I moved my hand from her stomach down to her thigh and I felt her tense up. She was wearing very short shorts and my hand rested on her naked skin. I stroked her thigh softly and she pressed her pelvis stiffly into mine. I felt her soft, warm ass press against my dick through her panties and shorts. I slid my hand up in between her legs, still over her shorts, and she tensed even more. I began to slide and press my hand between her legs, causing her to shake her hips slowly. Grinding her ass against me, I began to grow hard. I gradually rubbed her faster and harder, forcing her to shake her ass against my dick more. I took my other hand and reached between her body and the bed began playing with her breasts. She was wearing a bright red tank top, no bra. I could feel her nipples hardening as I teased them through her shirt. Fully erect and still rubbing her pussy, I pulled the shoulder of her top down exposing her big, firm breasts. I began to tease her naked nipples. I brought my hand to her mouth and without hesitation she took my fingers in her warm mouth and sucked on them. I took my wet fingers and slid them across her hard, warm nipples. She arched her back, forcing her breast further onto my hand and her ass harder onto my dick. I pulled down her shorts to her knees and began rubbing her pussy through her wet panties. She reached behind her and took my dick out of my jeans and boxers. She was sliding my dick up and down her ass, only separated by a thin pair of wet panties.
She briefly stopped grinding as she turned around to face me. She intertwined our legs started grinding her soaking pussy on my dick. I reached my hands into her panties and grabbed her hot, smooth, naked ass and pulled it closer to me. She started sucking hard on the skin of my neck.
I got up and sat on the edge of the bed. I took her by her waist and put her on top of me facing me with her legs wrapped around me. Her pussy was pressed right up against my dick. I put one hand back in her panties and one hand on her back, pulling her chest into my face and taking her nipples deep in my mouth. Her nipples were extremely sensitive and I noticed that if I sucked hard and fast, she would respond by grinding hard and fast. Afraid to cum too soon, i licked her nipples very, very slowly. I ran my entire tongue along the sensitive patch of skin repeatedly. She slid her pussy from base to tip of my penis just as slowly as I licked. I suddenly pulled her back closer to my face and sucked as hard as I could on her nipples, pushing hard on them with the end of my tongue. She reacted by grabbing my head by my hair and pulling my face in even tighter and she grinded her burning, wet pussy against my dick even harder. Unfortunately for both of us, I could tell that I was going to cum in a matter of seconds. I continued sucking and licking her nipples as fast as I could. Her wet pussy sliding up and down my hard dick was way too much to handle. I grabbed her ass with both hands and guided her hips to grind me at the perfect speed to get me to come. With her nipples still deep in my mouth, we both shook violently together, vibrating the whole bed and letting out loud moans. I was almost positive that someone in her house would wake up. As I started to come, I licked her nipples slowly, but firmly, with my whole tongue. She slowed down her grinding, but kept the intensity, squeezing out every last drop of mine. As we finished, we sat there totally stationary, her pussy still pressed tight against me and her hot nipple still up against my tongue.
After a while, we finally eased off of each other. I looked at her clock which read 3:25am. I figured I'd better leave soon if I wanted to be home by the time my mom awoke at 5:00am. She asked me to stay and hold her until she fell asleep. I decided I could stay for maybe another half hour before I had to leave, but it would be cutting it close. I climbed back under the covers and lay behind her, in the same position as when we started. I put my arm around her, just like before, and she nestled her perfect ass up against my dick once again.
She whispered to me, "You're coming back tomorrow." And drifted off to sleep.