Rachel

When I was 12, my sister's friend from school, Rachel, stayed over after school. She wound up spending the night, and the next day, my sister smiled at me as we walked to our bus stop.

"Rachel thinks you're cute."

I was embarrassed but thrilled. Rachel was a beautiful 15 year-old with drop-dead looks, tall and lean, with dark hair down to her waist. From then on, I did everything I could to bother them when Rachel came over - showing off. She would giggle and smile at me, but that was the most reaction I ever got.

When I was 18, I went home from school for the weekend. Mom was out of town, visiting family, and my sister had decided to throw a party. I had no doubt that there would be a crowd having fun, and alcohol would be flowing...

I was sitting, watching something on TV when Rachel walked in - looking fantastic. She was simply stunning, wearing old jeans and t-shirt, with little or no makeup. She knew most of the people there - it's a small town with only one high school, so everyone knows everyone. I lost track of her as she talked to someone, then someone else Then she was laughing at some guy's joke across the room. I did notice that she seemed to always have a bottle in her hand - she obviously liked wine coolers. I filed that little nugget of information away in the back of my mind, as if I ever had a chance...

I went and picked up pizzas for dinner and when I got back, I noticed that Rachel was getting pretty wasted - she had been drinking several hours with nothing to eat. So I made her a plate and took it to her, getting her to sit on the sofa and eat. We sat there for 10-15 minutes, and then "So, Brian, you're home from school?"

"Yeah - I wouldn't want to miss a party!"

"Is that the only reason you came home? I figured you'd have a girlfriend..."

I'm sure I blushed a little, looking down, I told her I had a couple of dates at school, but nobody serious... all the time, thinking how great she looked. "What about you - how come you're here by yourself?" I bit my tongue as I realized my question sounded bad.

"Ohhhh - I was going out with John for a while, but we had a fight last week. He said some stuff... I decided he was DEFINITELY not the one!" She giggled a little and took another bite of pizza. "This is pretty good - thanks for making me eat. I was getting pretty bad. The last thing I need is to get sick or pass out!"

I looked over, "Don't worry - I'll make sure you're OK."

She leaned over and kissed my cheek. "You are so-o-o-o sweet! I can't believe you don't have a girl on campus!

I wanted to turn and kiss her back, but I chickened out.

She finished her food, grabbed her drink, and she was gone. I had missed any opportunity I thought I had!

The party went on until at least 2 in the morning, when the neighbor came over and asked us to cut it off. He was a good family friend, and we knew he would probably tell our mom when she came home from her trip. We also didn't want to piss him off either, so we cut the music and turned off the outside lights on the deck. At that point, we still had a dozen people in the house. The pizza was long gone, and most of the beer as well, plus a few wine coolers. I slouched on the couch as my sister was getting everyone out the door and making sure only the designated drivers were actually driving!

Finally, Rachel was saying goodbye, but she didn't have anyone to drive her, and she was definitely not in condition to drive herself! My sister told her she could stay the night and drive home in the morning.

I was zoning out on the sofa, watching TV... but I perked up when I heard that! I had just the idea for a place for her...

I didn't even get to voice my idea when she announced she could just sleep on the sofa. I made a joke about her taking my spot, but I got up and said good night. I went to my room and turned on the TV, watching a comedy show. I undressed and went to bed, wearing just my boxers, getting comfortable. I was just about asleep when I heard a soft knock. It was about 2 in the morning, and I expected it was my sister telling me to turn off the TV. "Yeah...?"

The door opened a crack and Rachel stuck her head in... "Are you still up?" Well, I am NOW!

"Yeah... come on in."

"Sorry... I couldn't sleep and I heard the TV. What are you watching?"

I was very aware I was sitting on top of my bed wearing only a pair of boxers and here was the girl of every erotic dream... "Just SNL. It's not even funny anymore, but it's OK. Eddie Murphy is pretty funny - he's doing 'Mr. Robinson's Neighborhood' right now."

We started watching and she sat on the edge of my bed, laughing.

After a few minutes, I moved over, and she leaned back against the headboard and put her feet up - stretching out. We were both laughing at the show. I would steal glances over at her - jeans, bare feet, old T-shirt...

