UFAICG

So I'm a little older than my sister, and I've been told I am a pretty attractive guy. I've done a few things with a few girls, but nothing could have prepared me for what was about to happen this one regular, normal spring day. I'd just gotten back from Uni and I was pretty beat. It had been a rough day, and all I wanted to do really was lay in bed and zone out for a few hours. So that's exactly what I did. I threw my homework aside, stripped down to my boxers, put on my headphones and hopped onto my bed. Laying back, I closed my eyes and listened to some nice quiet relaxing music. Not a care in the world… until Clementine came in.

I didn't even know she'd entered the room. I think I was half asleep and I couldn't hear with the headphones, but Clementine had crept in quietly, wearing a small pink tanktop and a pair of neon green panties. Nothing else. And there I was on my bed in nothing but a loose pair of boxers. So to anyone else, this would be a super weird scene. It was even to me a little.

I felt someone press down on the bed, and I opened one eye to see Clementine crawling up beside me. 

Clementine looked amazing. Short and lean, but with hints of femininity. Her round breasts and smooth, pale skin looked enticing in the black panties and bra she wore. I was coming to realise I would have to re-evaluate my opinion of my sister’s little friend at some point. Somehow, without me even knowing it, she had grown up to become one of the sexiest girls I had ever laid eyes on. I would best describe her as my petite, raven haired buddy. Her long dark locks of jet black hair framed her innocent looking little girl face. She was 10 years old when I met her but ten years had passed and it was as if I was seeing a glimpse of the woman she was finally becoming. She looked up at me through long eyelashes and dark eye makeup, her piercing pale blue eyes glistened, as she looked at me quizzically. The way she would often bite her lower lip, and the way she would giggle made her seem more like a teenager again.

Why was she single, with a body like that? She reached up and lifted one side of my headphones, whispering:

"Hey there..."

"Hey…" I groaned, "What's up?"

"Oh nothing," she said, kneeling beside me, "Just seeing what you're up to."

"Oh, well I'm napping," I said, eyes closed, "As you can probably see."

"Hmm," she said looking down at me, "Well can I nap with you?"

"No," I said, removing my headphones, "and what are you wearing?"

She held her arms stiffly to the sides, suddenly looking more than a little embarrassed at being ogled by her girlfriend’s brother. The playfully Clementine giggled, "Haha! My napping clothes! When Rachel gets in we are raiding her wardrobe and heading out. I’m just in between outfits. Anyway, what are YOU wearing?"

"Practically nothing!" I shot back, "So go pester Rachel, it’s been a long day."

Clementine looked down and slapped me on the belly.

"She’s not here yet and I don't care," she said, "I’ve seen you in your underwear before, anyway. Are you gonna stare all mine day, or do you have an opinion abut my lingerie?" Clementine asked, a bit too smugly, batting her eyelashes.

"Yeah, you look good," I said as nonchalantly as possible. In truth I was already trying my best not to imagine my long time playmate, naked. She could get any guy to start drooling if she came into the room looking like that. For a moment I forgot she was my sister’s friend and saw only the sexy raven haired woman on my bed.

I didn't respond. I just laid there, pretending to sleep while Clementine made a spot for herself next to me. I did open one eye took look when I noticed she'd done something a little weird. Instead of laying next to me with her head up by the pillows, she crawled upside down and put her head near my leg and her feet up by my head. From where my head was, all I could really see was her feet and her butt. So I looked at her for a minute or two and willed my body not to react to the scene. Clemie did after all have a nice ass, and I could make out a little bit more underneath her panties, like the outline of her pussy, but just a little bit. I knew I needed to stop so I closed my eyes and I really didn't think much of it. I was indeed pretty tired.

"Hey, were you looking at my butt?" Clementine's voice came from down below me.

"No," I moaned, "If you are waiting for Rachel then just go to sleep in her bed."

“I’m happy here. We don’t get much time together these days. Rachel is pretty protective of her big brother.”

“I need to be protected from you!” We both laughed a little and I felt her snuggle in. I listened to her breathing as it became more regular and I let myself drift away feeling the comfortable heat of her body.

We both slept, or pretended to at least, for a little bit. There was complete silence for a good ten minutes. Then Clementine shifted a little and I woke up to feel her put her hand over my stomach, feeling my smooth skin for a moment. I noticed, but it didn't phase me too much. She was just making herself comfortable, and if putting her arm around someone kept her quiet, then so be it. I didn't mind. We were friends.

So we napped with each other for a little while. Me on my back lying straight up and down. And Clementine next to me, upside down, curled in a fetal position with her hand over my belly. Every once in a while she would move her hand a little. I wasn't sure if she'd even noticed, but I noticed her hand, every five minutes or so, would move just a little bit lower toward my boxers. Then suddenly I felt something lift up the hole in the front of my boxers. Clementine was looking through the hole like someone lifting up a curtain. I quickly put my hand down on hers.

"Excuse me, just what are you doing?" I said.

"I thought you were sleeping," she said in a giggly voice, "I was just having a peek."

"At what, my junk?" I asked.

"Yeah, duh," she looked at me and moved her head so it was resting on my upper left leg.

"Why... do you want… to see my penis..." I yawned.

"Because I never have and Rachel has."

"Well so what," I said, "I've never seen your boobs before and I don't care."

"Would you like to?" she asked.

"No Clemie, that would be weird." I said.

"No it's not."

"Yes it is"

"No it's not."

"Yes it is."

"Come on..." she said, "Just let me see it once, and I won't ask again. I'm curious."

"Curious of what?" I asked.

"I dunno," she said biting her lip, "How big is it?"

"It's big enough," I said.

"Prove it!" she shot back.

"Ughh..." I laid my head back and closed my eyes again, "Ok.. you can take ONE good peek, and that's it. Have at it."

"Yayy!!" she squealed like a giddy little girl.

I rested my hands behind my head and looked at the ceiling as Clementine raised her right arm again and began to lift up the flap in the front of my boxers. Her eyes were wide as she looked inside. Genuine curiosity on her face. She gazed and smiled at the look of my penis as it rested before her. I looked down at her wondering when Rachel had last seen my dick.

"Are you satisfied?" I asked.

"Awww," she moaned, "It's adorable!"

"It's adorable??"

"Yeah it is!" she said, still looking at it, "Who knew after all this time that my best friend’s brother had such an adorable penis."

"Haha," I laughed, "Alright, well you had your fun. Time to put the penis away."

"Awww," she frowned up at me, "Can't I hold it?"

"Absolutely not." I said.

