Chapter 1
The halls were noisy, filled with the sounds of people talking and lockers banging as everyone gathered around their lockers after the final class of the day. Caroline, a pretty sixteen year old, was collecting the books she would need to finish her term paper over the upcoming spring break. She was about five foot five and weighed somewhere around one hundred pounds. Her straight, light brown hair fell to her shoulders and in bangs across her forehead. It framed her pretty round face, which had just a few scattered freckles and a small button nose. Her large brown eyes sparkled when she smiled, which was often, and lit up her face. She was wearing a pair of relaxed fit jeans that were just tight enough to show off her sexy ass without looking slutty. Her red t-shirt rode up as she reached up to the top shelf, revealing a few inches of her flat stomach. Her breasts, while not exceptionally large, were round and firm, and the perfect size for her small frame.
"Hey there!" a familiar voice called out from among the noisy hall. "Trying to leave without me?"
Caroline turned to see Tabitha, her best friend since grade one, working her way through the throng toward her. Tabitha was a few inches taller than Caroline, and also had straight brown hair. Hers was a little darker than Caroline’s, and she wore it longer. It fell down almost to her waist when she let it down. Today she had it tied up into a very becoming ponytail. She was also wearing jeans, but hers were tighter, fitting snugly over her curved hips and long, slender legs.
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She wore a loose white blouse with a low-cut t-shirt under it. Her blouse was unbuttoned almost to her navel and the swell of her breasts was clearly visible as they strained against the material of her tight t-shirt. Caroline was a little envious of Tabitha’s tits, a full C-cup compared to her less exceptional chest, which was barely a B cup. But while she could get away with occasionally going braless, Tabitha was the recipient of lewd stares whenever she attempted it. Tabitha bounced up to her, a huge grin on her pretty, oval shaped face.
"Hey there!" she said as she came up to her. "Wanna come over and watch some movies tonight?"
Caroline frowned apologetically. "I can’t, Tab. I have a date with Justin tonight. " She looked over and caught the look of disappointment on her best friend’s face, but she quickly covered it up with a disinterested shrug.
"Oh, ok. No big deal. " She gave Caroline a hard look. "You’re not thinking of . .
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. " She looked around to make sure they weren’t overheard, then whispered, ". . . doing it tonight, are you?"
Caroline shouldered her backpack and shrugged, a disinterested look on her face. "I dunno," was all she said as they made their way through the crowd to the exit.
Tabitha moved into step next to her and leaned closer. "Don’t let him talk you into something you’re not ready for!"
Caroline sighed. It was a familiar conversation. She’d been going out with Justin for about three months. He was handsome and popular, one of the stars of the football team. And a sophomore. But he was also a really nice guy. Most sophomores wouldn’t look twice at a freshman like Caroline, no matter how attractive she was. But he was different.
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They got along great and often spent hours just talking. The issue of sex had come up, of course, but they hadn’t progressed much beyond heavy petting. She had let him feel her up a few times, even removing her bra once for him, but that was as far as they had gone. She had never seen or touched his cock. She had told Tabitha about letting him feel her tits and had to admit that it did feel good and got her thinking about going all the way with him. Since then, she was worse than her mother for trying to keep her from going any further. She glanced over at Tabitha, who was waiting for her reply.
She took a deep breath. "Tab, I don’t know when, or if, I’m going to go all the way with Justin. He’s nice, and I like him a lot. But he isn’t pressuring me, so stop worrying, ok?"
Tabitha gave her a long look, then sighed. "You’re right. I’m sorry. " She put an arm around Caroline’s shoulder. "I just worry about you.
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You’re my best friend and I don’t want you to get hurt. "
They were about as close as two friends could be; closer than some sisters were. When Tabitha’s dog, Barney, had died when she was twelve, Caroline stayed with her, crying with her and holding her until her sobs finally eased. They had helped each other through their first periods, first crushes, first dates, and lots of other important occasions. And both had no doubt that their friendship could survive anything.
Caroline put an arm around her waist as they walked along the sidewalk and gave her a quick squeeze. "I know, Tab, I know. "
Chapter 2
Justin combed and fussed over his blonde hair until it fell just right over his forehead, then adjusted his collar, took one last look in the mirror, and went downstairs. "See ya, Mom!" he called out as he passed the family room where his mother was watching TV.
"Have fun!" she called back. "And remember, one am, no later!"
"Ok!" he replied as he closed the door.
At seventeen, he was still a sophomore, but was making his mark as a talented quarterback on the high school football team. He wasn’t exceptionally big, standing about five-foot-ten and weighing in at a relatively light one-fifty-five. But he had a lightning fast and very accurate arm. And he was nimble enough to keep the opposing team guessing at which way he was going to move next.
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His blonde hair and surfer good looks also garnered him plenty of attention from the female students, but there was something about the diminutive and outgoing Caroline that he found captivating. While far from unattractive, she wasn’t what you would call drop dead gorgeous, like several of the cheerleaders who were always flirting with him. But her bubbly personality and warm, mischievous eyes quickly won him over.
