Sleeping Beautiful

I lie here and stare into the darkness...watching the outline of your body rise and fall with every breath you take. I hold my self as still as possible to listen to you. You sound so sweet and innocent as you sleep. I slide my hand underneath the covers to touch you. I just can't resist the feeling of your skin. I place my hand on your side and rub it gently with my thumb. You're so soft and warm to the touch. I hear you sigh softly...I suddenly feel so safe, so content next to you. Yet I yearn to be deep inside of you once again.

I breathe with your breathing as I think about you taking advantage of me the other night in my sleep. I feel myself slowly growing, underneath the covers..poking through my boxer short legs. The darkness engulfs us...and the thought of you rocking back and forth on my cock while I slept consumes my mind. I slide up closer to you, touching the tip of my cock against your thigh. "Should I?" My mind races one hundred miles per hour. I slide my hand underneath and behind your panties to touch your ass...moving in slow circles. My groin aching now, not wanting to make you do something you didn't ask for. "Should I?...Should I?...Should I?" runs through my head like a freight train...Slowly and methodically I slip your silky panties down, working them from side to side down to your knees. I think to myself, "what will I say if she wakes up and finds me pulling her panties off?" The thought slowly fades away into the blackness of the night.

I rub your thigh with my right hand and pull off my boxers with my left....I jostle the bed a bit and hear you stir in your sleep. I lie very quiet as you take a deep breath and turn to your back. I'm not sure if you are awake or half awake or not at all. I wait patiently a few moments before continuing. I pull my boxer shorts off all the way after what seems like an eternity. I creep in closer to you.

My eyes have adjusted to the light now, so I slide the covers off of us to look at you lying there almost completely naked. I run my hands down both of your sides softly and slip your panties off past your knees, down to your ankles and onto the floor. Feeling now very daring that I've made it this far without waking you, I get to my knees and start move your legs apart. I feel as though I'm about to pop so I give myself a few strokes to keep from fucking your brains out. I move in between your legs...

Looking down at you....lingering on your face to see your expression as you sleep. I lean over and give you a kiss on your cheek and play with your hair just a little. I kiss my way down to your neck and worship it my tongue and lips. I hungrily sample your breasts with my mouth, tugging at your nipples with my teeth. I feel myself getting tingly and warm inside as your nipples perk up and harden in my mouth. I suckle them for a few moments more, savoring every second of your beautiful breasts before I kiss my way down to your navel. I trace a circle around it with my tongue.

Feeling so confident now I bring my hand up and rest it on your mound stroking it softly. I raise my head to see the expression on your face. What was once a peaceful look upon your face, has turned into something of a soft smile. I focus on your kissable lips for a few moments and move my hand further south. Watching closely, the expression on your face I tease your pussy lips a little. I spread them apart to feel your warmth with my eager fingers. A deep sigh escapes your mouth as I slowly but surely slide my finger into you. I hold my breath and stop for a moment, sitting in the dark with my finger inside of you up to my second knuckle.

Mind racing again, this time I think I cant hold myself back much longer. My throbbing cock is on fire it seems, and I feel the only way to quench this flame is to bury it deep inside of your sex. I withdraw my finger and bring the nicely coated digit to my mouth. I suck on it for a moment like a child with a lollipop. You are so sweet to my taste buds. I think for a moment, "Why did I do that? Now I'm really in need of more.." I pump myself a few times to tame my thoughts to no avail. Your pussy looks so much more inviting than ever.

I sit back for a moment to try and calm myself down. I try to look away from you. My eyes wander back somehow. I glance at your eyes and think of how easily it is for me to get lost in them with one simple expression on your face. I see your delicious breasts again. I think about how I could spend hours just worshipping each of them..playing with them in my mouth....caressing them with my hands...squeezing them so firmly in my hands. I shiver. I look down further. Your pussy is glistening in the moonlight coming from the window. I squint further to make sure of what it is. You are dripping wet. "Is she awake? Have I gotten her excited in her sleep?" I mouth to myself.

I can't keep my hands off myself. I slide closer to you in preparation of what I am about to do. I try to rationalize with myself not to do what I'm getting ready to do, but it seems I move closer. I lean down and give your inner thigh a kiss. Not only do I want to put my lips against your skin, but I need to whiff your familiar smell that you emulate, into my nostrils. You are so sexy I have to hold back from just burying my face into you right then and there. I slide my knees underneath me to get a better angle and spread your legs apart slowly.

I lean in and put my throbbing cock to your shimmering pussy lips, touching the head to it. Slowly, but surely I stimulate my head by rubbing it vertically against you. I coat the tip with your juices, hoping to squelch some of the fire building up in me. It only rises further, and I find myself pushing into you. I look down just in time enough to see me guide the slippery end penetrating your cunt. The ridge of the head becomes engulfed and slips into your opening.

I feel something suddenly. You are lifting your hips, stretching in your sleep. My heart skips a beat. I look down at your face and see your eyes blinking. I run through a multitude of things I might have to say to you as you look drearily up at me. I smile nervously, speechless. I've given into my innermost desires, and I'm not sure how you'll react to my obvious weakness to your hypnotic body. You smile back at me with a sleepy smile and bring your hand to touch yourself. I breathe out deeply with relief, you are obviously enjoying this as much as I am. Still somewhat unaware of what is going on, you raise your hips more to meet your curious fingers. Your eyes open wide and your pussy jolts around the head of my cock. You are surprised, but pleased that you found me there inside of you.

Looking deeply into my eyes in the dark, licking your lips, you tell me that you want more without saying a word. I know that look on your face. I've seen it before, and it sends chills up my spine every time see it, since the very first time you gave it to me. I grin. I know exactly what you are thinking and you push yourself onto me. Wrapping that silken pussy around my cock makes my jaw drop. I shudder, you are so warm inside.

I lift your legs up around my waist and you lock your ankles. I push myself in deeper and you sigh loudly in content. You contract your pussy muscles around me the way you know I like it. I hold your hips firmly and pull you to me. You give in to me. I lean in and press my pelvis into your clit and gyrate my hips. You tell me "more" in a moaning, robust voice, and I push in harder...increasing my rhythm, grinding myself into your clit while my cock explores your pussy walls. I groan loudly and I move quicker, now separating myself from you to draw away and crash back into you. You purr and whimper at the same time as my engorged cock feeds hungrily inside of your dripping wet sex. Your body heating up, bringing mine up to temperature as we meet in the middle.

Both sweating and breathing heavily, we collide with each other. Round after round of skin slapping against itself. Your pussy convulses around my cock as it slides in and out of you, hard. Your body tenses and your back arches. You cry out into the night, sending me over the edge. I spurt my hot, cum into you. Your walls clench around my cock as you milk it for everything its worth. Feeling yourself fill up, you climax with the most amazing sound I've ever heard from your mouth. A warm river of our own mixture flows out of you.

You relax and I collapse on top of you. My head falls to your chests, softened by your breasts like a warm pillow. We pant together, catching each our breath. Our tense muscles, so loose now, we drift silently off to sleep, bodies pressed together with my cock deep inside your warm, safe haven.