The Making of a Man Ch. 01

Being they shared the last class of the day, Rachel was able to corner Nick afterward and this gave her a little time since they weren't both racing off to their next class. Jen made it a point to listen in as Rachel went to work.

"Nick, hey, you look like you're in a hurry, but I was hoping you could help me out. It would mean sooo much. My car hasn't been drivable lately and I don't have a way home. My mom was supposed to pick me up but she just texted that she can't leave work early. Can you give me a ride home, please?"

Jen watched the interaction with great amusement. Nick looked pale; like he was about to throw up. He hemmed and hawed but couldn't seem to find a real response. Rachel let the uncomfortable silence linger for a few moments as if she too was enjoying the despair welling up inside him.

Today, Rachel wore another of those short, tight shirts but for some reason, she had a cardigan on as well, hiding her amazing body. As Nick stammered for some sort of response, Rachel turned up the pressure on him. She removed the cardigan and Jen could clearly see that Rachel wasn't wearing a bra.

Jen knew Rachel had an amazing set of tits but seeing them in a snug shirt without a constrictive bra highlighted just how impressive her rack truly was. Her nipples were obviously hard, and they protruded defiantly. Jen held no doubts that Rachel was highly aroused as she toyed with poor Nick.

Jen almost gasped at the sight herself and she could swear Nick was about to faint as she showed off her goods. Jen silently applauded, thinking to herself, God bless you, Rachel, you sweet little whore! You own him right now and he doesn't even realize it!

"Oh, please Nick! I really need to get home and I'm desperate. Please?"

Rachel closed the space between her and Nick and even grabbed his forearm as she pleaded. Jen noticed then that Rachel was allowing more emotion into her voice and she seemed genuinely distraught. Jen's respect for Rachel's ability to control a man kept expanding by the minute.

Nick was genuinely a good guy at heart and would normally give most people the shirt of his back. While his fear of girls was truly paralyzing, the sight of Rachel in distress snapped him out of his fright and his compassion overcame his fears.

He straightened up immediately and told her, "Of course I'll drive you home. I'm happy to help you out."

Rachel cried out, "Oh thanks, Nick! You're a lifesaver!"

Without warning, she hugged Nick and held him for a moment. All of the other students had filtered out at this point, so Rachel looked directly at Jen, smiled and gave her a knowing wink. Jen was floored when Rachel silently mouthed something to her that looked very much like, "I'm going to fuck him dry!"

Nick and Rachel hurried out of her class and once again, she noticed Nick clumsily trying to hide his hard on with his backpack. Jen laughed inwardly as she considered that Rachel was about to get Nick's cum multiple times before she was through with him and more than likely, he would be releasing his first load in his pants.

Jen was impressed beyond belief with Rachel's performance, so she decided that despite being a school night, she was going to celebrate. She texted her favorite cock of the week and made plans for a bit of quality stress relief later that evening.

As she got home and started getting herself ready, Jan gave Elyse a quick call to update her on the latest developments. Elyse was ecstatic over the news and commented that she might have to celebrate herself.

"You know Elyse, it's been ages since we have shared a guy together. Why don't you come over and meet Richard? He's probably more submissive than you care for but he's new and different and I've taught him to lick pussy very well."

Elyse was already very interested, but Jan dangled a final carrot.

"I was even thinking of giving him his first pegging tonight. You've always said you'd like to witness such an event. This would be a special treat for you being that he's an anal virgin."

Elyse could hear no more. "What time shall I come over?" Her voice dripping now with desire.

Nick thought he was going to get sick. Girls smiled at him often, but Rachel was showing him attention he'd never experienced before, and he found it overwhelming. His mind was racing, and he kept telling himself she only needed a ride home. She smelled wonderful sitting next to him and the sight of her nipples so visible through her shirt was making him lose his mind.

Nick found it impossible to hide his erection no matter how he sat while driving. Being that he drove a pickup truck with a flat bench, there was no center console to hide behind. To make matters worse, Rachel chose to sit in the middle, nice and close to Nick. More than once he caught her staring at his bulge and he just wanted to crawl into a hole and hide. For some odd reason, the humiliating experience only served to make his cock harder, even throb. Nick took small comfort in the fact that she didn't appear shocked or disgusted by seeing his bulge. If anything, she seemed pleased.