"Why, are you afraid you're gonna get a boner?"

"No," I said, "It's just super weird for you of all people to be holding my penis. We grew up together! We are friends… you're my sister's best friend and that's why."

"Hahaha," she laughed, "Well it's not like I wanna jerk you off. I just wanna play with it a little. I've never really just looked and examined one up close before."

"I don’t believe that! Bullshit. You want to examine my penis?" I said, "What are we, preteens? Are we playing doctor?"

"Oooh," her face lit up, "You wanna?"

"What has gotten into you? No!" I laughed.

“You always tell me your stories when other girls get to enjoy this thing?”

“That’s different. It’s just… banter.”

“Banter?”

“Just banter between mates.”

“Have I ever told you stories about when I get laid?”

“No…”

“No! Because there aren’t really any to tell that can hope to live up to yours.”

"Just… knock it off! I'm still napping. I need to clear my head."

"Well I'm gonna touch it anyway," she said as she reached into my boxers.

She did manage to get her delicate fingers onto it for a second before I snatched her hand up.

"Are you crazy?” I yelled.

She laid back and started laughing.

"Just let me hold it, for a minute, and then I'll stop."

"That's what you said about just looking at it," I said, and we both stared at each other for a minute or two. “Rachel could come home any minute.”

“No… she’s meeting a boy. She’ll be ages.”

“She is?”

“So let me feel it… please?”

I knew she wasn't going to stop. Once Clementine puts her mind to something, there IS no stopping her. I was going to lose. As always, but that was ok, I guess it wouldn't be all that bad, I thought. Worse that could happen, some pretty girl plays with my dick a little bit. She seemed to like it and I liked to make the little, annoying, goth like creature happy. Worse things have definitely happened.

"Ok," I gave in, collapsing back, "Quickly. I am in no mood to be your science experiment. Get your examination out of the way and then I can get back to my own studies."

"Deal!" she whispered.

Her hand reached in again and I quivered a little when her fingers touched me. She spread open the hole in my boxers and kind of pinched my dick between two fingers. Raising it up and turning it in her fingers like a scientist examining a specimen. Only this scientist happened to be my sister’s best friend, and she was half naked in my bed, playing with my flacid penis. She laid her head back on my leg and smiled as she turned it over and back, pointing it in different directions.

"It is nice," she said, "Even if it isn't hard. When it’s erect does it get much bigger?"

"Uhh," I guess I was playing along now, "Yeah I guess. Bigger and thinker. I don’t know what Rachel has told you. I’m not huge!"

"Hmmm… You got to play with the tip, right?" she asked, like she didn't know, "To make it hard?"

"Uhhh, yeah," I said, "That'll probably do it."

"Like this?" she said, and she rubbed her thumb around the tip a few times.

A weird sensation came over me and my first instinct was to gasp and grab her hand away.

"Hahaha," she laughed, "Did it work?"

"No," I said, "It didn't. Time's up. Leave my poor little guy alone."

"Ohhhh ok," she said and laid her head back down.

I laid mine back again too. Closed my eyes and pretended nothing had just happened between my little sister’s friend and my penis. But it was already too late. The touch of her thumb must have triggered something and I felt my cock slowly start to rise. I knew Clementine was still looking at it too.

"Look! It's moving!" she whispered, "Did I do that?"

"No," I said, eyes still closed, "It just does that on its own. Leave it alone."

"Awww," she continued, "It's poking it's cute little head out!"

And she was right. It was. My cock was slowly rising and was sticking through the hole in the front of my boxers. I decided to just lay there and do nothing. If I ignored it, it might go down. But this was not the case. And then...

"Oh wow… Rachel was right!" Clementine sang.

And there was a tingling in my cock that sent waves up my spine as Clementine gently tickled the underside of my shaft.

"Oh my god.." I whispered, still lying, "Don't do that!"

She giggled and did it again. With two fingers she slowly caressed to underside of my rising shaft. Up, and then down.

"Stop…" I whispered, looking down. I placed my hand on top of hers, but she kept on going. "You need to st... stop.."

My eyes rolled back and my mouth opened wide. My feet trembled in their socks. My toes stretched as far as they could go. Clementine continued to smile and gently caress my hardening cock. This was a game to her, and I wanted so badly to make her stop, but it just felt soooo good. I couldn't. My body froze up and I looked down. What I saw was my hard cock, standing straight up towards my face and my childhood friend smiling, giggling face right next to it, singing "Oh my, oh my, oh wow..." while her fingertips gently and slowly moved up and down... up and down on my hard cock. I looked over at her ass, trying to take my mind off of what was happening. She stuck her butt up in the air.

"Grab my ass," she whispered, and she smacked her butt.

My left hand shot out and I grabbed onto Clementine's ass like someone trying to stop themselves from falling over. Her hand went right back to my cock, but instead of just caressing it, she wrapped her whole hand around it.

"Oh my god..." I whispered again, my breath trembling.

I couldn't believe what was happening. I looked down and saw my playmate of ten years, staring at my hard cock as she gripped it firmly in her hand. She lifted it up so it pointed at the ceiling. She gave it a little squeeze and then raised her hand up, and then down again. And then back up, and then down again. My balls raised up with each movement, my skin folding up and down with her hand.

"Clementine.." I breathed out, "You can't..."

"Shhhhh, just lay back," she whispered. Then with a pouty face she said, "You've had a rough day."

"Wheeeww" I sighed, looking up. Eyes wide, I tried hard to come to terms with what was happening, "Ok," I whispered, "...ok."

I looked back at the ass I was holding on for dear life to. I started moving my thumb around it, grabbing different parts. Playing with her ass like something to squeeze to take my mind off of some sort of pain. But this was not pain I was feeling. It was pure pleasure. Clemie pumped a few more times on my cock and I was rock hard. My little sister’s bestie was officially jerking me off. How was this happening? As her hand came back down, she swirled her thumb around the tip of my cock, lubing it up for the next pump. My hips started rocking with the rhythm of each pump, like I was starting to fuck her hand. I was no longer resisting.

I stared at the ceiling. No, this isn’t happening, little Clemie isn’t masturbating me… No… she isn’t… A really hot girl is jerking me off, I thought and my perception completely changed. I looked back at her ass and moved my thumb a little bit under her panties. Her butt felt warmer the closer I brought my thumb toward her pussy. She was moving her head a little closer to my cock, and she started licking the shaft, up and down at first as she pumped my cock with her hand. She pointed my cock toward her face and licked up the shaft to the head. Then she brought her head up and aimed my cock toward her mouth. I felt a deeply warm sensation throughout my whole body as I watched my childhood friend’s head slowly lower onto my cock and it disappeared into her mouth.

