Iliana asks him, "Can you change here?" He asks if she's sure. When Iliana nods her head yes, Kai goes and locks the door, dims the light, and removes his jeans and shirt.
Sitting back on the couch, Kai takes Iliana's hands and places them on his chest. Feeling his bare skin, Iliana jumps as though burnt. She eases her hands back onto his skin and begins to slowly feel his chest, shoulders, neck and then down his chest to his belly. Stopping where his underwear begin, she looks him in the eyes. He sees her question, he feels it. He begins kissing her again, his hands sliding down her back. This time on their way up, they slide beneath her shirt. Feeling his hands on her bare skin, she moans quietly. Hearing this part sigh part moan, Kai knows Iliana is getting aroused again. He moves his kiss down her neck making her gasp. He stops. She pulls his head back to her neck. Kai eagerly begins again, kissing and sucking Iliana's soft neck. Moaning as he reaches her pulse, she begins to pull away. Realising he's found a sensitive spot, he pulls her closer and really sucks and licks til she's squirming and sighing.
Sliding one hand towards her front, he brings it up to cup her breast. She gasps again. Again Kai stops. Uncertainty fills her eyes. As Kai begins to move his hand away, she puts her own hand there to stop him. Searching her eyes, Kai silently asks if she's sure.
Iliana looks at him, shakes her head yes and says, "Please."
Kai decides now is not a good time to mention he's a virgin. She might really get scared, thinking he doesn't know what he's doing. He unbuttons Iliana's blouse, revealing a beautiful, skin colored lace bra. Seeing her nipples straining through the material, he rubs his hand over one. Watching her respond with a gasp and a sigh, Kai moves to the next one. Iliana asks if she should take it off. Kai says only if she feels comfortable enough to do it.
Deciding she wants to give her virginity to Kai, Iliana stands, and shocks him by removing her blouse and skirt, revealing a matching lace thong. Seeing her creamy skin, taut stomach and full breasts, Kai's erection grows harder. Knowing he'll explode on impact, he tries to calm himself. Iliana looks at him, questioningly. Kai, knowing he can't hide it much longer, tells her he's a virgin. Iliana, shocked at first, smiles. As Iliana goes to sit next to him again, he tells her to stay standing. Kai stands, giving her a complete view of just how aroused he is. He tells her he'll probably cum before they get very far. Knowing this could take awhile, Iliana asks if she could stay the night. His hands on her shoulders, Kai asks if she's sure. She says yes.
Agreeing, Kai tells her he needs to calm down and get dressed. Shocked Iliana asks why. Kai wants to let Judd know she's fallen asleep and will be staying. Iliana replaces her own clothing and gets in the bed.
After dressing, Kai goes out to the patio where the guys are getting pretty wasted. One asks if Kai got lucky. He replies that while he'd like to, he didn't. She's asleep and if Judd has no problem with it, she can stay the night and Kai would get her home next morning. Judd's fine with it. Kai stays on the patio a bit longer, tells everyone goodnight, and heads to bed. They all know where the guest room is.
As Kai returns to his room, he realises Iliana will probably be shy all over again, so he'll have to work at remaining calm while arousing her. Quietly opening the door, Kai spies Iliana on his bed, and her blouse and skirt are on the couch. He thought she put them back on. Closing and locking the door, he removes all his clothing and climbs into bed with her. As he wraps his arms around Iliana, Kai's shocked to find nothing there. Hesitant at first, he moves in behind her, kissing her shoulder and feeling her nipples with his hands. She presses against him and, feeling his erection pressed into her back, gasps as her eyes pop open. They both freeze, unsure. Slowly, Kai begins rubbing her nipples again, looking for the pulse on her neck with his lips so he can assault it with kisses.
As she begins sighing and moaning, she squirms from the onslaught of kisses to her pulse. Squirming against Kai's erection. Feeling it rub against her, Iliana decides to turn over and see it. It's big. It's the only one she's ever seen, but she knows big when she sees it. Easily 9 inches, Iliana is suddenly apprehensive.
Kai sees her fear. Reaching for her hands, he has her hold it. Feeling her wrap her soft hands around his hard erection makes him moan. Seeing his reaction, Iliana begins to relax and run her hands up and down this new delight. Kai groans. Iliana remembers hearing her friends talk of kissing their boyfriend's erections, and wonders about it. She asks Kai if he'd mind. Eyes wide he says he'd love it. Slowly bending down to gently kiss it, Iliana listens for Kai's reaction. A hiss of air through his teeth tells her she's on the right track. Slowly licking it like an icecream cone, and sucking it every few licks, she soon tastes something from it. Asking Kai, he tells her it's pre-cum, but that if she keeps that up much longer it'll be real cum. Grinning, she decides to take her chances. Liking the taste, she continues her ministrations. Kai groans, then tells her she needs to stop soon or she'll be getting a big surprise. Looking up at him, her mouth full of his erection, Iliana sucks harder, bringing Kai closer to the edge. Seeing his erection being swallowed by this amazing woman was just too much. He lost it. Shooting his load into her pretty mouth, Kai grabbed a pillow and groaned loudly into it. Iliana, shocked at first, sucked and swallowed, enjoying the salty taste of Kai's seed. She noticed her sucking was soon causing him to convulse. Worried she stopped.