He jumped into his car, an older but well-preserved Chevy Impala, and backed out of the driveway. A few minutes later, he pulled into the parking lot of the A&W, the local teen hangout. He usually met Caroline here for their dates. While her parents seemed ok with her dating a seventeen year old and seemed to like him, they both decided it would be best if they waited a while before he picked her up at her house in his car.
He pulled into a spot next to a group of teenagers and got out, quickly settling in with the crowd, talking and joking with them. A few minutes later, Caroline and Tabitha walked over, their houses only a short walk away. He immediately spotted them and went over to her, giving her a quick peck and hugging her briefly. Caroline was dressed in jeans, a little tighter than the ones she’d worn to school, and a tank top under a hooded zippered sweater. She hadn’t worn a bra and the soft material was rubbing against her nipples, causing them to become stiff. Fortunately, her sweater hid them from view. Despite Tabitha’s misgivings, she had been curious about sex for a while now and she decided that if the opportunity presented itself tonight, she was going to say yes. While she cared about Tabitha’s feelings, she didn’t understand her total opposition to her having sex with Justin, and she certainly wasn’t going to let it stop her from having a good time.
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Tabitha ran over to Steve, a tall brown-haired sophomore wearing the same letter jacket as Justin, identifying him as a member of the football team. They had been dating for a couple of months. She gave him a warm hug as Justin and Caroline walked over, arm in arm.
"Are you guys ready to go?" Justin asked, checking his watch. "The movie starts in half an hour. "
Steve nodded and they all said their goodbyes to their friends. Steve went over to the back door of Justin’s car and pulled it open. "Let’s go!" he said, ushering Tabitha into the back seat. He gave her ass a light slap as she bent over to get in, causing her to giggle and scold him. He winked at Justin as he slid in beside her. Justin opened the drivers’ door and Caroline sat in the middle while he slid in next to her behind the wheel. They pulled out of the parking lot, honking the horn and waving.
The movie was some chick flick the girls had wanted to see, but after shunning the guys’ advances for the first forty-five minutes, they finally relented and spent the rest of the movie making out in the back row. Caroline felt Justin slip a hand under her top and move it up to cup her breast. He took her hand and placed it on his thigh.
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Between their warm, wet kisses and his hand gently caressing her tits, she didn’t realize that he was pushing her hand slowly up his leg. She was startled when she felt the hard bulge of his erect cock under his jeans. She broke off their kiss and looked down at their hands on his thigh, then back up into his handsome face. He grinned sheepishly and shrugged.
"What can I say?" he whispered, pulling her face back to his. "You have a way of . . . getting me excited!" He kissed her again, pushing his tongue deep into her throat in a way he knew she liked.
At his urging, she began to move her hand back and forth over the bulge. It was longer than she had expected. And thicker. She reconsidered the idea of having sex with him, wondering how this huge thing would ever fit into her! It was exciting to be touching it, however. Especially in such a public place! When the lights came up as the movie ended, they remained in their seats until most of the other movie goers had left, mainly so that Justin, and most likely Steve as well, could walk out without drawing stares. Steve and Tabitha said goodnight outside the theater to go find somewhere to make out while Caroline and Justin returned to his car.
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They drove out of town to a familiar dirt road that petered out to a faint trail before coming to a small grassy meadow where the trail crossed a narrow stream. Justin pulled into the meadow and backed up next to the trees where they wouldn’t easily be seen if someone else came along. He cut the engine and put his arm around her, drawing her small body tight to his. The silence enveloped them for a few seconds until the crickets and other night creatures resumed their nightly serenade. It wasn’t at all an uncomfortable silence. Both were enjoying the quiet serenity of the mild spring night and their warm embrace. Finally, Justin broke the silence. "Did you mind when I put your hand . . . you know . . . " His voice trailed off.
She placed her hand on his chest, feeling the rapid thumping of his heart.
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"No," she replied after a moment, then added, "It kinda surprised me a little, though. You’ve never done anything like that before. "
He didn’t reply, but leaned over and kissed her passionately, their tongues touching sensuously. He pulled back, but allowed his lips to linger on hers for a moment before releasing her. "Did you like it? Touching me, I mean," he asked, staring into her large, dark eyes. They appeared black in the dim moonlight that filtered into the car.
She shrugged, then nodded. "I . . . I guess so," she answered, then lowered her head. "I’ve . . . never done that before," she added after a brief pause.
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He raised her face to his and kissed her again. "Would you like to touch it?" he asked softly, his eyes searching hers. She bit her lower lip and gazed back into his eyes. She did want to touch it; feel it; examine it. She had never seen one before, only pictures.
"I . . . uh . . . sure, if you want me to," she stammered nervously.
He smiled at her. "I do want you to," he said, kissing her on the nose, then her lips. "If you’re ready.
" She thought for a moment, then looked up at him, her eyes dancing as the moonlight reflected off them.