Rachel talked to Nick about harmless topics as she provided driving directions to her house and she intentionally kept placing her hand on his leg so keep his mind spinning. She could see the bulge in his pants and his emotional discomfort was plain as day. She planned to help him with that problem but first, she needed to get him inside her house. On her phone, Rachel pretended to read a new message.

"My mom just texted to say she wouldn't be home until later tonight. I guess she must be really busy." Rachel didn't feel the need to inform him that her mom always worked the evening shift.

Nick stopped in front of the house expecting Rachel to get out, but she wasn't taking the hint.

"Come inside Nick and have a soda before you go. It's the least I can do."

"Oh, thanks but I really should be getting home," Nick said wearing a bashful expression.

"There's something I want to show you. Come on. You can spare a couple of minutes."

"I really don't think I can right now. Maybe another time?"

Rachel suddenly reached up and took the keys from the ignition.

"Nope, I'm not taking no for an answer."

She quickly exited and went around to the driver side, opening his door.

"You can have your keys inside. Come on. Don't be afraid." Rachel took him by the hand and led him inside.

Nick's mind was swirling in panic. He kept telling himself to calm down and he even reminded himself that this is the kind of thing all guys might normally fantasize about. Rachel looked incredible. He badly wanted to see her naked but he knew Rachel was way out of his league. Nick kept telling himself there was no reason to be excited and he was clearly misreading Rachel's flirty behavior. At the same time, he felt powerless around her, as he did around all women, and he worried that he would be unable to take charge if Rachel did in fact want more from him.

Once inside, she led him straight to her bedroom and made him sit on her bed. Lowering her voice, she said, "This is what I needed you to see."

Rachel stripped off her shirt in one fluid motion and quickly stepped up close to Nick before he could recoil. Nick was wide eyed and speechless. "I hope you like them!" She took his hands off his lap and placed them on her breasts, holding them in place so he wouldn't pull away.

Nick looked up at her in awe and still couldn't find words. He was in heaven, yet he was still paralyzed with fear. Rachel began stroking his face and running her fingers through his hair setting him on fire with desire. She cupped his face in her hands and held his head as she spoke.

In the most reassuring yet seductively, alluring voice she could manage, Rachel said, "Nick, I'm going to fuck you like most men dream of getting fucked. I know you're a virgin and I want to teach you how to please a woman if you will allow me the privilege. I can help you overcome your fear and your shyness. Would you like that? Hmmm?"

Nick simply stared at the sexy young woman with his mouth gaped open.

"Wouldn't you like me to give you a mind blowing, 'first time' fucking you will never forget? I'm going to devour you, Nick, either way; but it will be so much sweeter if you surrender to me. You're going to do everything I tell you and I promise you the memory of a lifetime."

Nick's eyes were fixed on hers as she spoke and he could only nod but then he stared back at Rachel's breasts and finally dove in. It was the word 'surrender' that caused the reaction. Upon hearing that word, all the confusion cleared, and he knew that was the key, missing ingredient to enjoying the experience fully. There was no need to take charge at all as Rachel was obviously in charge. He only needed to obey her.

Rachel fed him her nipples, alternating back and forth and at one point, she realized she was having the time of her life. She couldn't remember the last time she was so completely aroused. She knew then she was going to have to take more virgins like this.

Rachel pushed Nick onto his back and started undressing him fully. Nick's cock was standing at attention and she took a few minutes to run her hands all over his body taking care not to overstimulate him.

Rachel cupped Nick's balls and said, "I want you to focus simply on not cumming. If you get too close, you will tell me. Will you do this for me baby?"

Nick gasped out, "yes."

Rachel switched to stroking his balls and cock softly, "I know you won't disappoint me, baby. Move to the center of the bed and put your hands behind your head."

Rachel took her time stripping off the remainder of her clothes and removed her hair tie, letting her long, black, hair fall down, all as Nick looked on in delight. Starting at the foot of the bed, she slowly climbed on top of Nick kissing his legs as she worked her way up his body, intentionally tickling him with her hair. When she reached his groin, she dragged her tongue up the length of his throbbing shaft, bringing pleading groans from his lips. Not stopping her climb, she kissed his stomach and sides, then paused to nibble and suck on each of his nipples.

"Oh, god! I'm gonna cum if you keep that up!"

