Between Friends Ch 02 2

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My special thanks once again to Carizabeth and all of her hard work, without her, all would be but a sad series of misspellings and 'miss' tenses.

The fair was just that, a small time town fair but they were going to have fun. They walked down the midway, hand in hand as they tried to decide what to do first, which ride was worth the cost.

I looked over at Val, she was so slight, so small compared to my other girlfriends, but I could not take my eyes of her slim muscular body as she walked, could not stop thinking of how good it had been to fuck her.

I pulled her to me. Grabbing her by her ass, her firm hard round ass, I lifted her and kissed her, passionately, forcing my tongue deep into her mouth as my cock grew between us.

"Bobby do that again and you'll have to take me back to the car." Val tried to push away from me, tried to break my grip on her.

I covered her lips with mine again. There was no resistance from her, instead she parted her lips and let her tongue wander to my mouth.

"Please." I let her push away from me this time. "My panties are already soaked, if we keep that up I'll be dripping."

"I'd like to see that." I took her hand in mine and pulled her close to me pressing her hip to mine. I swear I could feel heat emanating from her body as our thighs touched.

"Maybe later lover. But right now I want to ride some of the rides here before I ride my new favorite one again."

My cock had begun to soften, but as soon as Val said that, it was back to rock hard. I was now hopeful for a repeat performance, not just a bunch a teasing.

I was amazed as we walked through the grounds, riding a couple of rides as we went, by how many people stopped to stared at Val. Val was very striking, her short soft brown hair, her large doe like eyes and her small little upturned nose made her face striking and her small compact athletic body swayed in just the right way to make people notice her. I just never realized how many noticed her before now. I was happy that my friend got so many adoring looks but I had to admit I was also a little jealous. After what we had just shared together, I was finding it hard not to think of Val in a very different way.

"Let's ride the Ferris wheel," Val squealed, grabbed my arm and began to drag me towards were she wanted to go.

I had to admit that the Ferris wheel was not one of my favorite rides at the fair, but as we stood in line, I realized that it would give us a little time to be very close to one another, and maybe I would be able to convince her that going to the car was a very good idea. As our turn came, we stepped onto the platform, hand in hand. Val's other hand was on my arm, drawing me close to her, but that did not stop the operator from looking at her. No, looking was not the right word, more like leering. He even looked a little cartoon-like as he stared at her firm smooth legs. I knew he was wondering what was under her skintight little skirt. I could tell he was trying to figure out if she was wearing any panties underneath, hell, I had been wondering the same thing. Even though she said she was, I wanted to find out for sure.

The operator stopped the car in front of us, throwing the safety bar open for us to get in. We both stopped as Val stepped into the car, both staring at her firm legs and perfect little ass.

"Free ride for the look," I told him as I got into the car next to Val. At first I didn't think he understood me and I was ready to hand him our tickets, but than he winked at me and slammed shut the safety bar, sending the car lifting towards the top of the wheel.

I placed my hand on Val's bare leg, content, for the moment, in just having her near me again. Twice we went around before our car stopped at the top giving us a view of the entire fair before and beside us. I was thinking of leaning over to Val, of kissing her, maybe running my hand up her leg, when Val was nearly in my lap, her lips pressing to mine, her tongue deep in my mouth. The passion with which we had made love earlier was back; the pure lust that had consumed us both was in her kiss. Her hand was on my chest, the other on my leg, edging its way up to my crotch and my waiting thick hard cock. I returned the favor, placing my hand on her ass, kneading it as I slowly lifted the hem of her skirt caressing her exposed flesh with my fingertips. Just then the ride started and we began to make our decent back to earth. The moment was broken. The passion that had welled up in us both was smothered. At the top of the Ferris wheel, only the people behind us could see us, and only our heads, but now that we were off the top of the wheel, we were once again full view of everyone around us.

"I think it's time we go back to the car," Val spoke very calmly as she pulled her skirt down, taking my hand in hers.