"Ok," she said with a smile. He grinned and placed her hand on his crotch, where his cock had once again reached full hardness. She stroked it over his jeans like she had done back at the theater and watched his face. He smiled at her, then reached down and undid the button of his jeans. Caroline removed her hand as he unzipped them, then lifted his hips so he could lower them slightly. Although it was dark in the car, the moonlight gave enough light that she could see it pushing against his shorts, creating a little tent in them.
"Take it out," he whispered, nodding down. Caroline hesitated, then slowly reached out and lay her hand on the tent. She could feel the heat emanating from it, and his shorts had a small damp spot where it pushed against them. She knew from biology class that this was precum, which was created when a guy became sexually aroused. She could smell the musky aroma and found it intoxicating. Her hand slowly moved up to the waistband of his shorts and began to pull it down over his stiff tool. It sprang up once it was freed, startling her a little, and she looked down at it, the tip glistening in the moonlight. "Touch it, Caroline," he pleaded.
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"Please!"
Her hand moved toward it and her fingers curled around the hard shaft. Justin sighed and jerked slightly at her touch. She immediately withdrew her hand, staring at him with wide eyes. "I’m sorry! Did I hurt you?" Her eyes held a genuine look of concern.
He chuckled and directed her small hand back to his throbbing rod. "No, no . . . just the opposite! That felt great!"
She touched his cock again and he gasped, a smile coming to his lips. "Really? Just me touching it?" He nodded and grinned.
"Oh, yes! Would you . . . give me a hand job?" She looked puzzled. She had heard of hand jobs, of course, but wasn’t sure exactly how it was done.
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"Uh . . . well, sure. I guess so," she replied. She moved her hand up his shaft until her palm slid over his soft head. He groaned and moved his hips. She rubbed it for a few seconds until he turned to her.
"Please, baby!" he moaned. She looked down and then back to his eyes.
"What . . . do I do?" she whispered, embarrassed by her naivety. He smiled and placed his hand over hers and began to move it up and down his aching shaft.
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"Just move your hand up and down . . . yeah, like that!" He removed his own hand and closed his eyes as she began giving her first hand-job. His cock wasn’t huge, maybe five inches, but she had nothing to compare it with and it seemed very big to her. She looked from it to his face, her eyes going back and forth as he sighed and moaned. It was beginning to turn her on knowing that she was able to give him so much pleasure. "Oh, yeah," he sighed. "Faster, baby! Yeah!" She increased her speed and found her hand was getting slick from his precum, the aroma becoming stronger and feeding her desire in a way she didn’t understand.
Justin closed his eyes and leaned his head back. She noticed his breath coming in short, ragged gasps. "Oh, yeah, Caroline! Faster! Oh, shit! Don’t stop! Don’t stop! Don’t . . . unghh!!" A split second later, a stream of warm jism shot upward from his penis, splattering his stomach and falling on her hand and wrist.
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Startled, she loosened her grip and began to pull her hand away.
"No!" he gasped, grabbing her wrist. "Keep going!" With a slight hesitation, she continued pumping his spurting cock, getting more of the white cum on his shirt and liberally coating her hand. She watched in rapt fascination until he finally stopped cumming and his body relaxed. She looked up at him and he turned to her, breathing heavily, a contented smile on his face.
"Th . . . that was great, baby!" he panted. Caroline looked up at him, then down at her cum-covered hand still gripping his cock. "There are some tissues in the glove box," he said, nodding toward it. She opened it with her other hand and pulled several from the box. She wiped the musky smelling goo from her hand, then passed him some tissues to clean himself. When they finished cleaning up as best they could, he refastened his jeans and kissed her. She returned his kiss, but he could tell her mind was somewhere else.
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He pulled away and looked at her. "What’s wrong, Caroline?"
She looked up at him. "Did . . . did that really make you feel good?"
He chuckled and smiled at her. "Of course it did!" he replied, then looked apologetic. "Sorry about the mess!" She looked down at her hand. She could still smell his sex on it and for some reason, she was wet between her legs! She lay her head on his shoulder.
"It’s ok," she said. "But I wasn’t expecting so much!"
He hugged her tight to him. "You did great," he said softly, kissing the top of her head. "Maybe someday you’ll let me return the favor!" She opened her eyes wide, then lifted her head, staring at him.
"What do you mean by that?" she asked, thinking he meant having sex.
He smiled.
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"I mean, let me do that to you!"
She continued to stare up at him, her jaw dropping open. "Girls don’t do that!" She paused, her eyes narrowing questioningly. "Do they?"
"Sure they do," he replied knowingly with a nod. "At least they do in the movies!"
Her eyes narrowed even more. "What kind of movies?" she demanded, her voice taking on a harsher tone. Justin swallowed hard and she could tell even in the dim light that he was blushing.
"Uh . . . well, Steve had this movie . . . a porno . . .
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and we watched it one night," he stammered. "Before we started going out," he added hastily. She continued to glare at him. It wasn’t that she was really upset. She just didn’t see him as the type to watch porn. It was fun watching him squirm, though! "Anyway," he continued, "the girls seemed to like it as much as the men. Especially when the men licked them . . . down there. "
She screwed up her face into a disgusted grimace. "Ewww! That’s gross!"
