Study Buddy

"Where are you going?" he called, feeling cold and bereft without her pressed against him.

"To show you what I mean," she said, walking back into the room with a pink box in her hand.

It was bigger than a shoe box and had a little combination dial on top like a safe. He noticed that she had blushed bright red again as she fiddled with the lock and he realized what she meant. He had a semi from the hot and heavy make out, but his cock quickly became rock hard. When she opened the lid and showed him the contents of the box, confirming his suspicions, he almost lost control.

The box was packed with dildos and vibrators and what he was pretty sure were butt plugs in all different sizes and colors. She put it down next to him on the couch and he noticed a huge hot pink dildo that was covered in little nubs and looked like it was also a vibrator. Pre cum leaked out of his dick as he imagined stuffing that inside her and turning it on.

"So, we good?" she asked, the look on her face wavering between embarrassment and desire.

"Only if I get to watch you play with those some time," he answered, surprised he could even form coherent words.

She smiled, shy again and pulled him to his feet. She started to walk back the way she came from and he grabbed the box of toys that she had set on the couch and followed her. She led him into a big bedroom with a full sized bed.

He didn't notice anything else about it because all he really cared about was her and the bed and getting her on that bed.

He set the box down and kissed her again. He walked backwards and sat on the edge of the bed, pulling her between his legs, he was now eye level with her enormous chest and he suddenly started to really hate her shirt.

He pulled his own shirt over his head and tossed it away, then grinning, he looked up at her and said, "Your turn."

"Just, be nice ok, I don't have great skin, I've got cellulite and I'm a bit hairy and I haven't been out in the sun much so I'm pale-" he cut her off.

"Stop, I don't care about that stuff."

He pushed the hem of her shirt up and nodded when she took it from him and began to pull it off by herself. When her breasts came into view he groaned, she was wearing a black lace bra that probably only covered half of each huge breast, her areola were peaking out on the edges and pale blue veins were visible crisscrossing the soft pale orbs. She dropped the shirt on the ground and wrapped her arms around her belly self consciously, drawing his attention away from her chest.

"No point trying to cover up your tummy, I just saw it when you took your shirt off and I don't see anything wrong with it," he said with a pointed look at her chubby arms resting over her midsection.

She let her arms fall to her sides and fidgeted as he looked at her. He reached out and rested his hands on her hips, watching as goose bumps rose across her soft skin, radiating out from his hands. He pulled her forward and kissed her belly making her laugh as his beard tickled her and he pulled back to look at her smile again.

He was distracted, however, by the breasts he had yet to pay any attention to. He slid his hands up and placed one over each cup. He felt the weight of them, they were full and heavy, but soft and malleable in his hands, he couldn't resist giving them a squeeze. He must have squeezed a bit too hard because her left breast spilled out of the too tight bra cup and flopped against her chest. He wasted no time finding the pebbled nub at its peak and stroking his fingers over it, tugging gently as is became fully erect.

She started moaning, and he smiled, she was noisy, he liked that.

He pulled her other breast free and began to stroke them both at once. He leaned forward and sucked her left nipple into mouth and she whimpered softly as he began to swirl his tongue around it. He switched to her right breast and gave her other nipple the same treatment.

He stopped and looked at them. Her breasts were flushed and her nipples stuck out shiny and red from the enthusiastic tongue lashing.

He suddenly remembered something he had seen in a porn once and decided to give it a try. He pulled her tits towards him and squished them together, he frowned, thinking that they weren't quite big enough for her nipples to touch, but was eventually able to coax the twin buds together after a bit of clever repositioning.

He dove forward before she could realize what he planned and he slurped both of her plump little nubs into his mouth and sucked them hard.

She squealed and grabbed his hair, she didn't seem able to decide if she wanted to pull him closer or push him away.

He looked up at her, her nipples still in his mouth and watched her face as he dragged his tongue in hard, long licks over both her nipples at once, her eyes rolled closed and she was biting her lip again. He wondered if he could make her cum with just her tits, he had heard that some women could do that. He decided that he would try that another time.