"Ohhhh fuuuuck...," I moaned.

"Mmmmm.." she moaned back with her mouth full.

She acted like she was all so innocent but she knew what she was doing. Clementine began slowly bobbing her head up and down, sucking my cock while swirling her tongue around the tip with each suck. Examining me still, but with her mouth now and her tongue. Feeling the texture of the head of my shaft. Keeping her hand planted at the base, she would pump the shaft a little with her hand every few sucks. Oh yes, she knew what she was doing.

"Mmmm.." she moaned again with her mouth full and her dark eye makeup now runnin down each cheek.

Again I looked at her ass. I saw some movement underneath her panties, over her pussy. She was fingering herself while she blew me. Swirling her finger around her clit with her other hand. I moved my thumb a bit closer and felt the outer rim of her vagina. There was stubble there from when she last shaved her pussy, and I moved my thumb a little further in, under her panties until my thumb became warm and wet. She rocked her hips a little, letting me know that I should keep going. When I found the hole I plunged my thumb as deep in as it would go. Her muscles tightened, locking my thumb in like a vacuum seal.

"Mmmm, yeah," she moaned again.

She spit out my cock and looked at me with her mouth wide open. She was jerking me off again, and this time my cock was all wet with her saliva. Her hand pumping on my cock made wet noises, and I could hear her fingers swirling around her wet clit also. Her hips began to rock with the rhythm of her hand pumping and my own hand, thumb fucking her pussy. With the rest of my hand I felt deep underneath her panties. Slid my finger into the crack of her ass and found her warm asshole. I kept my fingers there, resting against her asshole as I pumped my thumb in and out of her pussy while she fingered her clit and jerked me off. She brought her mouth down around my cock and started sucking me again. My breath became heavier. There was no going back, and suddenly the feeling became almost too much. She was sucking harder and faster, and fingering her clit even faster also. A wet spot appeared over her and my hand on her panties and I shoved my thumb in deeper. The deeper I went the louder she'd moan. My hips started trembling and my butt lifted off the bed.

"Oh god," I gasped, "I'm gonna cum..."

She spit my cock out again and started furiously pumping my cock with her hand, faster and faster. She raised her upper torso to look down at what she was doing. My body was locked in an arch as I began my descent into orgasm. Her hand sliding rapidly up and down my wet shaft, I plunged my thumb into her pussy as deep as it would go. Wrinkles showed on her forehead and her mouth drooped open. Her face was much more serious now, and she was furiously rubbing her clit.

"Oh my go-..." I sputtered out, "Oh god.. ahh-ahhh... Mmmmmmm!!"

I pointed my cock straight up into the air, and with a few more hard jerks, a white stream of cum shot out from the tip of my cock and arched high into the air. I came with such force that it blasted above us both, just missing Clementine's face and came down in her in black hair, right by her left ear.

"Yeahhh haha, there ya go..." she moaned, slowing down a bit on her fist pumps. Admiring her handy work as I watched my white, sticky seed contrasted upon her now less than immaculate, dark hair.

I was still cumming, even after the shot into her hair. In fact, I think I was cumming more than I'd ever cum in my life. Another stream shot out, but not as far and landed back on my cock, running down the side of Clementine's hand. And then another, coming out a little slower, running down the other side of her hand. My hips trembled a bit more and more cum came out, covering her hand in pearly white goo. She still held on but had stopped pumping. Her other hand now just froze underneath her panties. Her knuckles touching the side of my thumb, still planted deep inside her.

I slowly slid my thumb out, feeling the cool air on my wet thumb. Her ass cheeks resisted a little as I pulled the rest of my hand out. Still looking down, admiring what she'd done, she opened her hand and let my wet hard cock drop and slap against my lower belly. Strings of cum still connected her hand and my cock as she raised her hand up. Looking at it and then at me. She showed me her cum covered hand. She smiled and laughed.

"I think I need a towel," she said.

"Ok," I whispered.

Then as I reached over the side of my bed, careful not to move too much, Clementine swung her leg up and, propping herself over me, she brought it over the other side of my body. Straddling me now, still holding her hand up. Some cum dripped from her hand onto my belly. I grabbed a used towel from beside my bed on the floor and held it up to her.

"Here." I said.

"Thanks!" she chirped cheerily.

She took the towel in both hands and started drying them off as she sat cowboy style over me. I could feel the warmth of her pussy on my cock and I realised there was only a thin layer of her green panties separating my still hard cock from her wet pussy. She noticed me looking and she looked down too. She gave a slow humping motion and grinded her pussy over my hard cock. We both moaned, looking down. She humped again. This time I grinded back and made her hips tremble. She closed her eyes and we both slowly grinded each other for a moment. Going slower with each rock of our hips. She lifted her head quickly, flipping her straight, black hair back and opening her amazing pale blue eyes. She took a real deep breath in and let it out loud.

"Ahhh..." she sighed. Looking down at me, she smiled and raised one eyebrow as if I was meant to say something.

I pointed my finger towards my temple, "You’ve still got some in your hair."

She giggled and touched the cum streak in her hair. Gripping the strand of hair in two fingers, she strained the cum out and rolled it in her fingers. Opening and closing her fingers, examining its consistency. Then, looking at me smiling, showing her teeth, she brought it to her face and stuck out her tongue. My eyes widened. Was she going to lick my cum off her fingers? Centimeters away, she started laughing, and instead rubbed the cum off onto my chest.

"Hey!" I laughed.

"Here," she said bringing the towel back up, "Let me help you."

I looked down and watched my little sister’s friend wipe the cum off my chest and my belly, then another amazing sensation shot through me again as she grabbed my cock with the towel and whirled it around a little. Drying my cock with the towel, I moaned once more and then collapsed back onto my pillow. Clementine slapped my chest, then leaned in toward me, smiling.

"Well?" she said.

"Well...? Haha.." I laughed, "Well what..?"

"Well how did I do?" she remained leaning in close, staring into my eyes, waiting for my response.

"Uhhh.. well," I said, trying to come up with an answer, "Great! I guess.. I mean.. Wow."

"Haha," she said, possibly feeling as awkward as I was, "Didn't know that I had it in me did you?"

"Uhh, haha.." I was speechless, "I was definitely not expecting that... Not one bit."

She smirked and continued staring into my eyes.