He shrugged. "I dunno," he said. "I’d do it. If you asked me to.
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" Caroline stared at him, her expression a mix of disgust and shock.
"You . . . you would!?"
He chuckled, trying to lighten the mood. "Sure! We could even try a sixty-nine!"
Her eyes narrowed again, but this time with puzzlement, not shock. "What’s a sixty-nine?"
He pulled her closer. "That’s when a guy and a girl both use their mouth on each other at the same time. "
She screwed up her face again. "You mean a blow-job?"
He smiled at her. "Only if you want to. I’m not trying to force you to do it. " She stared at him for a few seconds, letting this sink in, then settled back into her seat, once again resting her head on his shoulder. The idea of sucking his cock wasn’t that appealing. She heard girls talking about it in the washroom at school and while some of claimed to have done it, none seemed particularly fond of doing it.
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It was just something that was expected of them. Especially if they weren’t putting out. But the idea of him licking her pussy excited her. She would definitely have to give this some more thought.
Justin dropped Caroline off a block from her house with a promise to call her tomorrow and watched her until she turned onto the front walk. She walked into the house a few minutes before her eleven o’clock curfew. Her parents were in their room with the door closed. She ignored the muffled grunts and moans as she walked past their door to her room and closed her door.
She undressed, slipped into a fresh pair of panties, and reached for her long night-shirt. Before she pulled it on, she caught a glimpse of herself in the full length mirror on her closet door.
She tossed her shirt to the bed and stepped in front of the mirror. She ran her hands down her sides over her slender hips, then up to her small perky breasts. Her nipples responded as she brushed her hands across them, growing stiff and becoming sensitive. She did have a nice body; slender, but not too thin. And her breasts really didn’t look that small on her.
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Anything much bigger would look out of proportion.
Tentatively, she ran her hand down over her stomach to her panties. She rubbed her pussy over them and found that she was still aroused from giving Justin the hand-job earlier. She slipped her fingers inside her white cotton panties, through her fine hair to her dewy slit, and began to rub her clit in a slow, circular motion. She had discovered how to do this last year by accident and masturbated every once in a while. Her hot date with Justin tonight had left her feeling very horny and she needed the release. She was just getting into it when there was a light tap at her door.
She jumped, startled from her fantasy, and grabbed her night-shirt from the bed. "Just a minute!" she called as she tugged it over her head. She smoothed it over her body and went over to the door, absently wiping her wet fingers on it. She opened the door to see her mother standing there in her nightgown. She an attractive woman in her mid-thirties and wasn’t much bigger than Caroline. Her face was slightly flushed and her hair was a little disheveled.
"Just wanted to say goodnight, dear," she said with a smile as she kissed her cheek. "Did you have fun at the movies?" Caroline nodded and gave her a quick review of the movie she hadn’t really paid much attention to.
Her mother listened, then said goodnight and went back to her room, closing the door softly behind her. Caroline closed her own door and crawled into bed. The moment lost, she fell asleep quickly, trying to imagine what it would be like to have sex with Justin.
Chapter 3
The next day, Caroline and Tabitha were sitting in a booth at the A&W. Caroline listened while Tabitha excitedly but in hushed tones described how she had let Steve feel her up after they split up following the movie. "I even touched his . . . thing!" she exclaimed, looking around. Then she leaned in and added, "Well, it was still in his pants, but it was so big!" Her eyes were wide and she was practically vibrating with excitement.
"Wow, sounds like you two are getting serious!" Caroline added with a grin as she took a sip from her root beer.
Tabitha chuckled. "I don’t know about serious, but it sure is fun!" She leaned in closer, placing her hand on Caroline’s. "So what did you guys do after we left?"
Caroline shrugged "You know, the usual. We went to the creek and parked for a while, then he took me home.
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"
Tabitha kept her hand on Caroline’s and stared into her eyes. "So you didn’t . . . "
Caroline was sucking on her straw, slurping the remains of her root beer from the over-sized mug. "No, Mom, we didn’t," she replied, rolling her eyes. She described how they went to the clearing and parked, leaving out the hand-job.
"But you let him feel you up again, right?" Tabitha said, more of a statement than a question. She knew Caroline hadn’t worn a bra last night for that purpose.
"Uh-huh," she replied, a conspiratorial smirk on her face. Tabitha picked up on it immediately and frowned.
"Caroline, what else? Tell me!" She leaned in closer.
Caroline took a deep breath and looked around to make sure they couldn’t be overheard, then leaned across the table and whispered, "I gave him a hand-job!"
Tabitha’s eyes grew wide and her mouth dropped open. "You didn’t!" Then she grinned. "Really?"
Caroline nodded and pushed her empty mug aside.