I could not speak. I looked at her, stared at her, and all I could see was her slim firm body atop me, riding my thick hard cock as we fucked. I did not remember getting off the ride, nor did I remember walking to the car, well, yes, I did. We were all over each other as we made our way back to my car behind the food stands. I had my hand on Val's firm tight ass, slowly lifting the hem of her skirt. She was wearing underwear, I discovered as I lifted her skirt high enough to expose her ass to me. A pair of bright red thongs that left both of her perfect little cheeks exposed to my hungry hand, but she was wearing underwear. As I let my hand drift between her cheeks, reaching forward, probing with my fingers for the heat that I knew was there, Val stopped and turned. Without warning, she threw herself into my arms, wrapping her legs around my waist. I caught her, wrapping my arms around her ass holding her to me as she kissed my. I could feel the warmth between her legs as she pressed herself to my stomach. My cock twitched to feel it, to be inside her tight little hole.

"Oh God honey I need you," Val kissed my cheek as she whispered into my ear. "I need you to fill me, to make me come again."

I was walking as fast as I could, holding onto Val tight, as I looked around her, trying to find my car. As I stumbled towards the car and what I knew was going to be an other wonderful fuck with my best friend I began to paw at Val's panties; I did not want to waste time when I finally got her into the car. I grabbed a handful of the thin fabric in both hands and began to pull. I could hear the ripping as I pulled. I continued to pull; to twist my hands until I knew whatever was left on her would not get in my way. Val had moaned softly as her panties tore, leaning her head downward, pressing her lips to my neck.

"I just came baby. I just came a little bit when you tore my panties."

I almost came myself right there and than, a mere step from my car. The thought of her coming without me touching her, of her getting so excited by having me rip her panties was so much of a turn on. I would have to remember that to for later. The next time we were alone, I would have to see just how much she liked to have her clothes ripped off.

I was amazed by how easy it was to carry her, to move with her wrapped around my body. I had carried my girlfriends, lifted them into my bed, but never had I felt that I had the strength to do what Val and I were doing. Never had I ever thought of fucking one of them while we stood.

I let Val slit down my body a little, until her wet hot pussy was touch the tip of my cock. I could feel her heat as her pussy came to rest on my jean encased cock. God I wanted her. I wanted to slide deep into her tight little hole. We were at the car now. I leaned her against the cool metal, pushing her against the side of the car as I fumbled with my pants, freeing my aching cock. As soon as my cock was free, I slide Val still farther down my body, slowly impaling her on my stiff rod. I slid effortlessly into her, parting her lips and pushing easily deep into her; she was so wet, I could feel her juices covering my balls before I had sunken all the way into her.

"YES BOBBY." Val tightened her legs around my waist, shifting her weight, falling still farther onto my rigid thick cock.

I began to search for the door handle, my lips pressed to hers, our tongues dancing. I wanted to lay her on the backseat. I wanted to get into a better position to beat her, to slam my cock deep into her.

"No honey." Val's voice was low, husky, as if she could barely speak. "Fuck me right here." Her hands were in my hair as she kissed my face, my lips, my neck. "Fuck me against your car baby, make me come where we are."

I did not think it was possible, but as she spoke, as she kissed and nibbled on my face and neck, I got harder. I could not believe that she wanted me to fuck her leaning against my car, in full view of anyone. For a second, that tugged at my thoughts, the fact that anyone could see us, made me hesitate just for a heart beat before I took hold of Val's firm ass as started to slam my way in and out of her hot little tight hole. Val had me so horny, had me wanting her so badly that I would have fucked her on the ice in the middle of one of her performances.

Pressing my weight against her, pinning her to the side of the car, I began to fuck her. Sliding myself in and out of her steaming little hole. I could hear her body sliding against the car, her skin squeaking against the slick paint of the with every upward thrust I made into her.

"YES. YES. YES." Val was panting, repeating herself every time I drove myself deep into her burning hole.