"You know.." she said, thinking, "We don't have to, like... tell anybody or anything."

"Yeah I know," I said back, "I definitely won't be."

"Just like, uhhh.." she said, still thinking, "Some fun between two friends."

"Right," I said, smiling back, "I know."

She smiled wider, and we both gazed into each other's eyes, reading each other's thoughts for a moment. She still had me straddled and was bent forward overtop of me. I looked down and realised I could see down her shirt a little. She had nice medium breasts. Not too big, but round even when pointing down. She looked down too at her own boobs and then back at me, smiling with her teeth.

"Oh, you haven’t seen them and I suppose you should. Here!" she said.

Then she sat up straight, crossed her arms gripping the bottom of her pink tanktop, and in one swift move she lifted her tanktop over her head and tossed it on the floor beside us. She lowered her head, sitting up straight overtop of me, bare chested. She looked down at her boobs, then up at me. I stared for a moment, scanning her body from her legs around each side of me to her bright green panties over my softening cock, still dripping a little. Then I looked at her nice white flat belly, and finally up at her unleashed small, round breasts. They were in full form, not held in anymore but fanned out a little to the sides, freed from their confines. Her small pink nipples stuck out a little. Probably harder now in the open air. She stuck out her chest, presenting them to me like a final trophy image to take with me.

"Nice…" was all I could bring myself to say.

She giggled, then brought her hands up around her boobs, pressing them together for me. Still holding them, she swung her leg up and over me and shifted so she was sitting beside me on the bed. Her feet on the floor. She looked over at me once more.

"I mean it," she said, "Don't tell anybody. Especially Rachel."

"I know," I said, "I won't."

Then she stood up, still cupping her boobs, turned and left the room. I watched her ass bounce a little, the few steps she took before disappearing. Leaving my door open and her shirt still on my floor. I looked back up at the ceiling.

"Wow..." I whispered to nobody.

I lay back on the bed, still in just my boxers with my flacid penis still out, resting upward on my lower belly. I breathed deeply and pondered what had just happened, feeling the cool air on my cock, still a little wet from cum and saliva. I smiled. I think I was ok. In fact I knew I was. Clementine had just given me some pretty sweet head, and now she was probably back in Rachel’s room waiting for her, her mind probably already on something else. 

My unexpected encounter was over but I was thankful for it. I made the decision right then and there to not be weird about it - I knew I didn’t want to ruin our friendship. But something told me that deep down that I always wanted something to happen. Maybe Clementine had also been thinking the same thing? I kinda hoped so. It was something that needed to happen, and now we could move on. Still smiling, I closed my eyes and drifted slowly off into deep space. Not sleeping, but not thinking either. Just smiling, resting and enjoying this very good end to my rather rough day. I brought my thumb to my nose and breathed in the aroma of Clementine’s sweet young pussy. I held it in for a moment and let it go. I was at peace.

________

Rachel must have returned while I was still in that blissful state post orgasm. I didn’t hear her but I could smell whatever experimental cuisine both she and Clementine were concocting in the kitchen. My sister often prepared dinner when our parents were running late. Joining the girls in the kitchen turned out to be a little uncomfortable, strange and instantly regrettable. It was only a few hours later, but the last time I had seen Clementine she was topless with my cum in her hair. I entered the kitchen and waved to my sister, then I smiled at Clementine as she breezed by. She returned the smile with raised eyebrows and quickly sat down. Letting me know this was probably just as weird for her. With our heads down, we ate quietly. Making small talk here and there with Rachel. Looking at each other a few times, and then Rachel asked us what we did when we got home. We both froze and looked at each other.

"We just..." we both said at the same time.

"...Took naps," I said, "I took a nap."

"Me too," said Clementine quickly.

"Oh!" said my suddenly inquisitive sister, "Must be well rested then. Clementine’s staying over tonight - so no hogging the bathroom!"

We all chuckled and Clementine looked over at me, smiling. She made a face as to say YIKES! And grinded her teeth. I grinned back and I kicked her leg under the table. Rachel seemed not to notice.

After dinner I was up in my room on my computer, reading news articles and whatnot. No music on or anything. I just stared blankly at the screen. I could hear Clementine in the shower, and I wondered for a moment or so how she might look in there. Now that I had seen more of her than I ever had, I had a pretty clear mental image. Her arms stretched up over her head. Her pale skin glistening in the water. Her eyes closed. Her breasts perked up by her stretched arms...

I reached down and grabbed my swelling cock through my pajama pants. Closing my eyes, I thought about earlier. I then heard the shower turn off. I let go and faced the screen again. I couldn't be jerking off every time my sister’s friend takes a shower. So I scrolled through some more pages, thoughts about sex aside. I heard the bathroom door open from down the hall. Listening intently, I heard the TV that Rachel was watching downstairs, and I heard my bedroom door creak open a little.

"Hey!" Clementine whispered from the crack in the door.

I looked behind me, "Yo!" I said normally, "What's up?"

Clementine opened my door. She stepped into my room, wearing nothing but a white robe, with a towel over her head, drying her hair. Looking up, she pulled her wet black hair back and wrapped it up with her light purple towel.

"Oh nothing," she said, looking around, "Just got out the shower."

I nodded, looking up at her from my computer chair. Crossing her arms, she brought her right hand up and rested her chin on it. Tapping her barefoot on my rug, she looked at me with sort of an adoring smirk. I smiled back.

"Can I... help you with something?" I said, raising my eyebrows.

"Nope..." Clementine responded quite shortly.

She continued looking at me.

"Do you feel weird about earlier?" she asked me in a quieter voice.

"No, it's all good," I smiled, "Don't worry about it. I liked it!"

Clementine opened her mouth mimicking a loud laugh.

"Haha, good!" she whispered, grabbing the colIar of her robe, "So… do you want to see me naked again?"

"Right now?" I said back, my eyes widening.

"Yeah!" she smiled, "I love being naked!"

"Uhhh, Rachel is just downstairs…" I said, "but yeah, I guess… Obviously!"

Then I whispered.

"But shut the door first!" and I pointed down.

She quietly laughed and turned around, being as quiet as possible, and she shut my bedroom door and locked it behind her. Turning back to me, she pursed her lips and took a few steps toward me like an underwear model walking a runway. Her purple towel wrapped around her head, she stood and stretched her left leg out to the side and posed before me. Untying her front knot, she reached inside her robe with both hands and suddenly the robe was wide open, revealing her young naked figure. Clementine stood proudly in front of me looking down. I in my chair looking up at her, I craned my neck to the side, examining her short but surprisingly skinny pale body. Her wider than the rest hips shifted and she threw down the white robe behind her. She put her hips on her waist and shifted her hips back to the right. Looking down at me like I was somehow supposed to critique her style. Which I admit was very good.

