Spending the Night

I couldn't take it anymore. I sat up and pulled her towards me, my hands holding her naked back closer to me, and started mauling her tits with my mouth. I licked and sucked everywhere. As I sucked her right nipple, licking and teasing it with my tongue, she threw her head back and moaned. I felt her hair brushing my hands, and it was incredible how turned on I was. I couldn't believe I hadn't come in my shorts yet, and as I thought of that, I realized what was happening. I was here, in Katrina's bed, sucking on her tits while she ground her hot pussy on my dick through our shorts. It got me so hot that I had to flip her around and pin her down, getting her off of my crotch so that I wouldn't blow it.

She loved it when I pinned her down and continued to attack her boobs. It was amazing, they hardly went away with her flat on her back, and I licked and sucked and groped everywhere I could reach. While I licked her left nipple, teasing it with my tongue while my mouth latched on to it, I made sure my other hand was playing with her right breast, fondling it and massaging it, paying plenty of attention to her nipple. I know she was enjoying it because with her mouth free, she was whispering some of the dirtiest things I'd ever heard.

"Mmm, yeah, baby... do it like that... suck my tits, you horny little boy...."

She was writhing around on the bed, arching her back, thrusting her tits further into the reach of my hands and greedy tongue. She had both her hands in my hair, playing with my ear lobes occasionally, always using her fingernails and fingertips to stimulate my scalp and get me more turned on than I'd ever imagined possible.

"Lick those nipples, Tiger... give mama what she wants! Suck my tits!"

I was a man possessed--her tits were more perfect than even I had hoped for. I decided that I could do this for the rest of my life and never get tired of it. That's when she started to change the plan.

I felt her hand slide down my head, over my shoulder and down my arm. When she got to my forearm, she slid ever so gently down my hand with her fingers and brought it up to her mouth. I felt her hot tongue lick one of my fingers, then two, and then she engulfed them both into her mouth. She licked all over them while they were in her mouth, then she started bobbing her head slightly, sucking off my fingers like I'd always fantasized about her sucking my cock. I almost lost it right then. My dick was painfully hard, just begging to be touched. I found that I had been grinding it against her thigh for some time, and I heard her moan when I pressed it against her inner thigh, close to her pussy, especially hard.

With my fingers still in her mouth, she reached down and started sliding her hand down my stomach. The tips of her fingers reached my waistband and she paused, flicking her tongue over just the tips of my fingers making my hips buck into her leg again and my own tongue latch on to one of her nipples and just suck for all I was worth. She slid her hand beneath my waistband, letting her fingers run through my pubic area, which I had just shaved that morning. I could tell she was surprised and turned on by her moans on my fingers.

Time slowed down as she edged closer and closer to my cock. I was about to be touched for the first time by the most beautiful girl in my life. I stopped licking and grabbing her tits involuntarily as my whole body focused on this one region, and she paused for a fraction of a second as well. Then, she slid her fingers down and around and cupped my balls, while wrapping her thumb around the top of my shaft. It felt like nothing I'd ever imagined. I groaned with pleasure, and I felt her teeth on my fingers as she smiled. She massaged my balls gently, rolling them around on her fingers and feeling their weight in her small hand. After a few seconds of this she wrapped her hand around my stiff rod at the base and began sliding up the shaft, using just her fingertips to explore my rock-hard dick. She let my fingers pop from her mouth.

"Holy shit," she said with a giggle. "It just keeps going!"

I was delirious with joy that she thought my dick was big! I thought it was pretty average, but then porn will screw with your perception of that I guess.

"Ohhh baby..." she said, "I have to see this cock."

I reluctantly rolled off the top of her, and she sat up and maneuvered to pull my shorts down. I lifted my hips to help her out, my eyes fixed on her swinging tits as she moved. She grasped my waistband and pulled my shorts and boxers off with one swift movement, letting my iron-hard dick spring free. It bounced a bit, waving back and forth, and then settled in place, pointing straight up. She threw my shorts aside and then sat back, looking at my cock.

"Oh, Tiger!" she said. "That is one sexy piece of meat! It's huge!"

