Just Friends Ch. 04

Phil and i had been friends for many years. A weekend alone together changed our friendship for ever when i confessed to Phil that sometimes i wore my mother's and sister's clothes. Phil persuaded me to dress up for him and one thing had led to another, the evening continues....

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I don't know how long i had laid with my head on Phil's chest but i had eventually fallen asleep. I woke up in the early hours of the morning, it was quiet and dark and Phil was on his back fast asleep. I woke up aroused and still wearing the see through nightie and stockings, which just added to my arousal. I slipped my hand inside my knickers and slowly stroked myself. After a few minutes i was fully awake and very turned on. I looked over at Phil and couldn't resist the urge to suck his cock again, then i slipped under the sheets and made my way down the bed.

Phil's cock was soft as i touched it, Phil moved a little but didn't wake. I stroked his manhood a few more times then moved my mouth closer, i could smell our sex from earlier. I gently licked Phil's soft cock several times, the taste of our sex made the urge to suck him even stronger. Phil began to move and i felt his cock start to swell, a little groan came from his mouth as i continued and it wasn't long before Phil's manhood was fully erect and i was able to take him in my mouth. Phil's legs parted and i quickly got between them, this made it easier for me to suck and stroke his length. A hand suddenly touched my head and the sheets were pushed away, Phil's eyes were still shut but he was obviously awake.

My head bobbed up and down as i continued to soak Phil's cock with my spit, he groaned louder and louder and he gasped in air. Phil then suddenly grabbed my hair and growled at me to stop sucking him. I stopped and Phil pushed the sheets fully back, then he told me to get back up the bed and lay on my back. I quickly did as i was told, Phil laid on his side beside me for a moment then got up on his knees. Phil didn't say anything as he stared at me, then silently he reached down for my knickers and pulled them down my legs. I felt a rush of excitement flood my body and i gave a feeble giggle as Phil threw my knickers to the floor.

Phil reached for the lube and knelt between my legs, then began to smear his hard cock. The room was dark and quiet and this amplified my anticipation. Phil leant forward and lowered himself onto me, then pushed his lips against mine. We began to kiss and i wrapped my arms around him, my legs instinctively lifted and squeezed against Phil's thighs. As the kissing continued Phil began to rock his hips back and forth, then he moved his hand down to his manhood. It wasn't long before the tip of Phil's helmet pushed against my hole and once again strained to enter me. I groaned loudly as his hard cock penetrated my willing pussy and began to slowly slide into me. Phil's length slipped into me easily and my legs gripped him tighter. Phil stopped kissing me and buried his face into my neck, i groaned with pleasure as he began to gently bite me.

I felt Phil's hand grip my stocking clad leg as he pushed his full length into me. I held him tightly as he lay still on top of me, then i whispered into his ear that i wanted him to fuck me. Phil growled and i felt him tense as he started to move his hips. I began to pant as Phil's hard cock slipped in and out of my throbbing pussy. Phil took it slowly, long, slow movements of his hips that made me groan uncontrollably. After a while Phil raised himself up on one arm, his other hand still gripped my leg as he glared down at me and started to bark his commands. I obeyed willingly as Phil told me to spread my legs wide, he called me a dirty bitch and a whore as he pumped me faster and harder.

I gripped my legs and pulled them to my body as Phil kept pumping my pussy. He kept talking to me and calling me name's and i kept telling him that i was sorry. Phil asked me who's stocking's and nightie i was wearing, i gasped and panted as i told him i was wearing my sister's clothes. Phil grabbed me and turned me on to my side then straddled my leg as he held my other leg. I gave a little squeal as i was manhandled but didn't try to resist. Phil plunged his hard cock back in to my stretched pussy then told me to describe to him what i was wearing. As i talked, Phil called me a good girl, i told him that i wore my sister's underwear to please him, to tease him.

I could tell by the noises leaving Phil's mouth that i was turning him on which in turn excited me. Phil pushed my leg up and said, through gritted teeth, that he wasn't going to last much longer, i looked over at him and told him to cum inside me. He told me to beg him to cum in my pussy and i eagerly did as i was told. As i begged him to fill me up i felt Phil tense and slow, each thrust into my hole became harder. Finally Phil let out a loud groan and pushed deep into me, then he exploded. I felt the throb of his cock as he began to shoot his thick, warm cum inside me. He gave three or four hard thrusts as he gasped in air, my whole body trembled as i took everything he had. I didn't get time to take it all in as Phil quickly pulled out of my pussy and grabbed me by my hair. My head was pushed down to his still hard cock as Phil pushed it into my mouth.

Phil told me to clean his manhood with my mouth as he knelt on the bed. I started to suck and lick his sticky length, i could taste the sex as i once again did as i was told. My pussy ached and i could feel myself leak as Phil's cum started to trickle down my inner thigh. After a few minutes i was told to stop and to clean myself up. Once i had sorted myself out i went to my sister's room and picked out a pair of cotton knickers and a nightie, i left the stockings on. Phil was sitting up in bed when i returned, he asked me if i was okay and i smiled and told him that i was. I got back into bed with him and we chatted for a while. It was clear that we both enjoyed everything that had happened and it was obvious that we both wanted to explore further. I finally fell asleep thinking about things to come.