For a minute or two I gazed up and down, slouched back in my chair. Her pale pussy was newly shaven, possibly for me, and I could see her clit poking through just a little over the gap in her thighs. I looked up toward her perfect breasts.

Hands on her waist, they were perfectly formed and glowed for me in the light of my dim bedroom lamp. I looked at her eyes and we both smiled.

"Do you like what you see?" she said, suddenly looking unsure of herself… nervous.

"Uh-huh.." I nodded, jaw dropped.

"Good. Can I… Do you want me on top of you?"

I laughed hard and bent forward. She laughed too and hunched covering herself with her arms. She turned around and snatched up the robe. She threw it over her shoulders, covering up again, and she stepped toward me. She lightly kicked my right thigh and stood over me looking down. I gazed up into her eyes and I closed my legs, allowing her to step around either side of me and lower herself down onto my lap. I raised my index finger to my lips, gesturing for her to be quiet, as my parents were going to be coming home soon and Rachel was still awake downstairs.

"I know," she said, now sitting on my lap facing me, "I'll be quiet."

Her white robe was still closed as she raised her arms and rested them on my shoulders. I grabbed the chair arms and propped us both up a little higher. Doing so caused my sister’s bestie to hug my waist more with her thighs and scoot up, digging her naked pussy in a little overtop of my pajama pants. I raised my arms a little, and slowly felt up her legs, over the robe, and closed my hands around the top of her waist. We both stared into each other for a moment.

"I think you're amazing Jeff… I had no idea," she said to me in a quiet voice.

"Oh yeah?"

She nodded, her hair still wrapped in a towel.

"I, like..." she continued, "I wanted to do that for a while."

"Really?" I smiled, "Since when?"

"Hmmm, well..." she looked up, pondering, "A quite a while ago… we were teeenagers, both in the pool, and we were playing Keep-Away..."

I immediately knew what day she meant. It was summer and we were both in the pool in our backyard. I was holding up a football out of Clementine's reach and she was trying to grab it from me. She was wearing a small yellow two-piece that I can remember like it was yesterday.

"...And you wouldn't give me the ball, so I jumped on you and wrapped myself around you, and you got a boner."

"I what??" I rebutted, "I certainly did not!"

"Yes you did!" Clementine laughed, "I could totally feel it, and you wanted me to get off, and I wrapped my legs around you tighter..."

As she said this, she actually did wrap her legs a bit tighter around me as I listened to her regale our pool story.

"And I had you against the wall and hugged you real close…"

"And I totally looked down at your boobs," I cut in.

"You did!" she laughed and bounced on me a little, "And you got even harder, so you turned around and jumped out onto the deck, and you covered your boner with your hands and sat on the beach chair."

"Haha," I laughed, gripping her waist a bit tighter, "I can't believe you remember that."

"And then," she continued, leaning back a little, "I got out too, and I stood over of you… I was going to…"

"And then Rachel came out," I finished, "And ruined all the fun."

"Yep," Clementine frowned, "She always ruins everything."

"She sure does… she could come up any moment," I said.

Clementine looked at me, then she leaned in close and put her face next to mine.

"No, not this time," she whispered in my ear, "I locked the door..."

She rocked her hips once, slowly over mine and she breathed into my ear.

"We can't," I whispered back, "Not right now."

She rocked her hips again and touched her lips to my ear, breathing again.

"We'll be quiet" she whispered, grinding on me again, "We can just pretend."

My cock began to swell under her movements. She sat up straight on top of me and her robe opened a little, exposing her chest and belly button. She took my arms in her hands, looking at me, and guided them inside her robe, exposing some more of her body. She placed my hands on her naked waist and her grinding motions sped up a little. My cock swelled a bit more as she put her hands back on my shoulders. Looking into each other’s eyes, we slowly and quietly dry humped. Clementine on my lap, robe draped open. My hands on her waist, squeezing a little with each gentle thrust of her hips. I thrust my hardening cock up a little, and I knew she felt it because her mouth opened and her breath skipped a beat.

She leaned back and began swirling her hips around on top of me, making me harder. She brought her hands up to the towel around her head and brushed it back, letting the towel drop to the floor and her damp jet black hair fell around her shoulders. Her robe opened up more, exposing her breasts, and as she lowered her arms from my shoulders, she let the robe fall to the floor. Now naked on top of me, she grabbed each arm of the chair and grinded her hips into me even harder. With my hands on her waist, I pulled her in closer toward me while thrusting upward. I could feel her warm pussy on my hard cock through my pajama pants.

"That feels good," I whispered to her, through short hard breaths.

"Yeah..." she sighed, and she grinded even harder.

The chair made a creak and I raised my finger to my lips again. She nodded and slowed down. Looking back, she raised her butt up behind her, and slowly drove it back down, feeling the shape of my cock with her pussy. She raised her butt again, and slid her pussy forward up the length of my hard shaft. Lowering herself down, her body trembled as our parts mashed together firmly. She slid her hands down over my waist and lifted the bottom of my t-shirt up. I raised my arms and let her lift my shirt up over my head and toss it to the floor beside us. Still grinding, she swirled her hands over my bare torso, and my own hands felt up her sides and swirled around her naked breasts.

I gently caressed her smooth breasts with my fingers, lighting brushing my knuckles over her nipples, making them hard. Then I grabbed hold of both and began to lightly massage them. In almost complete silence I felt like I was getting a lap dance with no music. Just the sound of our breaths and our hands sliding all over one another's bodies.

Clementine slowly brought her feet to the ground and straightened her legs. Standing now, but bent over me, looking into my eyes still, she grabbed onto the waistband of my pajama pants. I raised my hips up and let her slowly pull them down. First exposing my dark pubic hair, then the base of my shaft. We both looked down as she slowly uncovered my hard cock, and when the band got to my head, my cock sprang out and stood straight up. 

Lowering my pants even lower, I kicked the rest off with my feet. Clementine still standing, still bent over me, looked up into my eyes as her hands slid up and down my legs. Then she began to massage my pubic hair, working her hands slowly closer to my throbbing cock. And finally, with both hands, she wrapped her thumbs around my base and the rest of her fingers followed. Looking into my eyes, her boobs dangled just in front of me. I took them in both hands and squeezed them together. My breath trembled as my sister’s friend worked her thumbs at the base of my shaft, making me rock hard, and then bringing both hands up to my tip and then down again. Her left hand reached lower and she felt my balls, leaving her other hand to stroke my shaft up and down.

