"There it is," she said, nodding downward. "I'll get it."
"Put the whole thing on her bed, Grace. Please."
She looked puzzled once more but did as I asked.
I set both glasses down on the bedside table and unzipped Lindsey's stash. Unsurprisingly, she had a collection of sex toys inside, each in it's own bag or case. I took a couple out to admire, watching Grace's reaction. Nerves, excitement, and anticipation flickered across her face with each discovery. I dawdled through the selection, not really wanting anything in particular, but letting her wonder what I was thinking about for her. The truth was that I just wanted to find some lube, but I was enjoying stringing this out and getting her worked up!
"I think this will do," I said as I nodded judiciously over a slender, curved vibrator. "Let's take this along and some of this as well," I finished, grabbing a bottle of AstroGlide Organic.
Grace's eyes widened and she started to put things back into the bag.
"Leave it, Grace--we can deal with that later!" I said with some authority in my voice. "Grab the wine glasses and a towel from the bathroom, will you?"
"Why do we need--oh!" she said, her luscious lips twisting into a smile as the puzzlement cleared from her expression. She looked happy and mischievous and wonderfully aroused.
I waited while she ducked into the bathroom and came out with a rolled towel under her arm. She picked up the two glasses and I turned toward her room with the vibrator and lube safely in hand. Together we hurried down the hall. I stopped and let her open the door, then stepped in behind her and set my two items on the bedside table. Grace looked uncertain, so I took a little more control.
"Put the wine glasses down," I said softly as I took the towel from under her arm.
She turned to comply, a tiny smile flickering across her lips. I was starting to suspect that she liked it when I bossed her around a little.
"Now pull the covers down all the way," I told her.
Again, she did as I asked, but this time she looked calmer and happier. She even bent way over to let me admire her ass as she did it, peeking over her shoulder to make sure I was looking. I let her finish and then unrolled the towel, draping its length along the middle of the bed with a flourish. Then I gathered her back into my arms, holding her loosely around the waist and bent to kiss her again. She was a fragrant, quivering armful and I could almost feel her eagerness radiating.
"Now, Grace, I want you to undress me," I whispered into her ear.
She looked up at me, her eyes wide again, and moved back a little. Her hands came up and although she fumbled a bit at first, she did a good job opening my buttons and tugging my shirt out of my pants to let it fall open. I let go of her waist so as not to impede her, but when she was finished, I pulled her close again and held her against my chest. Her hands slipped inside my shirt and she caressed my warm skin as she began to nuzzle me. I smiled at this development and moved my arms back behind me so that my shirt could fall off. Grace glanced up at me and pulled back a bit, then looked back down and began to open my belt. When that was done, she tugged until the flat hook was free and slid the zipper down carefully.
"Hold on," I murmured as I shifted to one foot and kicked off a shoe. "This will make things easier for you!" I added reassuringly.
When the second shoe came off, Grace pulled the top of my pants open wide and slid them down to mid-thigh, leaving my boxers on. Her eyes were riveted to the bulge of my half-hard cock and I saw her lips part involuntarily as she knelt to get my pants off all the way. I distracted her by putting a hand on her shoulder for balance and then stepped out of each let in turn.
"Socks, too!" I said quietly, smiling down at her.
She hooked her fingers in each one and whisked them off, then looked back at my cock. I smiled and reached down for her hands, pulling her upright again to stand in front of me beside her bed. Maintaining my smile, I grabbed the bottom of her sweater and slowly lifted it up and over her head. She helped by raising her arms and then dropped them again, shaking out her hair as I tossed the sweater onto a chair. She wore a silver plunge bra that pushed her firm breasts together delightfully, and I bent down briefly to kiss the top of each one. Then my arms went around her back and with minimal fuss I unhooked it and drew the ends forward over her shoulders. She looked a little more uncertain but brought her arms together to help me.
"God, Grace...you're so beautiful!" I whispered urgently, trying to ease her nerves.
Her lips curved into a genuine smile again and I dropped to my knees, reaching up to cup her breasts and kiss the valley between them. Her arms went around my head gratefully and I turned from side to side, kissing each firm curve that I met. She shivered with pleasure.
When I stopped and looked up, though, her face was serious again. I decided to pace myself, so I hooked my fingers into the waistband of her leggings and drew them down slowly, avoiding her panties. They, too, were silvery gray and the edging matched her bra, so I kissed the line of delicate lace as I exposed her hips and thighs. I felt her belly rise and fall as she sighed happily. Feeling smug, I pulled her leggings lower and she stepped out of each side, using me as a balancing point as I had done to her. When I tossed them on the chair, I heard her speak and looked up, smiling.