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"Uh-huh. "
Tabitha leaned in, her eyes sparkling. "What was it like? Is he . . . you know, big? How . . . "
Caroline held up her hand, stopping the unending string of questions she knew was coming. Unlike full-on sex, Tabitha apparently didn’t consider a hand-job a serious threat to her virtue. "It was . . . exciting," she said. "And yeah, he’s big.
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I mean, I think he’s big. I don’t really have anyone to compare him with. "
"My sister told me that five or six inches is average. Is he bigger than that?"
Caroline thought for a moment, trying to remember. "Yeah, about that. Maybe a little bigger. I’m not really sure. " She shrugged. "It was dark and all I remember thinking was how it would ever fit . . . inside me, you know?" Tabitha nodded.
"Hi guys!" They both turned as a tall, shapely blonde girl approached their table. Jennifer. She had the kind of figure that drove guys wild, with curvy hips and a large set of tits straining at her tight top.
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They had gone to school with her practically their entire lives and were friends, but not as close as Tabitha and Caroline were.
"Hey, Jen!" Caroline said, sliding over in her seat so she could sit down. Tabitha greeted her with a friendly grin.
"You two were deep in conversation," Jennifer said, looking at them both. "What were you talking about?"
They exchanged a quick glance, then Caroline said, "Sex. " Tabitha shot her a dirty look and Jennifer grinned.
"Oooo . . . my favorite subject!" she replied with a giggle. She looked at them both. "Anything in particular?"
Caroline took a deep breath. "We were just wondering how a guy’s . . .
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thing fits in . . . "
Jennifer smiled and said, "Ahh, yes. A common question. " It was well known that Jennifer had been having sex with her boyfriend of two years since she was barely fourteen. They were still together.
Caroline rested her elbows on the table and leaned closer to Jennifer. "Does it . . . hurt much? The first time?" Tabitha leaned in so she could hear.
Jennifer shrugged. "I guess. Everyone’s different.
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My sister said it hurt like hell. For me, it was just a little pinch. "
"Doesn’t sound like much fun to me," Tabitha said, giving Caroline a hard look.
Jennifer nodded. "It only hurts the first time, Tab. Then it feels really good!" She grinned, then her face turned more serious. "But don’t expect fireworks the first time, or even the second or third. Especially if the guy’s inexperienced. " They sat in silence for a long moment before Caroline spoke up.
"Have you ever . . . " She paused, looking at Jennifer and wondering if she should even ask her the question.
"Go ahead," Jennifer said with a smile. "If I can answer your question, I will.
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Don’t worry about embarrassing me!"
Caroline took a breath and began again. "Have you ever given Jim a . . . blow-job?"
Jennifer grinned. "Let me guess, Justin’s pressuring you for sex!"
Caroline shook her head, glancing over at Tabitha, who was sitting back with her arms folded. "No, not really. It just came up. "
Tabitha stared at her. "You didn’t say anything about that!"
Caroline shrugged. "We didn’t do it, Tab, we just talked about it. "
Jennifer looked at her, her face skeptical. "I see," she said. "Well, oral sex is . .
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. " She paused, staring out the window for a moment before continuing. ". . . is a lot of fun. And most guys are happy with it if you don’t want to screw them. "
"So you’ve done it?" Tabitha asked, her eyes wide.
"If you say anything, I’ll deny it, but yes, I have. " She grinned, then added, "And so has Jim!"
"What’s it like?" Caroline asked, her attention riveted to the pretty blonde.
"Giving? Or receiving?" Jennifer queried with a wink and a grin.
Caroline grinned, then shrugged. "Both, I guess!"
Jennifer thought for a moment. "Well, personally, I like both giving and receiving. But it’s a matter of taste, pardon the pun!" She giggled and Caroline smiled, but Tabitha’s expression remained somber.
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Caroline was starting to wonder why she had such an attitude about this. "Some girls won’t do it, and some guys won’t either," Jennifer continued.
"Isn’t it gross?" Tabitha interjected.
"No, not at all," Jennifer replied, shaking her head. "Well, the first time he came in my mouth I was a little grossed out, but now . . . " She shrugged. " . . . nothing to it. I actually don’t mind the taste!"
"You . . .
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you swallow it?!" Tabitha asked, aghast.
Jennifer grinned. "Sure! Guys love it when you do!"
Tabitha’s mouth twisted into a look of utter disgust. "Still sounds pretty gross to me!"
Jennifer looked from one to the other. "Are you two really serious about learning about all this?" Tabitha shrugged but Caroline nodded. "Are you doing anything right now?" They exchanged a cautious look but shook their heads. Jennifer leaned closer. "Would you like to see a movie I have? A porno? It might help explain a few things. " Caroline looked at Tabitha, who shrugged.
"Sure, I guess," Caroline said.
Jennifer stood up. "Great! Come on. My Mom’s at work. We can watch it at my place. "
On the way to Jennifer’s house, Tabitha said, "I’ve never seen a porno before.
"
Caroline shook her head. "Me neither. " She addressed Jennifer. "Why do you have a porno, Jen?"
Jennifer laughed. "I got it last year. It really gets us going when Jim and I watch it together. We always have great sex afterward!"