I breathed heavier as I massaged her breasts with both hands. Then, one hand cupping one breast, I slid the other one down over her belly and down further toward her shaved pussy. I felt around a little over her lower front and I found her slit. With my middle finger I pressed against her warm opening and found her wet clit. Swirling my middle finger over it, her mouth widened and her forehead wrinkled, and her warm wet juices soaked my two fingers as I swirled them around her small bean shaped clit.

She squeezed a little harder on my balls, massaging each one a few times in her fingers. As her other hand pumped harder on my cock. We pressed our foreheads together, staring into each other's eyes as our hands down below quietly fondled each other's warm wet parts. She let go and grabbed the chair arms again as I continued to finger her clit. She took a step forward with each leg and brought herself closer, her wet pussy just over my cock. I moved my hand from her clit and grabbed my own cock. Propping it up, I felt her warm wet slit with my cock and rubbed it around her clit, mixing our juices together. Our faces drew closer together, and her lips touched mine. 

She looked up at me and I could tell that she was staring at my lips as I licked them just a little. I noticed she had put on some lip gloss at some point in anticipation of our first kiss. I leaned down and our lips' first contact was very gentle and chaste. I licked my lips some more and went in again. Clementine got the idea and licked her lips before the next one. 

I really wanted her to warm up to this and not get scared, so I continued to go slowly, watching her reactions as we went. We kissed like this for about a minute until our mouths parted and I gasped, "I can’t breathe." Slipping my hands up under her arms, I easily picked her up and seated her back on my lap. She looked surprised and laughed. As she leaned in again, she separated her legs to allow me to get closer. It was a small move, but we both noticed that we both noticed it. This time I met her lips more enthusiastically. I stuck out my tongue just a little and licked her lips. She got the idea it wasn't long before our tongues were dancing the tango. Her mouth was fresh and clean and her lips were incredibly soft. Her lack of experience was noticeable but, judging from her breathing, she was getting into it. I put both hands on her face and slid them back so my fingers were intertwined with her hair on both sides of her head as I kissed her. She brought her right hand up and around the back of my neck pulling me in. She tasted so good. I couldn't recall when I had enjoyed kissing quite this much. It really felt like my first time too. 

Clementine lifted my head and sucked my lips into her, and our tongues continued to explore each others mouths. Now both naked, I was making out with Clemie while swirling my hard cock around her wet clit. Still conscious of making any loud noise, there was no going back.

“Fuck me,” Clementine begged under her breath. We were both breathing heavily as the young, pale skinned woman disentangled herself from me and crawled from the chair onto my bed.

"We can't," I answered, rising from the chair, “no condoms…” but before she could reply I gave in to my lust. I dove between her legs, seeing her pink, glistening pussy up close for the first time. It was beautiful.

Clementine sighed and lay back and let me move lower. I planted small kisses down her tummy and sides as I tried not to seem over anxious to plunge my tongue inside of her. She gently put her hands on my shoulders and encouraged me to go lower. That was all I needed and I moved down and softly kissed her flat tummy. My hands roamed up and down her legs as I kissed her crotch. Occasionally moving to the edges of her puffy labia or even kissing her hips.

I was lost in lust and desire. I started kissing her pale left thigh while I rubbed her pussy. Then I moved back up and kissed across her pink pussy lips. She moaned softly in approval. I started kissing down her right thigh all the way to her knee. Then I licked up her leg to her now dripping vagina. I carefully grabbed her feet and began opening her thighs. I kissed each leg as I went, kissing the tops of her feet and then the bottoms then kissed and licked my way back up until I was inches from Clemintine's bare pussy.  

As if on command her labia parted and presented her contrasting, hot pink insides. It was a mesmerising sight and her pussy and looked perfect to my eyes. I placed a soft kiss right on the lips and then as gently as I could I licked up and down each side. I was new at this and nervous and desperately wanted to make her feel good. I had read and seen enough online about going down on a woman to know what I was supposed to do in general, but this was the real thing with my old friend. I wanted to make it special for her.

Each woman is different and this wasn't a porn actress getting licked for a video camera. After teasing her as much as I thought I should I pushed my tongue against her sex and made a long hard lick from the bottom all the way up to the top pressing hard and getting my tongue as deep as I could inside her sweet wetness. She moaned and put her hands on the back of my head holding me in place. That was the confirmation I needed to take her to her orgasmic plateau. I licked and kissed her pussy like a starving man at a feast. It took no time but I figured out where her clit was as it protruded enticingly so I licked it often before going lower and slipping my tongue into her wet folds. Then I would move back up and flick her clit with my tongue before sucking it between my lips. 

“Oh fuck!” Clementine hissed as I worked her to a frenzy. She bucked and ground her sex into my face as she squeezed my face between her sexy smooth, firm thighs. I was in heaven.  I kept licking and sucking and finally she cried out quietly, "Don't stop, oh fuck don't ever stop.”

I concentrated on pleasing her, it seemed that her breathing pattern started to change from drawing in long deep breaths and slowly exhaling to taking short quick breaths, like she was panting. I knew she was getting close to orgasm and I was excited that it was me who was going to be one to take my friend to that special place. 

“OH FUCK! I'M CUMMING!" she whimpered and I licked her clit for all I was worth. I didn't care how hard she was squeezing my head between those sexy thighs or how hard she pushed my face against her crotch. I was loving every second of this experience. Soon, I could feel her whole body starting to quiver and when she orgasmed her legs shook uncontrollably; and soon she pushed my mouth off of her pussy. It seemed like her mind had drifted off to somewhere else. I laid my head back down on her thigh and watched as her pussy pulsed with contractions for a couple of minutes and eventually she relaxed and resumed her long slow breathing. When she came back to earth, I started to move in for more, but she was done. She stopped me saying, "No, don't, I'm too sensitive". I found out that, like most women, her clit became highly sensitive after orgasm and she couldn't tolerate any more stimulation. So I just moved onto the couch and she rewarded me with a couple of warm hugs and by gently stroking my neck. I liked that.

Suddenly, I felt that somehow things had changed and I now had some kind of power over her with the way she moaned and squirmed and became so wet and slick from my mouth on her pussy -- the way she passionately whispered my name when I was pleasing her, and the way she was completely overwhelmed when I brought her to orgasm. I liked that.