I could only smile and make it flex for her in response. She giggled with glee as she lay down in front of me, resting one hand on my right thigh, the other on my stomach as her cheek came to rest on my left thigh, just inches from my dick. I couldn't breathe.

"Hmmm..." she said thoughtfully. "What to do with all this cock, just for me?"

I watched, scared to breathe or make any noise, hoping against everything that my fantasy would come true right before my eyes. I was harder than I'd ever been in my life, and my cock was standing straight up, just inches from her sexy eyes and more importantly her hot mouth. She slid her left hand up and cupped my balls again, scraping the underside of my sack lightly with he fingertips. I moaned involuntarily.

"Mmmm," she said as my cock twitched in appreciation, "I like that...."

She gripped my cock with her small hand and started jerking me off incredibly slowly. It felt so good, but her pace was like torture. I tried to buck my hips into her stroke but she held me down lightly with her other hand.

"Mm-mm," she said. "This is my show now, horny boy." She breathed heavily onto my balls as she said this, and I moaned again.

"Ohhhh.... Katrina...." I said breathlessly.

"Mmmm, I love it when you say my name like that, big boy," she said, wriggling her hips.

"Oh baby... I'm so hard for you, Katrina," I said again, hoping it wouldn't hurt my chances.

"I can feel that," she whispered. "What would you like me to do?"

As she said it, she adjusted her position, sliding up a little further and placing her face directly above my cock. I felt her hard nipples dragging along the skin of my thighs, and her hair fell on both sides of her beautiful face, framing it and my cock perfectly.

She looked directly into my eyes and stuck her tongue out, so close to my cock that when it twitched it hit her tongue, leaving a drop of precum on the tip of her tongue and stretching it back. The silvery strand stayed, connecting her mouth to my dick, and she slowly retracted her tongue into her mouth and closed her lips around it, shutting her eyes and moaning as she tasted me for the first time.

"Ohh, Tiger, baby, you taste sooo good," she said, opening her eyes and looking right into mine. "Mama's thirsty, Tiger, can I have a drink?"

I swear, I almost passed out.

She smiled her wicked smile, and grabbed the base of my cock with one hand.

"You ready for me to blow your mind, baby?" she asked.

All I could do was breathe heavily, my eyelids flickering as I watched my dreams come true.

Se lowered her mouth down onto my cock, maintaining eye contact the whole way down. When I watched the head of my cock disappear in between her lips, I thought I might die of pleasure, but when she closed her lips around it and let her tongue caress the bottom, I knew I would.

She slowly slid her mouth down my dick, letting it slide deeper and deeper into the warm, wet, heaven that was her mouth and throat. It was the most exquisite pleasure I'd ever felt, and when my cockhead hit the back of her mouth, I watched her adjust her head and let it slip down her throat. It was beyond words. She cupped my balls with one hand and grabbed my stomach with the other, looking directly into my eyes while her nose pressed against my skin. I laid completely motionless and willed myself not to cum, but I knew there was no chance I would last after all I'd been through, followed by this.

She seemed to sense it too, because as she let me cock slide slowly out of her throat and back across her tongue, I saw the smile in her eyes and felt her hand squeeze my balls ever so gently. When my cockhead popped out of her mouth, she let her other hand grip the base of my shaft and started slowly jacking me off, sticking her tongue out and letting it lap at the tip of my dick. She made eye contact with me and said words that I will never forget:

"Cum for me, Tiger! Cum on my face! I need it, baby, I need it so bad!"

I groaned as I felt my balls contract, and she moaned and jacked me off faster, looking straight into my eyes. I lost it.

