I was watching her face to see her reaction. The reaction of a woman when I exposed myself was so important to me. That, really, was what turned me on the most. She looked up at my face and smiled, with a sort of surprised look, as if she couldn't believe I was actually doing it. I remember the way she smiled. That right there lifted me so much, knowing she fully approved and was enjoying me living out what had been just a fantasy till then; showing myself to someone close up, knowing they wanted to see me as much as I wanted to be seen.
I gestured with my eyes towards my cock a few times until she fixed her gaze at my crotch. My hands were caressing and slowly stroking the length of my cock, making it swell. I let my fingers trail up and down it, playing with the head, cupping my balls, and giving her a chance to see as many ways I could think of teasing myself.
I did this for a while. At first my cock was soft in my hands. I would squeeze the shaft tight to make it swell so she could see it grow bigger. Then I would lay it on my lower abdomen and pull my hands away so she could look at it by itself bare in front of her. It was so exciting having her sitting only a few feet away while I lay back in her chair and exposed my body.
I ran my hands over my chest and down my stomach and over my cock, then alongside my hips, wanting her to take in all of me. I alternated looking at myself, looking at how it looked in my hands, and looking at her face, watching her expression. She was into it as much as I was and I felt so elated and excited because she really was enjoying me. I left my cock alone and put my hands on my legs when I felt it really beginning to harden. It swelled thicker and started to rise.
She was watching intently. It really was such a turn-on to see how she gazed at my cock, interested and intent on its stiffening. When it got firm I gripped it with both hands on the shaft. Fully hard my hands can cover the shaft only, with the head sticking out over my fists. It's a nice size and I wanted to show her compared to my hands.
I began stroking it slowly, making a show of masturbating for her, writhing lightly and letting my breathing change, exaggerating a little to show her how much I loved the pleasure I was giving myself. Her hand was rubbing between her legs and I watched her fingers trace over her pussy through her jeans.
I wanted to be completely nude, so I took off my socks and sneakers and slid my pants down, tossing them beside the chair. Now, completely naked I felt my excitement rise just a little bit more. It felt so good to be totally exposed to her; I couldn't cover up if I tried, and that to me was one of the biggest turn-ons I could feel.
I held the base of my cock with one hand to raise it up and teased the tip with my fingertips, rubbing the pre-cum over it. I was hoping she was imagining all the things she could do with my cock. She was definitely consciously rubbing her pussy through her jeans.
'Will you take your pants off?' I was still nervous asking her this for some reason, but I did not doubt she would.
She slid her legs over the edge of the bed and unbuttoned her pants, pulling them down over her legs and letting them fall to the floor. She was wearing cotton panties and cute little ankle socks, I remember how cute the socks looked. She kept her shirt on, but sat with her legs spread, rubbing her pussy through her panties while she kept her eyes on my cock. I was so hard; I could feel it stiff in my hand as I stroked it for her. God I was so turned on.
She pulled her panties to the side and let me see her pussy, running her finger up and down and circling her clit. I wanted her to imagine how deep inside her I could go so I pressed my palms flat down on my crotch and pushed the base of my shaft with my thumbs, making my penis stand straight up, stiff and thick.
I was watching her fingers rubbing between her pussylips, teasing them and spreading them open, letting me have a look at her glistening and wet. This whole time she had been alternating looks between my face and my cock, and where initially she had a surprised look now it was a desiring look in her eyes. We were sharing the same expression of want and the air was so charged with this sexual energy.
I slid off the chair onto the floor and made my way to her bed. Kneeling in front of her I hooked my fingers into the sides of her panties and slid them off. She edged back further onto the bed, propped a pillow against the wall and reclined back on it. I ran my hands up her legs and spread them wider.
I wanted her to keep watching me so I climbed on the bed, kneeling between her spread legs with my cock standing eye level to her. My cock was only about a foot away from her pussy and I kept thinking how good it would feel to press the head against her and slowly push the length of my cock deep inside.
I began to tease and explore her pussy with one hand while my other massaged my cock. She was still watching, this time at my hand on her, moving her hips slowly with my touch. I let go of my cock, letting it stand on its own, and began rubbing her wet clit with the tips of my fingers while the fingers of my other hand slid back and forth inside her. She was watching me do this the whole time and her breath was getting heaver as she slowly fucked my fingers.
She pulled her shirt up and over her head and tossed it to the floor, then leaned forward and unclasped her bra from behind her back, tossing it beside her shirt. Her breasts were so soft and inviting, a little more than a handful, and I traced my hand around the beautiful curve of one to her hard nipple, teasing it with my fingertips before running it down her belly and back over her clit.
I wanted to feel her soft against my cock so I edged forward and began rubbing the tip over her clit. It was so warm and smooth and wonderful against the head of my cock. I pressed the shaft between her pussylips and rubbed back and forth, making my cock wet with her juices. Her hands had glided over her breasts and she began rubbing them as she watched me tease the tip of my cock with her clit.
I looked up and our eyes met; I remember the way she was looking at me, clearly saying she wanted me to fuck her. We both looked down and watched as I pressed the head of my cock against her opening and pushed in. We watched my cock inch up inside of her, seeing it glistening as I pulled out and then pushed back in a little further. I pushed my hips forward as I lay down over her and felt the length of my cock slide up inside her.
I began to kiss her lightly, brushing my mouth over hers; almost teasing her with my lips while I slowly thrust back and forth, then deeper as I got faster. Her hands were running over my back and ass and her hips were meeting the rhythm of my thrusts. My cock responded and felt like an iron rod pressing hard against the inside of her pussy as I fucked her faster. I could feel her starting to shake and I knew she was getting close.
Her legs wrapped around me and her hands tightened their grip against my back as she let out a high heavy series of moans, her body convulsing as she pushed her pussy hard down over my cock. I couldn't hold on anymore and I let go, feeling my cock erupt, pumping my hot cum deep inside her. For a second I held myself over her, feeling my cock pulse and the last of my cum leaving my cock, the feeling coming over it in short waves, before collapsing my arms and laying down on her, her soft body so warm against my skin.
Looking up at her I could see what I was feeling in her eyes, the thrill and exhaustion that only comes after a heavy orgasm. She held me close, my cock still inside her, and the thrill of it all still reeling through my mind.
We saw each other a few times after that, but never had sex again. Eventually we met other people and the space between us grew. Now years later I often wonder how she is doing, and whether she still thinks of that day as I do.