Then I suddenly realized I was getting a hard-on. OOPS! I rolled away and adjusted myself, embarrassed... and rolled back - catching her looking at me. She smiled and went back to watching TV. After the skit was over, a commercial came on. Rachel looked over, "I can't believe you don't have a girlfriend at school. You need to get out more!" As I looked, she was grinning - she obviously meant to give me a hard time. She asked about classes I was taking, about my dorm and roommate. All this while I lay in boxers, with a hard-on, and my face about a foot from hers, laying on my bed! My brain was freaking out and I can't believe I was able to talk at all.

Out of the blue, she said, "You know... when you were little, I thought you were the cutest kid. You've really grown up... becoming a man of the world." As she grinned some more. "It was so sweet of you to take care of me earlier... I was kind of feeling sorry for myself - what with breaking up with John and all - I was drinking way too much. Some guys would have let me get wasted and crazy..."

"Well, I couldn't let you make yourself sick - the last thing I want is to be cleaning up your puke!" I grinned back... and she laughed.

"Well, thank you for being so nice." She leaned over and kissed me. This time, on the lips. At the touch, I felt consumed by fire. She had such sweet, soft lips... and a second later, I felt her tongue very softly probing as I opened my lips to her. The kiss seemed like it went on for an hour. I was laying on my side, so my left hand went to her hip. Her right hand on my hip... I was in heaven.

We gently rolled to my side, with her face above mine. She continued the kiss and her hand was on my hip when her arm brushed across the front of my shorts. Uh-oh!

I tried to move away. I just knew she'd think I was a pervert or worse.... Laugh at me. But she didn't... she broke the kiss, took in a breath and muttered..."Oh!

Rachel looked down at the obvious bulge and smiled. I didn't know what to think, but I knew I didn't want her to stop. And I didn't want her to move. But she did. Her right hand slid a little and covered the bulge. She squeezed a little and looked back at me - a wonderful smile on her face and her eyes were lit up. "Is this because of me?"

I couldn't talk. I was afraid I would wake up from the dream. Finally, I managed a whisper "Yeah...". My mind was going a mile a minute, with dozens of romantic, witty, provocative things to say, but "Yeah" was all I could manage! She kissed me again. After a minute, she kissed me again... a little harder... all while her hand was gently squeezing my cock through my boxers. She pulled back and looked at me. "Can I see it?"

She didn't wait for me to speak. Which was good because I don't think I could have. She hooked a finger in the waistband and pulled down, exposing the head of my hard cock. She was looking down at it, then lowered her head and wound up with her face right above it. I didn't want to breathe.

Rachel looked up at me with a different look on her face - she apparently liked what she saw. She said, "Ooohhh - we're going to have a little fun." And she lowered her face and licked the head and underside of my cock, making it jump.

She took my cock into her mouth and started sucking. I couldn't believe how hot and wet and wonderful this felt. I was 18, 6 feet, 190 pounds... and a virgin. I had made out with a few girls - 1 in high school, and a few away at college, but I was as shy as you could be... I loved everything about girls - loved looking at them, but when I tried to talk, and especially the thought of asking someone out...I froze. Like, embarrassingly unable to think or talk! And here I was. A girl I had dreamed of for years... was giving me my first blow job! I know I was enjoying it... and she seemed to like doing it too! I was freaking out!

She noticed me tensing up and stopped, pulling away from my cock... "Are you OK with this?" She had a concerned look on her face.

I finally was able to move my mouth AND make sound... "God, yes. You're amazing."

"What's wrong?"

"I don't know. I never imagined this could ever happen, and now that it IS... I'm freaking out a little..."

"Why? Don't you like me?"

"Of course, but I didn't think you liked me... like... this."

"Well, I didn't either, but you're so nice and I saw how excited you got, so I thought maybe I'd reward you for being so nice! Is that OK?"

"Oh God, yes."

"Would you like to see something?" as she sat up.