I felt my cum rushing down my dick, and as it shot out of the tip I knew I was cumming more and harder than I ever had before. I bellowed as the stream of hot, white cum shot straight up past her tongue and landed on her forehead, the slightest bit of it in her hair, tracing a line down over her eye and to her lips. I watched her eyes widen and then squeeze shut as the second shot blasted her right in the cheek, splashing over the rest of her face and making her clamp her lips down over my cock. She took me deep into her mouth and bobbed her head, milking the rest of my cum out straight into her hot mouth. I came and came, filling her mouth with my hot jizz. I could see her cheeks filling up as she struggled to keep up with my load. I saw her swallow once before my head flopped back. I was completely spent. She gently suckled on my softening cock, knowing it was sensitive but wanting to clean me off. It felt amazing, but honestly I was ready to completely pass out for days. My first sexual experience with this beautiful girl had wiped me out.

The next thing I remember, I felt a hot, naked body laying on top of me, and I opened my eyes. My shirt was off, and Katrina was lying on me, planting soft kisses on my mouth to wake me up. I could tell only a few minutes had passed, and that she had brushed her teeth and freshened up. When she saw I was awake she rolled off of me and laid her head on my arm. I looked over into her sexy hazel eyes.

"Hey, Tiger," she purred, looking deep into my eyes.

"Hey," I said back, not knowing what else to add. "That was...." I grinned. "Wow."

Her face blossomed into a beautiful smile.

"I'm glad you enjoyed it. I don't think I've ever seen anyone cum so much, and certainly not into my mouth! I never do that, you know. You're an exception." She ran her fingertips through my chest hair, playing with the soft curls.

"That was the most amazing experience of my entire life. My fantasies all came true tonight, Tina!" I felt like I was glowing.

"Hmm... Tina... I like the sound of that," she purred, sliding her hand down my stomach. "Did you say... all of your fantasies came true tonight?"

I shuddered as her cool fingers softly began to feel my semi-rigid cock. I was suddenly aware of the fact that one of her ample breasts was lying on my chest, and that there was quite a bit of heat radiating from her pussy, which was pressed against my leg. My dick was very sensitive and almost hurt as it grew harder.

She must have sensed my split second hesitation, because she leaned forward to my ear and whispered, "Haven't you ever wondered what my pussy tastes like?"

I suddenly realized how selfish of a lover I had been--she hadn't even cum yet! She had probably been fooling around with herself while I was in the bathroom. I didn't know what to do from experience, but my instincts and a certain amount of, ahem, research on the internet had given me some insight into what I needed to do next, and there was literally no one else on the planet I'd rather try my never-used skills on more.

She licked my ear and my whole body shivered. I turned my head and looked straight into her eyes, and saw a spark of pure lust crackle. With that, I rolled onto my side and kissed her so passionately, so deeply, that she gasped and then giggled and kissed me back just as fiercely. I realized how turned on the night must have made her, and wondered how long she'd been feeling this way towards me. Had she been laying in her bed, touching herself and thinking about me doing to her what I was about to do to her, the same way I'd lain in bed and touched myself imagining her doing to me what she had just done? The very concept seemed inconceivable, yet here I was. I rolled over so that I was above her and decided the time had come for me to assert myself and take control.

I looked down into her smoldering eyes, half-closed and heavy lidded with lust and passion, and knew all at once what she wanted me to do. I leaned down and kissed her softly on the lips, then slowly up her jawline and to her earlobes. I nibbled and licked around her ears, relishing in the feeling of her supple body writhing beneath me as I turned her on even more. I took her hair and held it out of the way, exposing the nape of her neck and planting soft but warm kisses all over the back of her neck down to her shoulders. I slid my hands down her arms and took her hands in mine, clasping them tightly and holding them away from her body as I flicked my tongue down the length of her collarbone, from the left to the right towards the center, and then from the right to the left back to the middle again. Her skin was so soft and warm, and I swear I could see her heart beat in the jiggle of her perfect left breast as she lay there. As I held her hands out the side, I drew my head back to enjoy the sight of her perfect breasts so very close to my eyes, her chest rising and falling deeply and more rapidly by the second right in front of me. I glanced up at her face, to see her chin pulled down and her eyes tracking my every move. Maintaining eye contact, I lowered my nose in between her full breasts, burying it in the valley between those glorious mounds of flesh. I turned my head slightly from side to side, nibbling and flicking my tongue out to cover every square millimeter of the sensitive undersides of her heavenly breasts. She watched me the whole time, until I every so slowly worked my way to her left nipple and began teasing it with my tongue. When my mouth lowered and latched on to her perfectly sized nipple, she let her head drop back and moaned a long, breathy moan.