Rachel stopped and looked up at Nick to offer reassuring instruction, "It's okay baby. Breath and calm yourself. I'm not ready to let you have your first orgasm. Keep holding it back for me."

After a moment, Nick's breathing relaxed and she she continued her climb until she had fully straddled him, her face inches from his. She kissed his neck, nibbled on his ears and then kissed him deeply for the first time, exploring his mouth with her tongue. As she came up for air, she sucked on his lower lip, biting it lightly.

"Are you enjoying yourself, baby? Should I continue?"

"Oh, god yes! I've never been so turned on in my whole life. Please don't stop. I'll do anything you say!"

She continued her teasing instructions, "Run your hands all up and down my body and kiss me. Your job is to figure out what I like best. What turns me on most. I want you delirious but no cumming. Save it for me baby."

Rachel kissed him again, exploring his mouth with her tongue. She sucked his lips and tongue and before long, Nick's clumsiness diminished greatly. Nick copied her kissing techniques and realized she was showing him exactly what she enjoyed most. He ran his hands all over her body with firm strokes but he discovered that light, gentle strokes caused her moan and shiver with delight. Nick could see the changes in Rachel. Her breathing was faster, her kisses were more passionate and her voice was more sultry.

"Oh, that's it baby! You're starting to read me now. You are getting me so wet! Let me show you."

Rachel leaned back and expertly found his cock with her pussy, allowing only the head to enter. She swished her hips and her juices rolled down Nick's shaft. Nick let out a high pitch groan and tried to thrust upward in a vain attempt to plunge deeper but Rachel was ready, and easily moved with him, frustrating his efforts.

"Oh no you don't. Not yet. You need to be patient and follow my lead baby. You won't last long once you're inside me, at least not the first time. There's something I want you to do for me first. I want you to eat me out. Would you like me to teach you how to lick pussy?"

Nick nodded eagerly and Rachel jumped off. Grabbing extra pillows, she propped herself at the edge of her bed, spreading her legs and planting her feet against the dresser so that Nick could kneel between her with full access.

"Kneel between my legs and let me guide you. Don't just dive in, start with soft kisses, then use your tongue to explore all around. Read my body language."

Nick did exactly as she described, inhaling her scent and enjoying her flavor. Before long, his tongue was exploring her folds, causing her to gasp and then moan out in pleasure.

"Oh, that's so good baby! You're doing it perfect. Nibble, suck and tug on the lips just like you were kissing me. Ooohhh, that's it! Now slide your tongue gently up and down my slit. HOLY FUCK! Oh, that's it! Lick up my juices baby. Lick my cream. Drink up every drop! Keep doing all of that for a while. Lick your fingers now and lightly caress my folds with your fingertips. OH FUCK, YES!"

Nick took his time drinking her in, enjoying how she thrashed and moaned as he labored. He studied her reactions and tried to stimulate her differently whenever she seemed to settle down, reigniting her higher each time, relishing her verbal praises of his efforts. At one point, he decided to try something new just to see if she liked it. As he plunged his tongue into her wet hole, she cried out and grabbed his hair tightly.

"OH FUCK YES BABY! You're a natural! Now go lower."

Nick didn't even pause at bit at this last instruction. He could see her anus and understood that was where she wanted his tongue next. The thought of it excited and repulsed him at the same time but he was so worked up, he couldn't think straight anymore. As he worked his tongue southward, Rachel cried out in joy and this alone motivated him to continue. He slid his tongue lightly over her rosebud several times as she cried out for more, gasping for breath.

"Oh baby, thank you! No one has ever been willing to do that for me. That felt sooo incredible! Now you're ready for some advanced techniques. I want you to suck my clit but be very gentle. It's extremely sensitive. Slide your tongue to the top and gently probe around the hood. OH! That's it, gently, gently. Yes, just twirl the tip of your tongue over the hard nub and then circle it a few times."

Nick lightly flicked his tongue across her clit in rapid fashion and was surprised by how quickly she arched her back to this. He figured this would be the move that took her over the edge when she was ready. He slowed down and went back to nibbling on her folds. In a moment of inspiration, Nick decided to try wetting a finger and tickling her anus as he gently sucked her swollen clit. Rachel screamed in delight. A minute later, he switched up again, rimming her anus as he used his thumb and forefinger to tenderly rub and squeeze her clit.