I knew my pants were getting wet, the sex was flowing freely from her steaming cunt as I fucked her the best I could as I pressed her to the side of my car. She smelled so good, I wanted to taste her, to bury my head between her legs, letting her cover my face with her hot sweet sex, but I did not want to stop fucking her. It was so hot, so sexy, to be fucking her against my car, in plain sight of anyone that happened to look our way. We would be a sight. Val's skirt was up around her waist, her panties, what was left of them hanging from her thigh. My jeans were still covering my ass, how I am not sure but they were wide open in front, my briefs pulled down beneath my balls, as is slid back and forth inside Val's soaking cunt. Val's slim muscular legs were wrapped tightly around my waist, her arms around my neck as she threw her head back and forth, as she rode my cock.

"Oh baby you are so wet." I moved one hand from her ass, lifting her shirt, exposing her hard little nipples. "So hot. You feel so good." I leaned into her, taking her pert little nipple between my teeth.

Val groaned, a deep throaty groan, as I bit down lightly on her hard little nipple, digging her hands into my hair, pulling me to her as we both picked up our tempo.

Val threw her head back, closing her eyes, biting her lip, she was coming, I could feel her orgasm, I could feel her muscles contracting as she tried her hardest not to scream. For a long time she held herself rigid, her fingernails digging into my shoulders as I fucked her through her orgasm, as I slid myself passed her pulsing muscles.

"Now baby." Val's body softened, she dropped her head to my shoulder. "Come. Fill me with your hot thick come." Her face was pressed against my neck as she spoke, kissing and nibbling me.

"Bobby I want you to fill me right now. I want you to drive yourself deep into me and come," Val's breath was so hot in my ear. My vision blurred as I listened to her, my heart was pounding hard in my chest. I could feel my balls tightening; I could feel my orgasm building.

"Bobby honey, now." Val covered my lips with hers, driving her tongue deep into my mouth as she arched her back, sliding down the car, forcing my stiff long cock deep into her flaming cunt.

As Val screamed into my mouth, she was coming again, her muscle making love to my cock, I came, filling her with one thick burning spray of come after another. We continued to fuck each other, much slower now, until we were both spent, until I was milked dry and Val no longer had the energy to help keep herself glued to the side of the car. Slowly we both collapsed to the grass, holding each other, Val laying her head in my lap.

"That was better then the first time." Val gently kissed the head of my soft sex covered cock. "If it's going to be that good between us all the time, you are going to have to fuck me at least twice a day."

I didn't say anything at first; instead, I stroked her soft brown hair, thinking of what it would be like to fuck her twice a day. I was thinking of all the places we could do it, all the different ways we could do it, we had a lot of time together each day.

"Why only twice?" I lifted Val to me as I bent, kissing her with all the passion I could, I had very little energy left for anything.

We sat there for a while longer, holding each other, not talking, just being. I think we were both surprised by the amount of true sexual desire we had for one another. All that teasing over the years is one thing, but when you actually cross the line, sometimes what you find is not what you thought. However, in our case it was more than I think either of us could have imagined. I had been hot and horny many times, but never like I had just been. Never had I wanted someone as bad as I had wanted Val at that moment, still wanted her. As I thought about it, as I envisioned her in a short little skirt, stockings, no panties, a felt my cock began to stir, to harden. I could not believe I could want more, could not believe that I could get hard again after two fabulous fucking in less than four hours.

"Oh no stud, not until I get some food inside me do you even get to think about that again." Val stood, pulling down her shirt and skirt. "Besides I'm not sure I can. I think you might have worn me out."

I stood up next to her, zipping my pants, taking her by the hand, drawing her towards me.

"Val, we have all the time in the world to screw our brains out."

"God, aren't you the romantic," she slapped me lightly on the cheek as I kissed her, giggling.

"Come along my little sex toy," I held my arm for her to take, "and I will endeavor to fill your stomach as I have filled your cunt."

"My what an asshole you can be sir." Val slid her arm through mine, pressing her body close to me. "You certainly know how to treat a woman. I can't believe you don't have more of them laying at your feet, worshipping you."