After a minute she unlocked her thighs from my head and pushed my head back and away from her. I was worried I did something wrong, but she just needed a minute to calm down. She was hypersensitive at the moment and as much as I wanted to keep going down on her she needed some time.

I never stopped rubbing her legs the entire time and even now was still stroking them. She looked down at me between her legs and saw my painfully erect penis. I had forgotten all about my cock and how I she actually wanted me fucking her. I was throbbing with excitement and her piercing blue eyes were wide in sexual hunger. I was hoping to have calmed down but I was still hard as a steel beam and felt like I could burst at the slightest touch. 

“Please… You have to fuck me!” she commanded.

“Are you on the pill?”

I went back to sticking my tongue up her, then flattening my tongue and rubbing it against her stiff clit. "No… but I'm sure I’m safe," Clementine panted. As I worked her with my tongue.

"Maybe we can just… grind together… maybe just the with the tip…" she finally said. "That's not having intercourse, is it?"

"No," I immediately replied. "I guess it’s not. Just so long as I don't put it in?"

"Yes, don't put it in," Clementine answered quickly. "But I want to feel the tip of your cock inside me. Do it now." She was so hot she couldn't believe it, and she scooted forward on the bed so her wet, raw pussy was right at the edge of the mattress.

My desire finally overcame my willpower. I got up on my knees and moved towards her, my hard cock sticking straight out in front of me. I took it in my hand and pointed it towards Clementine's waiting pussy. I touched just the tip to her wet cleft, and using my hand, started moving it up and down along her slit, all the way up until the tip of my penis was massaging Clementine's exposed clit. Then down along the wet slit, rubbing her lips with my mushroom head, feeling both of her outer lips rubbing the sides of my cockhead.

I paused for a moment right at her opening, wanting to push it in. I could almost feel it sliding smoothly up her pussy. I hesitated.

"No," she said when I had paused just a moment too long. "Don't put it in. Just rub it against me. I don’t want to get pregnant."

I grabbed her legs and pulled them up, placing her pussy at a 45 degree angle going upwards. In that position, I could lay my cock right on the length of her wet slit with the bulbous head against her clit. I started moving up and down, rubbing the bottom side of my penis against her wet opening. With each thrust up, I rubbed the most sensitive part of my penis, the frenulum, directly against her most sensitive part, her clitoris.

My cock was enveloped by her outer lips as I moved up and down the entire length of her pussy, my cock buried in the swollen pink folds. I wasn't inside her, but I was completely cradled in her vulva. I knew he was hitting all the right places by Clementine's frantic moaning.

I sensed that she was getting close to cumming again, and I slowed my movements. I wanted her to remain at a peak for a bit longer so I could keep enjoying the feeling of my hardness against her wetness. I pulled away a little, and my cock fell so the tip was again right at her opening. I wanted to put it inside the petite dark eyed, dark haired girl so badly.

Clementine was hardly breathing. She was in a place she had never even been in with me. She was mad with desire in a way she never knew existed. She scrambled out from beneath me and threw me into the space she had just occupied. Straddling me and without thinking she said, "If you put just the tip in, that's not really having sex is it?"

"No," I groaned. "Not if I don't put it all the way in and cum inside you."

"Let me do it… I’ll just slip it inside," said Clementine. She was on fire. "I'm ready," I whispered with my eyes closed in silent prayer.

"Ok," she whispered back.

Both of us looked down. I stood my cock up with my thumb at the base, and she maneuvered her hips over my cock and slowly began to lower herself down around me. The tip of my cock went warm and a sensation came over me that I felt in my entire body. Looking into my eyes with a serious look of both pain and pleasure, her mouth wide open, Clementine lowered her body and my cock slid right into her. She brought her legs closer around me as I felt her full weight on my lap. My whole cock disappeared inside her until it could go no further. Her hand was grabbing the back of my neck and she breathed heavily into my ear.

She thrust her hips up once, and then back again. I thrust my cock upward reaching it deep inside her. We both paused for a moment and looked at each other. We kissed again and we both smiled. She let out a low laugh.

“Just the tip?” I asked incredulously.

"I wanted you inside of me," she whispered.

"I know," I said, smiling, "It feels pretty good."

"Yeah," she smiled, "Ok, here we go, nice and slow."

She began rocking her hips back and forth, taking me in and letting me go, gently at first. My hands swirled around her hips, massaging her groin muscles. Then they made their way up and found her boobs again. She rocked a little harder, testing the strength of my bed. It seemed to be relatively quiet enough, so she rocked even harder. I rocked my own hips against hers, ever so carefully. The feeling was absolutely mind blowing. Her smooth skin in my fingers and her warm pussy around my hard cock, I began slowly and quietly, but firmly fucking my sister’s little friend. Her breath trembling and her mouth wide open, Clementine leaned forward and began kissing my neck, making my breath tremble.

Our pace quickened a little after rocking back and forth a few times. Building momentum, we entered into a sort of rhythm that we both understood. Small movements to keep quiet, but hard enough that we could feel each other around each other. A little harder still we went as I brought my hands around her waist again and then slid them back forward towards her ass. Grabbing onto each cheek, I guided her back and forth while thrusting up and down with cock. Harder still, and the bed started creaking.

We both paused a moment, listening downstairs for anything different. Just the sound of the TV and Rachel in the kitchen. Clementine looked at me and raised her eyebrows. She slowly raised her body off of mine and grabbed my hand. 

Getting up, she climbed off me and lifted the bedsheets before sliding inside. I got into the bed with her as she laid on her back. Spreading her legs, she raised her index finger, gesturing me toward her. So I knelt up and faced her, put both hands on either side of her and my knees underneath her legs. Pointing my cock toward her pussy, I slowly moved forward, watching her mouth open wide again as I entered her. In and out, I started slowly again. Her face frozen with a look of pure pleasure, she reached up and grabbed my butt with both hands, bringing me in closer. I moved her whole body up with a thrust, and then back again. Then, rocking my hips back and forth I continued fucking her.

Her boobs, pressed together by her arms, began to jiggle up and down with the rhythm. My hands planted on both sides of her and hers on my butt, I rocked her even harder. My cock sliding in and out of her tight wet pussy, feeling the sensation on the head of my shaft, I fucked Clementine as hard and as fast as I possibly could without making too much noise. She let go of my butt and stretched her arms out to either side of her. Her boobs bounced with each thrust, I grabbed onto one of them with one hand, and with the other I fingered her clit with my thumb. Swirling it around and around her clit while I fucked her pussy harder and harder. She let out a squeal, her expression was one of wonder.