Smiling at Iliana, Kai pulled her down next to him and began to run his hands over the front of her body. Soon Iliana was softly moaning with pleasure. Just as she was starting to heat up, Kai had cooled down enough to move again. He looked at Iliana and said your turn. Not knowing what Kai meant, Iliana tensed. He kissed her neck, her collar bone, found her pulse and lavished attention upon it, making her squirm. He rubbed one nipple with one hand, and suckled the other nipple. Iliana moaned. He moved to suckle the other nipple and she moaned again. Slowly working his way down to her warm center, Kai tasted Iliana's body. As he reached her womanhood, Kai slowed his pace, judged Iliana's reaction. She was again apprehensive. He assured her it would be fine. No pain involved. He noticed she didn't have much hair. Seeing no stubble, he realised it was natural. Feeling Kai's heated breath on her most private place, she shivered. Part anticipation as she'd heard from her friends how amazing this was supposed to feel, and part apprehension as it was all so new to her. As Kai licked her labia, Iliana tensed. Kai stopped. Iliana relaxed and Kai started again. Soon he spread her lips and and lightly blew on her clit. As she moaned prettily, Kai began to lick, quick little licks, and suckle her clit. Feeling it bulb out and harden, he heard Iliana gasp and moan. Hands griping the sheet, squirming under Kai's tongue, Iliana wondered at these new sensations. Yet each time Kai stopped, Iliana pushed her hips toward his mouth, begging for more. The heat at her core became a burn, she needed more. It didn't take long before Kai brought Iliana to an orgasm.
Mewling, quietly moaning, Iliana squirmed under Kai's tongue. Slowing, Kai moved his tongue off her clit and to the entrance of Iliana's womanhood. As he slid it in and out, Iliana moaned, squirming even more. Kai, fully aroused again, wanted this woman completely. Knowing it would hurt her, Kai began using a finger on Iliana. At first she jumped, but she was so aroused she soon got into it. Taking his finger and moving it to the left and right along the opening, he massaged Iliana open. Slowly sliding in a second finger while suckling Iliana's nipples, Iliana didn't even flinch. So invloved in the sensations of her orgasm, and the heightened sensations it brought to her body, she seemed oblivious. Many minutes later, Kai slowly added a third finger to the massage. Careful not to go in far, he simply massaged left and right along the opening. Feeling Iliana grow more and more aroused, Kai got up between her legs and positioned himself. Iliana wanted him so bad she tried pulling him to her.
Not wanting to hurt her, Kai forced them both to go slow. He'd heard enough of his friends talk about their adventures taking girls' virginity. He wanted this to be memorable for Iliana. Slowly placing the head into her opening, Kai began to move gently and slowly in and out til he felt the resistance of her maidenhead. He stopped and back off a bit. Moving slowly forward, rubbing Iliana's nipple with one of his hands to keep her aroused, Kai pushed into her maidenhead again. Iliana, so aroused, did not flinch. On the 5th time Kai bent over Iliana and began suckling her pulse at her neck, knowing it would take her mind off his penetration of her. As she squirmed, he slowly pushed his way through. As he broke her maidenhead, he felt her tense up and gasp. Keeping his motions slow and steady, and continuing to suckle her neck, Kai quickly brought Iliana away from pain and into arousal. As she began to move with him, Kai knew Iliana to be enjoying her first time. He slowly increased his pace, suckling at her nipples, making her moan. Feeling her squeeze her walls around him, he soon grew close losing control.
Slowing down so as not to end this too soon, Kai watched Iliana's reactions. Seeing her near an orgasm, Kai brought her into one, and as she was convulsing in pleasure, he exploded his seed deep within her, groaning into her neck. Their energy spent, they lay wrapped in each others arms. Iliana asked if all first times are like that. Kai reminded her that this was his first time, and from what he'd heard, they weren't even close. He asked Iliana if she was alright. Saying yes, Iliana leaned in and gave Kai a deep, searching kiss. Long minutes later they came up for air. Wanting to do it again, Kai suggested sleep first. Iliana's thighs were still shaking from having them wrapped around Kai. Kai said next round, she'd be on top of him. Nervous, but excited, Iliana cuddled up next to Kai and slept as he held her.