I looked up at her as she sat over me... and she pulled the T-shirt up and over her head. I hadn't even noticed that she wasn't wearing a bra under the shirt. Her breasts were simply amazing. Looking back, I'd guess she was a C-cup, but at the time, I was just awe-struck. She looked me in the eyes and I met her gaze for a second... then back to her tits. Her areolas were small and light pink, with small eraser-hard pink nipples. I think my jaw was hanging down, but she asked, "Do you like them? They're kind of small..."

"Th-th-they're perfect. Can I...?" as I raised my hands...

She just nodded her head. I reached up carefully - again, not wanting to ever wake up from this dream. I'm cupping her breasts while she rubs my cock, and she smiles at me. She started slowly sliding her hand up and down my shaft... slowly... tenderly. She bent back down and slid my cock back into her mouth - taking me deep into her mouth. I could feel her throat around the head of my cock. And then... I tried to fight her - I was going to cum. I tried to pull back, but she was not going to let me. I tried to tell her, but my voice wouldn't come out. "I'm...cu...I'm cum..." and then I did... I shot what felt like 5 gallons of cum into her throat. She tried to swallow and did some of it, but she was overwhelmed and some came out around my cock as she finally had to let me go.

Great! My first-ever blowjob and I cum in like 2 minutes! I was ashamed. Until I saw her smiling.

She rolled over and pulled off her shorts to reveal a pair of sexy bikini panties... that had a huge wet spot in the middle of the crotch. She pulled those off and I was face-to-face with the most beautiful pussy in the world. And I had seen hundreds... in magazines! Hers was pretty and pink, with a little bit of moisture around the lips. She had a tiny dark landing strip that had been trimmed up and looked just so sexy... and I could smell her juices. It was intoxicating.

I reached for her, but she pushed my hands away. "Roll onto your back." And I complied immediately!

She climbed back onto the bed and straddled me. My mind was spinning, and I thought maybe she would move toward my face - I would love to taste her... but that was not to be. She straddled my now-mostly-soft cock and rubbed her pussy along its length. Now, my cock is about average - maybe a little bigger... and thick. Even soft, it is thick. So, as she rubbed on it, she was getting a lot of stimulation to her pussy and her clit. Her eyes were closed and she started to moan softly.

For me, this felt unbelievably amazing. Her pussy was gushing juices and this just lubricated the way along my cock for her pussy lips to slide up...and... down. Her nipples were now hard as rocks and she was in a zone - very softly moaning and cooing. I had seen enough porn to know that I needed to help her. My hand went up to her pussy and my fingers found her clit. As I touched it, she jumped and her legs spasmed, almost causing her to fall off. Her eyes opened wide and she leaned a little forward with her hands now on my chest. This gave her some leverage and she sped up her grinding. After just a minute of this, my cock was responding - I was again hard as a rock and really well-lubricated thanks to her pussy.

Rachel raised her hips and reached between us. She guided the head of my cock between her sweet pussy lips, and before I knew what was going on, I was inside her.

Oh.... MY....GOD! My cock was inside the most beautiful girl I had ever dreamed of... the most wonderful girl on the planet...

She ever-so-slowly inched down on my cock. She had her eyes closed and a wonderful, sexy grin on her face. She opened her eyes and stared at me. I stared back. And we both groaned in the pure ecstasy and amazement we felt at the moment. She leaned down - her nipples poking my chest and she kissed me. At the same time, she lowered herself even further down on my cock. Slowly. Our kiss was tender and sweet and hungry and passionate all at the same time. She moved her mouth to my left ear, kissing and nibbling. Thanks to my earlier embarrassment, I didn't expect to cum quite so soon, but I knew I wouldn't last very long. I wanted to experience everything, so I started to thrust up to meet her... and I got the moan of approval. Soon, I was all the way inside her - her pelvis sat on mine. The feeling can not be described! And then she did something - I found out later it's called a Kegel exercise... where she consciously squeezed with her vaginal muscles - squeezing my cock inside her! She could see my reaction. I thought I would pass out from the sensory overload... she giggled. And then we started to fuck. She rose up and then came down as I thrust up to meet her... again and again... A few times, I heard the "slap" of skin on skin as we met. It wasn't too long before she became really flushed, she moved quicker. My fingers found her clit and she bit her lip. She slammed herself onto my cock and seemed to "growl" as she shook and spasmed. I could feel her pussy clamp down on my cock like a vise. Her orgasm lasted a good 2 minutes. My pelvis and belly were slick with the juices that leaked out. When it was over, she looked at me with a small smile and her eyes glazed over. Then she started moving again. She brought her hand down and ran her nails along the side of my cock as she rode up and down. Then she leaned down and kissed me, holding me. Her hands around me, clutching my back as she rode my cock.