I moved my hand from her boob to her mouth, silencing her squeal while fucking her even harder. She squealed again, but it wasn't too loud and we were deep into fucking anyway. Nothing could have stopped us. We were connected on a higher level than we ever could have dreamed. Fucking Clementine on my bed. My hand over her mouth, keeping her quiet. The only sound was that of my balls slapping underneath her ass. She looked up at me, her forehead wrinkled and my hand covering my mouth. She grabbed my hips, guiding me, telling me to fuck her harder. So I did. Her owns hips rocking furiously under mine, her legs began to tremble as she neared orgasm

I stopped and felt myself slide in just a little bit; about halfway up the head of my throbbing cock, desperate not to inseminate my little lover on our first copulation.

"Fuck. Shit. Fuck!" Clementine cried out. The tip of my cock was super sensitive and I couldn't believe how good it felt. I worked my cock in that position, just making tiny movements in and out, not more than an inch. Clementine was moaning with her eyes closed, her face scrunched up in ecstasy.

"That's it, keep going, but don’t cum inside me," Clementine whispered as I kept up the micro-movements that were making her shudder with pleasure.

I worked my cock in and out like that for about three minutes, then gave another little push and felt a little pop as his head finally went all the way in and Clementine's nether lips closed around behind it.

"Oh fuuuuuck!" Clementine cried out again. "That's enough! Too… good! Ahhhh…" But she didn't resist when I began screwing her in that position; pulling my cock out just a little, then pushing it back in until they both felt that pop. The entire shaft of my penis was still outside, just the mushroom-shaped head buried in Clementine's opening. She was reaching a feverish pitch as the head of my cock pushed against her G-spot.

"Oh, fuck-fuck-fuck!" she screamed. "I'm… gonna… cum!"

I continued my tiny movements as Clementine spasmed with a huge orgasm that shook her entire body. I again felt such a strong urge to just push it all the way in, but respecting Clementine's wishes, just kept to my tiny movements as Clementine enjoyed a long series of small orgasms after the big one.

When she was done, she reached around my neck and pulled me to her. She gave me a passionate kiss, then said, "Now rub it up against me like you were doing. I want to feel you cum that way."

So I fucked along her slit, still not making much noise. Driving the length of my cock in deeper with each thrust, she squealed again and her legs closed tightly around me. With a few more hard pumps, I knew she had another orgasm by the way she lost control of her legs. I thrust up inside her hard a few more times, making sure she was good and taken care of. I pulled my cock from the opening to Clementine's hole and laid it in her wet cleft again. I was so turned on it didn't take long moving up and down her lubricated slit until he felt my cum rising from my balls. 

Then I pulled out, grabbing my cock with my hand, I brought my legs up over hers. Now kneeling over her belly with my cock in my hand, I started jerking off over her. Aiming my cock up over her head, she grabbed my balls with one hand, and with the other she helped me jerk myself off.

"Yeah," I whispered down to her, "Just like that."

I let go of my cock and put my hands on her knees. Looking down, I watched Clemie’s hand swirl around my cock as she gripped it and started tugging hard. Making sure each stroke counted, I knew she wanted me to cum. Jerking me hard, I moved my hips further up a little, bringing my cock closer to her face. I started fucking her hand with my cock, back and forth, as she jerked me harder and quicker. I let out a quiet moan, letting her know I was about to cum. She noticed and stuck out her tongue, jerking me off while aiming my cock toward her mouth.

With a long groan I let loose a huge load that spattered onto Clementine's face and back into her black hair. The feeling became too much, as rope after rope of my cum shot out of me again, like before, and made a streak up her cheek, over her left eye. She brought her tongue up underneath my shaft head as she jerked the next stream of cum directly into her mouth. My own mouth wide open and my eyebrows wrinkled in a look of pure pleasure, my sister’s not so innocent friend closed her mouth, and with cum in her mouth and across her face, she jerked a few more times. I sat back a little, still aiming my cock up toward her face as a few more small jets of cum squirt out onto her pert, heaving titties.

We were both breathing heavily as I slowly leaned back and little more. My muscles slowly becoming less tense, I leaned back with my hands on her knees. Her hand still gripping my cock was again covered in pearly white cum. She let go and held it up again. Except this time, she brought her hand to her lips, stuck her tongue out and licked my cum off of her hand, swallowing when she had licked it clean. I let out a little laugh and she laughed back.

"You taste good!" she said smiling.

"You taste better," I countered, still breathing heavily, "Well, I’ve got a lot of it in me… a plentiful supply.

She grinned and showed her teeth,

"Here," I said, and I brought my thumb up to her face and wiped the cum from over her eye.

Holding my cum dripped thumb in front of her, she stuck her tongue out again, wanting me to feed it to her. So I held it up to her face, and while looking into my eyes, she sucked the cum off of my thumb and swallowed again.

"Damn..." I whispered.

She propped herself up by her elbows and beckoned me closer with her finger. I leaned in and she kissed me. This time just an extra long kiss, to let me know I'd done a good job. When our lips separated, she looked at me and smiled.

"You made me cum," she giggled.

"Yeah," I smiled back, still out of breath, "So did you."

Still looking into each other’s eyes, I reached over onto the floor and snatched up her purple towel. Handing it to her, she began wiping the rest of my cum from her face and chest.

"Do you think Rachel heard us?" Clementine asked.

"Nah I doubt it," I replied, "We should probably get dressed though."

"Yeah," she said, sitting up next to me.

We looked at each other and smiled another moment.

"You were great," she said.

"I was ok," I said back, "You were awesome"

"Haha," she laughed, "And this..."

She looked down at my cock and poked her finger at it.

"This... was spectacular."

I smiled and got up. She also slipped out of my disheveled bed and snatched up her white robe, draping it once again around her and tying the knot as I pulled my pajama pants back on, leaving my shirt on the ground.

"Come here," she said and she crawled back into bed.

I crawled up behind her and spooned her body in mine, laying my arm over her body, she held onto my hand and then kissed it.

"I should probably go check on Rachel soon," she said quietly.

"Yeah," I said, "Let’s just lie here a minute first."

"Ok, just..." she turned her body and faced me, "Don't be too startled if I sneak in here and suck your cock in the middle of the night."

"Awww damn," I said smiling, closing my eyes, "I don't know if I have it in me."

"I know you do."

She kissed my eyebrow and closed her own eyes, and we cuddled for quite some time before parting ways. I heard her talking to Rachel in hushed tones and girly giggles before going to bed.