Val and I dropped into our normal banter, playfully taking jabs at one another as we wandered the fair looking for a vendor that would satisfy Val's hunger for food. Taking a seat at a picnic table with her hot container of fries, Val pulled me next to her, so close I had no choose but to but my hand on her smooth firm thigh. She was still so hot; I could feel her heat radiating from her, bathing me, making me think that maybe just one more time. I moved my hand up Val's leg, slowly, my palm on the top of her muscular thigh, my fingers between her legs. I watched her, as I moved my hand, looking for a sign from her, but she did not turn to look at me, instead she parted her legs, slightly, letting my hand continue upward, lifting her skirt. As the hem of her skirt doubled over, as my fingers inched towards her steaming hole, I felt that her legs were damp. I instantly hardened thinking that she was that wet that she was that hot again, but it soon dawned on me what it was I was feeling. As we had walked, as we had wondered amongst the vendors, my come had been dripping from her, had been coating her thighs as it oozed from her. I was amazed be the amount that was there, covering both of her thighs, making her soft warm skin sticking. I pulled my hand out from between her legs and brought it out from under the table. My fingers were covered with come; thick white and mixed with her sex.

"My panties caught the last batch, but someone got a little carried away earlier and now they are sitting in my purse, in shreds." Val took the French fry in her hand and passed it over my hand, scooping up the come, before placing it into her mouth, sucking on the French fry as she had my cock. "Not too bad," she winked at me, "but I would like to taste it from the source."

My cock, which had been slowly hardening at the thought of maybe fucking Val again, taking her in the backseat of my car, sprang to full attention at the thought of her giving me a blow job, of her letting me come in her mouth.

"No. I see that look in your eyes, no more sex until I recover," she kissed me softly on the cheek, taking my hand in hers. "Everything was so wonderful, but I have to tell you I really am a little sore; you are a lot bigger than anyone I have had before."

Wow did my ego swell as I looked into her deep brown eyes. Never, not one girl had ever compared me to anyone else, I am not sure why that was, but I sure it had to with the little green monster that lurks in the heart of all men. For some reason though, the comparison coming from Val made me feel good, not jealous of those that had come before me.

I helped Val finish her fries while we sat and talked. We talked about many different things but we avoided what we were doing and where we might be going. It was going to be hard for us for a while; it was going to be awkward at best until we figured things out. We were friends, very good friends, the type of friends that told each other everything. I knew things about Val, as she knew about me, that no one else knew and now we had had sex. We had given into that part of our friendship that had always been there, simmering under the surface. There was no going back, we could not shut that door now that it was opened; neither of us would want to go without for very long.

"I think it's time that you were taking me home now sir." Val handed me the fry container to dumb in the trash. "Since you have taken from me everything that I have to offer."

I love that twinkle in her eye, that impishness that came out of her whenever we were together, that part of her that messed with me so well.

"Well, when one offers it is rude for one to decline," I held out my hand to her.

"Do I have a wet spot?" She turned her back to me, giving me a wonderful view of her tight little ass as she brushed at the back of her skirt.

Her tight short jean skirt did have a spot on it, a patch were the denim was darker than the rest. I told Val that she did.

"Good." Val took my hand and began moving towards the parking lot. "I want to be sure to have a physical reminder of tonight." She pulled herself closer to, laying her hand on my arm.

She was such a devil, such a smartass.

"That way when I wake up tomorrow I will be sure that it wasn't just all a wonderful dream"

It did not take us long to make it to my car, this time I opened the door for her and helped her in before moving around to the drivers side. As I started the car and pulled out of the parking lot Val's small strong fingers on my thigh, I began to regret that our night was over, that our time together was coming to an end. I would have loved to think it was only because I wanted to be with her, to share her company, but the truth was I wanted her again, I wanted to fuck her.

I was lost in thought, thinking of how good Val felt, how good she tasted, when I pulled into her driveway and put the car in park, so lost in thought that I did not realize that Val was climbing into my lap until she had nearly completely doing so.