I could feel it coming - I told her I would cum soon. She smiled and said "Go ahead. I'm on the pill." And I did. I thrust up one more time and my hands went to her perfect ass. I grabbed ahold and held her as I pumped one more time. My cock spewed another gallon deep inside as she held on tight. We stayed like that for minutes, just holding each other - her mouth next to my ear.

"You know I've only been with one other guy..., but it was nothing like this."

"Well, you've got me beat - this was my first time..." at which she pulled her head back - "You're a virgin? I thought you had girlfriends at school!"

"I've dated a few, but I haven't gone far. I guess I'm a little shy - I freeze when I try to talk to a girl."

"Well you didn't freeze up with me!" She laughed and rolled onto her side, facing me. We just looked into each other's eyes...

"Well, I really need to clean up. Think I can sneak into the bathroom?" With that, she was up and quietly opening the door. She snuck out wearing just panties and bra, and a few minutes later, I could hear the water running. A few minutes later, my sister opened my door and stuck her head in, "Is that Rachel in the shower?" I tried to look innocent... "I guess so... it's not me." She just shook her head and puling the door closed, I heard, "What the hell? It's barely daylight..."

I got up and wiped myself with my t-shirt from last night, making a mental note to do my laundry myself - my sheets were pretty damp and smelled....suspicious!

I dressed and walked into the kitchen to get a drink when Rachel came out of the bathroom, in the same clothes, hair wet and a giant smile on her face. GOD, was she amazingly beautiful! She gave me a look like she was wondering what I was doing. I finished my drink and walked closer. I told her my sister had gotten up, but was back in her bedroom. I got a nice hug and a kiss that lingered... Man, she smelled so nice. AND it was obvious she was not wearing a bra! I must have had a look of confusion, but she smiled and whispered, "I had a great time. You?" I could pretty much just nod my head as the blood was draining from my brain to somewhere else... Her face blushed just a little and she asked if she could come by again some time. I could only nod...

At that, I could hear my sister come from her room and she asked, "What are you guys doing?" Since my brain wasn't working, after a second's pause, Rachel said, "I was trying to talk Brian into feeding me some breakfast, but he hasn't said anything." She put on a pouty face, and they both started laughing. I suggested we go out ot get breakfast, and they both agreed that sounded good. As she turned to go, Rachel winked and blew me a kiss.

A few minutes later, as I pulled on a clean shirt, my door opened and Rachel stepped in. She asked for my phone number at school (This waws before everyone had cell phones). I wrote it on a piece of scrap paper and handed it to her. Since school was a couple hours away, I had already thought I wouldn't see her much after this visit, but it would be nice to talk on the phone. She tucked the paper into her pocket and walked out.

Breakfast was pretty uneventful as we went to a little diner in town. Rachel sat across from me and my sister next to her. It turned out Rachel was pretty hungry and ate a huge breakfast. I could only watch and my sister and I joked about it. Rachel looked at me and explained that she's always hungry when she doesn't get much sleep. And winked at me. I could feel my face go bright red, but my sister was pretty clueless and had no reaction. I, on the other hand, had a pretty big reaction as I remembered....

After eating, we went back to the house and Rachel announced she had to go home. She went into the kitchen and said goodbye to my sister - she was saying that it had been the best party she could remember, and they should do it again. As she went to the door, I got up and went to open the door. She said goodbye, and then gave me a long hug. She pressed her pelvis hard against my growing hardon, looked to make sure my sister wasn't watching, then gave me a very passionate kiss. "I really enjoyed last night... and this morning. When are you going back to school?" I explained that I had to be back in a couple of days.

She slipped a piece of paper into my hand. "I have most of tomorrow off. Call me."

"I'll think about it..."