"Socks, too!" she whispered, her lips twitching.
I chuckled and did as she asked, then stood up. Her skin was warm against me from thigh to belly to breast as I pulled her close again.
"So beautiful!" I murmured into her hair.
That brought her face up to smile at me and I kissed her hungrily, letting her feel my passion there as well as in the hardening bulge against her belly. My hands caressed her back from shoulders to ass as I tasted her sweet lips and tongue. That caused more swelling in my groin, but I didn't want to get distracted, so I broke our kiss and took over again.
"Face down on the bed, Grace!" I urged.
She looked startled, but turned quickly to comply. I grabbed my items off the table while she settled herself and then climbed up onto the bed myself, straddling her lower legs and sitting back on my heels above her feet. The vibrator I set behind me. The lube I opened carefully and squirted into my hand and the warm smell of coconut filled the air as I rubbed my hands together.
"There's no sense rushing," I said softly as my hands began to stroke her calves.
She sighed and crossed her arms to make a pillow, a small smile twisting the corner of her mouth. My thumbs kneaded her firm muscles briefly and then moved up to stroke across the backs of her knees. I'd always found that to be an erogenous spot for women, and I smiled to myself when I saw Grace's lips part involuntarily. I paused to squirt a bit more lube into my palm, capped the lid, and continued on to her thighs. Her skin was softly tanned and porcelain smooth, even when I pushed hard and slid up all the way to the beginning swell of her ass.
Since I was at the end of my reach, I moved up Grace's body as I oiled my palms again. This time, though, I started above her panties and laid my palms flat on the small of her back. I pressed firmly and circled my thumbs in the dimples just above her ass. I let her enjoy that for a minute and then expanded my reach, turning circles into long ovals that traced the muscles beside her spine. Another squirt of lubrication and I shuffled a little higher, using the heels of my hands to relax the muscles around her shoulder blades before gently rolling her trapezius on both sides and smoothing the tension spots down toward her arms. The bonus of this position was that my knees were on either side of her hips, so my cock lay happily in the cleft of her ass, slipping and sliding on her satin panties. Grace sighed repeatedly with contentment as I rubbed my way down her arms.
I would have been content to stay there as well, but part of me wanted to get to the main event. To accomplish that, I moved back down her body, trailing my hands along her sides, until I was straddling her calves again. I went back to work on her thighs, but this time I didn't stop at the hem of her panties--I straightened my fingers and slid right under them, spreading the warm oil all over her cheeks. Grace twitched in response and then relaxed again.
Palms flat, I kneaded those beautiful globes in opposite directions, thrilled by their slippery firmness. To avoid being TOO obvious, I swiped some oil on the outside of her hips as well, but my attention returned quickly to the center line. That's when the panties became a problem, so I grabbed the waistband with my fingertips.
"Lift up a little, sweetie!" I said softly.
Grace's eyes were closed, but she did as I asked. I didn't want to move myself, so I just tugged her underwear down to the tops of her thighs and grabbed the lube. This time, though, I didn't put it in my palm. I let the cool liquid drip across her ass. She gasped when the first drops hit and I saw her tense for a moment, but she got used to it quickly. I made sure to aim the last several drops up and down the line between her cheeks, though, and she squirmed as it disappeared into her warm crease.
Now it was time for some more intensity. With my palms flat on her ass again, I let my thumbs travel up and down her crack, pushing a little deeper each time. Grace's breathing quickened a little and her hips rocked as she unconsciously spread her legs a little more, her body making itself available. When the whole area was slick with coconut oil, I let one hand rest and turned the other. My thumb lined up between her cheeks at the top of the crease and pointed downward. Watching her reaction carefully, I moved my arm so that my thumb split her cheeks apart, bumped over her anus, and continued all the way to the bottom edge of her pussy.
"Oh God!" Grace gasped.
With deliberate slowness, I repeated that trip several times, teasing her again and again just to hear and see her react. Finally, though, I kept going at the end and slid my thumb along her pussy. Unsurprisingly, it was slick and hot already! I smiled again and pulled my hand back up, but the next time my thumb touched her pussy, I dipped it into her as far as I could, then out again and back up over her tight little backdoor. The whole area grew slicker and slicker as her pussy juices mixed with Astroglide. Unfortunately, the thumb-down position was getting a little awkward, so I shifted my hand around and repeated the motion with my two middle fingers instead. They were a tighter fit between her cheeks, but when I pushed them against her pussy, they both slid right in. I curled them inside her and thumbed her anus, which drew a loud moan from my enraptured student. She clearly loved it, so I did it over and over, happily playing with her slippery, sensitive body.
