are the one person who knows me inside and out, and who I can be myself with. I can let down all my barriers, and I know that you'll always be there for me because you love me. And, I love you, for a long time now, and deeper than I can ever tell you."

Tears were now running down my face from Emily's very candid admission. "I love you too." She pulled me too her and hugged me tight.

I pulled back and kissed her slowly, wrapping my hands in her hair before I pushed her back down on the bed. I could go into details about what I then did to Em, but since it was my first time with a girl, it was kinda clumsy, and we laughed more than anything else. Eventually I just used her vibrator on her before we fell asleep together in my bed.