They arrived at Jennifer’s house and waited in the TV room while she retrieved it from its’ hiding place. She slid it into the VCR and sat down next to them on the couch. "Ready?" she asked, pointing the remote at the TV. They both nodded and she pressed play.
The scene opened with man and a woman kissing, their hands moving sensually over each others’ body. Then another woman entered. She began kissing the man as the first woman, a petite Asian, watched. Then to Caroline and Tabitha’s surprise, the two women began kissing each other!
"Is this gay porn?" Caroline asked, glancing questioningly at Jennifer. Tabitha, intrigued by what she was seeing, just stared at the screen.
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"No, not really," Jennifer replied without taking her eyes from the TV. "They’re bi-sexual. It means they have sex with men and other women. They’re about to have a threesome. "
The girls watched as the two women undressed each other, then knelt down and pulled the man’s pants down and off, followed quickly by his boxer shorts. His long, semi erect penis hung between his legs. Caroline noted that it was already bigger Justin’s had been when fully erect. Then they each took turns sucking his thick cock. The girls sat in rapt silence as they sucked him to full hardness, then tag-team fucked him while licking each other’s tits and pussy! They finished off by sucking on his cock again until he finally came, shooting his seed all over their faces and into their open mouths. From their expressions, they seemed to like him cumming in their faces. Caroline thought of Justin’s spurting cock as she watched them catch it. Jennifer paused the movie, a picture of the Asian girl with cum running from her open mouth frozen on the screen.
"Any questions?"
Caroline turned to her. "That was hot! No wonder guys like watching this!"
Tabitha frowned nervously and shrugged. "It was ok.
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"
They got up to leave and Jennifer walked them to the door. Before they went out, she said, "Remember, if you think you’re ready, sex can be great. But don’t let him talk you into something you’re not ready for. You’ll end up regretting it and it could be the end of your relationship. " They thanked her and left, walking in silence for a few minutes.
"Did you really like that?" Tabitha finally said, breaking the awkward silence. Caroline didn’t reply right away. "I mean," she continued, "it was sexy, I suppose, but . . . "
"You didn’t like it?" Caroline interjected, glancing over at her.
Tabitha shook her head slowly. "No, it’s not that. It’s just that . .
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. it was weird. All I could think about was how can they do that with all those cameras and people around?"
Caroline laughed. "Holy shit, Tab! We just watched the hottest movie we’ve ever seen and you’re wondering how they made it!"
Tabitha grinned sheepishly and looked at her friend. "You’re right! I’m sick!" They both laughed again, the uncomfortable silence forgotten.
"Did you think it was strange watching two girls making out?" Caroline asked after a few moments.
Tabitha shrugged. "Yeah, a little at first. But then it seemed . . . natural. You know?"
Caroline nodded. "Yeah. I know what you mean.
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" They continued walking in silence again, both lost in thought. As they neared Tabitha’s house, she spoke.
"Hey! Wanna came in for a bit? We can listen to some tunes and you can help me put together an outfit for tonight. " They were both going on dates with Justin and Steve again.
"Sure," Caroline replied with a shrug. They started up the walkway into Tabitha’s house.
A few minutes later, Caroline was flipping through a magazine while the stereo played in the background. Tabitha was going through her closet, picking out a few dresses, skirts, and other assorted clothing. She tossed them into a pile on the bed next to Caroline. She looked up at Tabitha’s lean, curvaceous body as she reached into the closet for another outfit. "Do you think you could ever do what they were doing in the movie?" Caroline asked her. "With their mouths, I mean. "
Tabitha turned from the closet with a pale yellow cotton sun dress. She held it up to her as she looked in the mirror. "I dunno," she replied, still looking at her reflection in the mirror.
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"Jennifer said it was fun. I guess I might try it. " She turned to Caroline, still holding the yellow dress against her. "How about this one?"
"Nice," Caroline said with a nod. "I like that color on you. "
Tabitha began to undress so she could try the dress on. "What about you?" Caroline found herself watching her, surprised that it was turning her on to watch her best friend undressing. She looked back to the magazine, trying to appear disinterested as Tabitha unclasped her bra.
"I think I would. Try it, I mean," she replied, flipping a page as she stole a glance at her half naked friend. She hesitated for a second, then added, "As a matter of fact, I think I will. And I’m going to let Justin do it to me, too!" She looked up at Tabitha, who was standing there in just her panties, her firm tits bare and upright. She stopped as she was starting to pull the dress on, staring at Caroline.
"Really? When?!"
"Tonight, if I can. As soon as we have a chance to," she replied, her eyes taking in Tabitha’s lean, sexy body.
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She expected the usual lecture, but it appeared that Tabitha wasn’t going to respond to her comment at all. She finished pulling the dress on and began buttoning it up, then struck a pose and spun for Caroline.
"Well? How does it look?"