He pulled back, agonizingly slow, and allowed her tits to fall out of his mouth with an audible pop. He shifted down to her ass and hooked his fingers into the edge of her pants and slid them down over her hips. He hummed with satisfaction as her black lacy panties were slowly revealed. He could have imagined it, but it looked like a wet spot was forming at the apex of her thighs.

"So pretty," he murmured, kissing her belly at the edge of the panties and grabbing fistfuls of her lush ass cheeks in each of his hands. She was all blissful softness, with her velvet skin and pliant, supple curves. He breathed deeply as he embraced her, her skin smelled like coconut, vanilla, and aroused woman. He savored her like she was a fine wine, getting drunk on her scent and the feel of her skin.

She bent forward and began rubbing his dick through his jeans, making his erection throb as he became impossibly hard.

"You too," she said, tugging on his fly.

He stood up and threw his pants and boxers off in one smooth motion. She blushed when his hard-on bounced free of its constraints. She gently reached down and ran her finger over the head, watching enthralled as it twitched, so engorged it was straining towards his stomach.

"Fuck," he said, dropping heavily back down on the bed, her curious touch had felt so good it made him want to weep.

She kneeled down between his legs and looked up at him.

I'm not going to last long if she keeps looking at me like that, he thought.

"You don't have to-" he started, not wanting to pressure her.

"No, I want to! But, um, what should I do? I've never done this before; I've watched it done in porn, but porn isn't exactly educational," she responded. She looked so nervous.

She really is just the cutest thing.

"You can do whatever you want to me darling, lick it, stroke it, I'm yours to experiment with...just maybe don't bite it, ok?" he said, looking down at her and stroking his hand through her hair.

"Yes sir," she replied cheekily, "but tell me what feels good and make me stop if I do something wrong," she added. She gave his cock a little kiss before she wrapped her hand around it and began gently pumping her fist up and down.

She watched him nervously and started running her tongue around the glans. Her brow puckered and she looked up at him surprised.

"I thought these were supposed to taste bad," she said, "yours doesn't taste bad."

The innocent look on her face as she licked and stroked his dick was too much. He closed his eyes and tried to form words to respond.

"I guess that's just a matter of opinion," he managed to grumble, "I haven't tasted any dicks so I wouldn't know."

She stopped and he opened his eyes in time to see her pop up and latch her mouth onto his. She thrust her tongue against his, he decided to just go with it and kissed her back. She quickly dropped back to her knees and giggled up at him.

"Could you taste it?" she asked, all innocence.

He grimaced when he realized that she had just kissed him with a tongue covered in his own pre cum, but he really didn't care if he was being honest, he fully planned on kissing her after he licked her pussy so he guessed he shouldn't be a hypocrite. He wanted to tease her, though, so he growled and reached out and wound his fingers in her hair.

"I think I'm going to have to spank you for that," he said, trying to look mad.

He failed miserably as she dropped her head back down and pulled half his dick into her mouth. She wasn't able to deep throat, but what she lacked in skill she made up for in effort. He could feel his release building.

He grunted, "Slow down, I can't hold it much longer."

Rather than slow down, she bobbed her head faster.

"Stop, I'm going to cum!"

She didn't stop.

She latched her lips around the head and stroked her hand rapidly up and down the shaft.

He threw his head back in agonizing bliss and shot her mouth full of cum as she ran her tongue over his dick slit, he came so hard it was almost painful. He fell back on the bed and the last spurt leaked out of her mouth and landed on her tits.

She didn't stop sucking until his dick was soft and then proceeded to lick any remaining cum off of her tits and his cock and balls that she missed. She hummed, clearly pleased with herself as she swallowed the last of his cream and climbed up next to him on the bed.

She kissed his neck and asked, "So how was I?" with a pretty little smile.

"Not bad," he croaked, still seeing stars.