"Ohhh, Tiger...." she said.

I continued holding her hands out to the sides as I made love to her breasts with my mouth. I felt like it wasn't quite fair for me to enjoy this as much as I was enjoying it, since I was trying to pay her back after all, but she wasn't exactly enduring the experience. Whenever her breathing sped up or caught in her throat, or an especially enthusiastic little moan slipped out of her mouth, I made mental note of it and made sure to do the same thing to her other breast when I moved across to spread my affections.

I let go of her hands and slowly massaged her breasts with my hands, using my fingers to tease her erect nipples and my palms to knead her soft flesh. With my mouth I began kissing down her stomach. I felt her breath shorten as I made my way down her taut tummy, pausing to lick her navel and kiss her softly everywhere I could reach. When I got to her pantyline, I stopped abruptly and lid down her body further. She let out a little cry of frustration, but I knew that the teasing and build-up would make her orgasm that much more intense. I may have been short on experience, but I wasn't lacking in the research department.

I moved down and began planting soft kisses on the insides of her knees, right at the base of her thighs. I didn't spend too much time, because I was starting to get excited about tasting her pussy and making her cum all over my face, and I knew that she was pretty much as turned on as she was ever going to get. I could smell her arousal and I could see her pussy lips clearly quite engorged and ready to be licked. She was completely shaven, and my first up close look at a vagina was no disappointment. I kissed and licked my way up her inner thighs, and I could feel her whole body trembling with excitement. I might have thought she was shivering if it wasn't for the heat I could feel radiating from her snatch. I finally made my way up until my face was directly over her pussy, and she went completely silent as she felt my hot breath on her most sensitive regions. I leaned down and planted a soft kiss on her outer lips, then another, then another. She whimpered. I stuck my tongue out and softly ran it up her slit from top to bottom, and she moaned out loud.

"Mmmm... oh babyyy...." she moaned breathily. It was the sexiest sound I'd ever heard.

I brought my hand slowly up her leg and used my fingers to spread her pussy lips, exposing her shockingly pink inner folds to my virgin eyes. I immediately dove in, deciding the wait was over. She nearly shrieked in surprise and arousal, and as I tasted my first pussy, I also got a feel for just how bad she needed release. Within a few seconds, her hands were in my hair, pushing my face down deeper into her pussy, and I licked and lapped like my life depended on it. Her legs were closed around my neck, scissored around my back, and she was writhing around on her bed like crazy. She was starting to push my face in a little bit too tightly between her legs and her hands, but before I could say anything I ventured to lick a little bit higher and found her clitoris.

Then she REALLY went nuts.

She came immediately, dumping loads of her sweet honey on my face and into my mouth while screaming my name for all of the world to hear. She clamped her legs around my head, pulling me tight to her pussy and mauling her tits with her hands while wave after wave of pleasure washed over her body. I kept thinking that it would subside, but her muscles were so tight, and her wild moaning so forceful, that I knew she was someplace else. I licked and sucked like it was the only thing in my world, which of course it was. I was so turned on by her constant moans and writhing that my cock was rock hard against the mattress. Finally her orgasms seemed to subside, she released me with her legs, and her body went limp. She breathed heavily and flopped back on the mattress.

The room seemed like it was at least 100 degrees, and there was definitely a thin sheen of sweat on both of our bodies. As she lay there, I wiped my face on her sheets and slid up next to her, wondering if she would pass out as I had. But when I looked into her eyes, I saw a slightly less intense but no less insatiable lust. She grabbed my head and kissed me, shoving her tongue into my mouth and moaning passionately. I was surprised to say the least, but kissed her back hard, sucking on her tongue and licking her lips with abandon. She rolled me over on to my back and pinned me down, and, leaning her lips down so that they were touching my ear, whispered: "I'm going to fuck you now."

**TO BE CONTINUED**