Caroline wet her lips. "Looks good. Sexy, but not slutty. "
"Aww, I was going for the crack-whore-slut look!" Tabitha moaned with a grin. They both started laughing and she came over to sit on the bed next to Caroline. She looked like she had something to say so Caroline kept quiet, giving her the opportunity to speak her mind. No doubt she wanted to try to discourage her from doing anything rash with Justin tonight. When she finally spoke, Caroline was taken by surprise at her question.
"So you were really ok watching girls make out?" she asked casually.
"Sure," Caroline replied with a shrug as she turned the page, trying to appear nonchalant. "It was kinda hot. " Tabitha was silent. Caroline looked up from the magazine.
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"Why did you want to know?" Tabitha fidgeted nervously with the hem of her dress. Caroline sensed she was having trouble telling her something and put the magazine aside. "Tab, what is it? What’s wrong?"
Tabitha looked at her, the trepidation evident in her bright green eyes. "It’s just that I . . . " She looked at her feet, shaking her head.
Caroline was getting concerned. "Tabitha, please tell me. I’m your best friend!" She only called her by her full name when she needed her to listen.
Tabitha sighed and looked over at her. "Well, it’s just that I . . . I’ve always been attracted to girls as well as guys.
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" She sighed heavily and looked down while Caroline’s eyes went wide.
"I could never understand it, until we saw that movie today and Jen explained about some people being bisexual. " She turned back to Caroline, her eyes welling up. "I think I’m bisexual and I’m afraid you won’t like me anymore!" She wrapped her arms around the stunned Caroline’s neck and began to sob. It took Caroline a moment for her mind to grasp what she was saying, then she hugged Tabitha tight. They remained like that for a long time before Caroline pulled back and smiled at her.
"Tab, I’m your best friend. And I’ll always be your best friend. Nothing will ever change that. "
Tabitha sniffed and wiped her eyes. "Do . . . do you really mean that? You don’t think I’m weird or anything?"
In an attempt to ease the mood, Caroline grinned and said, "Well, yeah . .
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. of course I think you’re weird! I always have!" This had the desired effect and Tabitha managed a slight smile. Caroline’s face became more solemn. "I will admit I’m a little shocked. It’s not something I expected from you. How long have you felt this way?"
Tabitha sighed and leaned back on her elbows. Caroline’s eyes fell momentarily to her upturned breasts, but she quickly looked away. "As long as I’ve been interested in guys, I guess. I’ve never been with a girl, just thought about it a lot. " She sat up and looked at her pretty friend. "And after watching that movie . . . " She shrugged. " .
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. . it finally started to make sense. " They sat in silence for a moment. Tabitha continued. "I’m not . . . looking for a girlfriend or anything. I mean, if the opportunity presented itself . . . " She shrugged then smiled at Caroline. "But don’t worry. I won’t start hitting on you!" She laughed nervously as she nudged Caroline with her shoulder.
Caroline grinned and shoved her back. "What’s the matter? Am I not good enough for you?" This broke the tension and they began joking around. As Caroline talked and joked with her best friend, she wondered what Tabitha would think if she knew she was having the very same thoughts about her.
Chapter 4
Justin slowly backed the car up to the trees in their favorite parking spot and killed the engine. In the quiet darkness, he slipped his arm around Caroline and pulled her to him. She happily snuggled closer to him, caressing his chest with her hand. As they started making out, Caroline wondered to herself if she had the guts to go through with her pledge to give her first blow-job tonight. And if she did, would Justin follow up on his promise to go down on her? The thought of his tongue caressing her pussy made her leak a little and she kissed him harder, driving her tongue deep into his throat.
Soon, he was sliding her hand down to his crotch, no doubt hoping for a repeat of their last date. Did she have a surprise for him! She allowed him to, then began rubbing her hand over the bulge in his jeans. They kissed for a while until Caroline broke off and shivered. "Do you have a blanket? I’m getting cold!" It had been warmer earlier and she was wearing a light dress that only fell to her knees. It was also sleeveless, with just two straps over her shoulders to hold it up. She wore no bra.
"Yeah," Justin replied.
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"I have one in the trunk. " He shifted so that he could get out of the car. "I’ll be right back," he said, giving her a quick kiss.
"I’ll meet you in the back seat," Caroline told him with a sly grin. As he climbed out to get the blanket from the trunk, she got out the passenger door. She waited until he opened the trunk, then quickly reached under her dress, pulled her panties off, and stuffed them into her purse. She climbed into the large back seat as Justin retrieved the blanket and closed the trunk. There was no going back now. Once he found out that she wasn’t wearing panties, the outcome was inevitable.
She’d never felt so, so . . . naughty as she sat there naked under the thin dress and watched him get in the other door. She felt her excited pussy leaking more as she thought about him touching her there; licking her there! He pulled the door closed and spread the blanket across both of them, then moved closer, putting his arm around her again.
"Better?" he asked, kissing her cheek.
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"Mmmhmm!" she replied with a nod, smiling up at him. They embraced under the blanket and were soon lost in another wet, passionate kiss. Caroline began to stroke his cock again over his jeans and Justin’s hands found her soft breasts. He also slid a hand along her inner thigh but she stopped him before he learned her secret. She wagged a finger at him, grinning. "Behave yourself!"