"Oh god! I'm so fucking horny, baby! Wet two of your fingers and gently insert them inside of me. Oh, yeah, that's perfect! Now carefully your hand palm up and use your fingertips to rub the roof of my pussy. Feel that rough spot? Oh, fuck yes! That's the spot! Now massage that spot while you flick my clit with your tongue. OH FUCK! I'M GONNA CUM! OH FUCK YES! I'M CUMMING NICK! DON'T STOP! PLEASE DON'T STOP! AAAHHH!"

Nick relished the moment. He was actually making a beautiful woman scream his name! He never wanted it to end. Rachel thrashed and cried out, nearly ripping Nick's hair out before stopping herself.

"Too much! Too much! Take your fingers out and circle my clit with your tongue. Oh yes, much better baby! Lick me everywhere now as I come down. Oh fuck yeah, that felt so god damned good! I need you inside me...NOW! Stand up and fuck me at the edge of the bed. Hold my legs apart and guide your cock inside me. Don't touch your cock, just guide your hips and gently spear me with it."

Nick stood and held her legs high and far apart as he stepped into her. He never realized just how flexible a cheerleader could be. Rachel's pussy was drenched and with her legs held wide, her opening was fantastically inviting. Nick could see his cock was drooling precum everywhere and he wondered just how many thrusts he would manage before losing all control inside this gorgeous woman.

"Please slide inside me baby! OH, hell yes! Your cock is hard as steel! All the way inside and hold. Damn, I can feel you twitching inside me. You must be sooo close! When you calm down, pump me a few times. Stop when you get close."

Nick pumped five or six times before being forced to hold again.

"Oh baby, you are excited, aren't you? I think it's time for you to have your first orgasm so you can get back to fucking me, don't you think?"

"Rachel, you have me so turned on! I need to cum bad but I don't want this to ever end. I can hardly take anymore!

"Nick, We have lots of time. I want you to release some pressure so we can continue to play. Pump your cock in me hard until you get close, then jerk off between my legs. I want you to spray your cum all over my chest. Show me how turned on I've made you."

Nick pumped Rachel three times before pulling out and finishing himself by hand.

"Oh, god! You're so fucking hot Rachel! Oh fuck yes, I'm CUMMING! OOOOHHHH, FUCK, I'M CUMMING!"

Nick shot rope after rope onto Rachel's chest and face, his first couple shots landing well past her shoulder onto the bedding.

"That's a good boy! Get it all out. I bet that feels sooo good. Fuck, you have a lot of cum bottled up in you, don't you? Now get back inside and fuck me! Hard!"

Nick was all too happy to get back inside. He felt a rush of power as he plowed his cock in and out of her sopping pussy. Without the need to hold himself back, he could pump her furiously and she could enjoy the moment without interruption. As Rachel moaned and cried out, Nick tried varying his technique, studying Rachel to see what was likely to take her over the edge.

Rachel looked into Nick's eyes as she used her fingers to scoop up his cum off her chest, licking them clean. Next, she used a single finger to dab up a bit more, this time holding it up to Nick's mouth.

"Suck my finger baby," and Nick did so without complaint. "Good boy!"

As Nick worked Rachel's swollen pussy, she continued to play with Nick's spent load, each of them taking turns licking her fingers clean.

Nick went back to varying his thrusting technique. He tried hard thrusts, then soft ones. Fast, then slow. Deep, then shallow. When he tried shallow, he discovered that this really set Rachel on fire. Instinctively, he knew he must continue.

"Damn, that's so good right there baby! That beautiful cock of yours is hitting my G spot perfectly! Fuck! You're still nice and hard too! I love it. Keep this up and I'll be coming in no time!"

Nick did exactly that. Maintaining the shallow thrusts, he tried varying his speed and angle slightly until he found exactly what Rachel needed. Within minutes, she was screaming out her second climax and Nick's pride swelled. Moments into her climax, he changed to deep, hard thrusts. Rachel thrashed wildly but Nick wouldn't ease up on her, at least not at first. After a bit, he switched to slow gentle thrusts allowing her to calm down.

"Oh baby! That was good. You're a quick learner! Now be a dear and go down on me again!"

Nick got back on his knees and licked Rachel clean as she laid back and enjoyed. She was far creamier, he noticed, but his only real thought was to please the woman who had just made him so happy.