She grinned wider and happily ran her hands through his chest hair. Once he caught his breath, he turned towards her and pinned her with his gaze.

"Your turn."

"No," she said, the blood draining from her face.

"What? Why not? I thought you said we could do anything," he looked at her surprised by the change.

"I just can't, it's too embarrassing. I'm all hairy and I've got stretch marks and discolored skin from chub rub all over my thighs, and I might smell bad or taste bad. I just can't do it," she shook her head.

"Lena, I don't care about those things," he reminded her. He watched her face as she thought about his words.

She took a long time thinking, though so he decided to get started.

He rolled off the bed and pulled her to the edge, stepping between her legs like she had been between his. She looked up at him, still unsure, and she bit her lip again. He began to run his hands up and down her legs and he bent forward to kiss her belly again. He slowly kissed his way down her belly and stroked his hands up her legs until his hands and mouth met at the edge of her lacy panties. He looked up at her waiting for her to give him permission. He lazily traced his finger along the swirly pattern in the lace.

Her eyes clouded with lust and she watched him expectantly. He raised an eyebrow at her and she sighed in exasperation.

"Fine," she said sharply, but he didn't move to do any more than slowly stroke the lace.

"Ask me nicely," he commanded. She glared at him.

"Forget it," she said, "I'm not going to beg." He smiled at her and kept stroking his hands over her crotch.

"Hmmm, I think you will," he responded, noticing how her back was arching and her hips were starting to gyrate lazily against his fingers.

He ran a finger up her slit, making her shudder and press her pelvis into his hand. He stopped each stroke along her pussy lips just before he would have grazed the top of her clitoris. She gave a little grunt of frustration every time he pulled his hand away from her.

After a few minutes of tormenting her, she started to crack. She was trembling with desire, her back arched and her hips thrust up off the bed, trying to press his fingers where she wanted them.

"Ok ok, please!" she gasped.

"Please what?"

"Please touch me!" she squealed, still trying to thrust against his hand.

"Where?"

"You know where!"

"No I don't, you need to ask me to touch you nicely and tell me where you want it," he said, still teasing her with his gentle strokes.

"Ugh god! Just please touch my pussy! Please!" she squealed.

He smiled and rewarded her by yanking the fabric of her panties aside and shoving two fingers into her snatch while simultaneously grinding the heel of his hand into her clitoris.

He was about to lean down and start licking the little bundle of nerves when she surprised him by screaming, actually screaming, and convulsing against his hand. He pumped into her even harder as she continued to shriek and spasm.

Suddenly her pussy exploded and she squirted all over the bed. He grinned, but didn't stop thrusting his fingers into her and rubbing her clit until she had finished screaming and squirting. He pulled his hand away and watched her trembling with the aftershock of her orgasm. She looked up at him, drunk on pleasure.

"So," he said, pointing to the puddle of pussy juice between her legs, "That was an exciting discovery."

"Yeah, sorry, I should have warned you that that could happen," she panted, grimacing with embarrassment.

"Sorry? I didn't even realize a person could cum that hard, that was one of the hottest things I've ever seen," he said.

"Glad you enjoyed the show," she responded sarcastically.

"Hmm, yes I did," he agreed, holding up his dripping hand for proof. He hadn't gotten a chance to eat her, instead he licked some of her sweet honey from his hand and laid down on the bed to kiss her.

Once he was sure that she had gotten a good mouth full of her own cum he pulled away and looked at her.

"See, you taste great," he said as she wrinkled her nose.

"I guess that's a matter of opinion," she responded, throwing his own words back at him.

He ignored the comment and climbed up to the top of the bed, he grabbed her arms and dragged her up next to him so she wouldn't be lying in the puddle she had made. She snuggled against him, still breathing hard from her orgasm. They lay like that for a while.

After a few minutes he shifted to ask her if she was ready for more, but he stopped when he realized she had fallen asleep. He laughed but didn't wake her, reached over and turned off the bedside lamp then fell asleep spooning her.