"Aw, why not?" he pleaded, looking hurt. She slipped her hands down and unfastened his jeans.
"Because I have a little surprise for you!" She unfastened his jeans, grasped his hard shaft and pulled it out into the open. He gasped as she began to stroke it and closed his eyes. Caroline threw off the blanket and got on her knees on the seat next to him. She kissed him warmly, still slowly stroking his throbbing cock. Then, without warning, she broke off the kiss and leaned over, putting her face just inches from the large purple head. He opened his eyes and looked down just as she began licking his hard cock.
"Caroline! What are . .
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. ahhhh!" His words were cut off as her warm, wet tongue enveloped his head and shaft. Her tongue worked over his head, bringing him to the edge very quickly. "Oh, shit!" he gasped. The taste wasn’t that bad and she was truly enjoying the obvious pleasure she was inflicting on him. She flicked her tongue across the swollen head, copying what she’d seen the girls doing on the video. She paused for a second and looked down at his long, hard dick. She gave it a kiss on the tip, her soft lips moving seductively. He moaned his approval and she opened her mouth, slipping her lips over the soft head and part way down the rougher shaft.
Justin sucked in his breath sharply as his throbbing organ was enveloped by her warm mouth. Her tongue teased the sensitive head as she began to move up and down on it. "Oh, yeah!" he gasped, thrusting his hips slightly upward. Caroline pulled her lips from it and looked up at him.
"Am I doing ok?" she asked, licking her lips. "I’ve never done this before.
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"
He grinned down at her, his face red. "You’re doing great!" he answered. "I’m just a little surprised!"
She licked her lips, a mischievous smile forming. "Just remember your promise!" she said.
"My promise?" he asked, an inquisitive look on his face.
Caroline grinned. "To return the favor!" She bent back down and resumed sucking his hard cock.
"Oh, yeah!" he gasped. "S . . . sure! No problem!" He closed his eyes as she sucked and licked on his cock. After a few moments, his breathing became shallow and she felt his cock swell and twitch in her mouth. "Oh, yeah!" he panted. "Oh, shit!! I’m gonna cum!!"
"Mmmph!" Caroline murmured and continued to bob her head up and down.
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She had already made up her mind to let him cum in her mouth. She may even swallow if it didn’t taste too bad.
"Ahhh! Caroline! I’m cumminggg . . . !" he cried, his body stiffening. A split second later, her mouth was flooded with a warm, thick, salty substance. She held it in her mouth a second, then forced it down. It wasn’t great and she pulled her mouth from his spurting rod, jerking his remaining load onto his stomach. "How was that?" she asked, licking her lips.
"Th . . . that was awesome!" he replied, returning her smile.
She reached into the front seat and grabbed the box of tissues, then cleaned him up.
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"Sorry about that," she said as she wiped the thick cream from him. "I didn’t think I could swallow all of it. " It wasn’t the taste she had found all that bad, but the consistency wasn’t very appealing.
He smiled at her. "I don’t mind," he said, caressing her cheek. "That was . . . unbelievable!"
She leaned back against the door, her knees folded to her chest. Slowly, she spread them wide and hiked up her dress, revealing her pink, virgin pussy to a guy for the very first time.
"Your turn!" she said softly, her eyes sparkling in the pale moonlit interior of the car.
Justin grinned. "A promise is a promise!" He ducked down between her spread legs, inhaling the musky-sweet scent of her excited virgin pussy. He moved closer and gently rubbed her swollen labia with his fingers. She gasped and sighed as his fingers stroked along her virgin slit, sending little tingling sensations throughout her small body.
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He leaned closer and stuck out his tongue, then touched it to her wet lips. She moaned as he slowly licked along her slit to her clit.
"Mmmm!" she murmured, "That feels good!" He began to move his tongue faster and pushed it deeper into her sweet, hot depths. He seemed to know about a woman’s clitoris and always came back to it every few seconds, which drove her wild. Caroline closed her eyes and gave in to the pleasure, sighing and moaning softly. Her hands went to her breasts and she began kneading them, pinching her nipples.
Justin was as new to cunnilingus as Caroline had been to giving head. He was basically just copying what he’d seen in porn movies. Her pussy was very wet and didn’t taste like chicken at all, as he had been told. But it wasn’t unpleasant and her moans of pleasure urged him on. He did notice that she jerked and cried out whenever his tongue touched on the hard little nub at the top of her slit, so he paid special attention to it. He even nibbled gently on it like the guy in the movie had done, causing her to squeal with delight. He flicked his tongue across it as he held it between his teeth.
"Oh, yes!! Right there!!" she sighed, holding his head in place. "Oh, god! Don’t stop!!" He continued tonguing her clit while her body jerked and her cries became more urgent.
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Her body suddenly tensed and she thrust her pussy forward, groaning.
"Unghh! Unghh! Ohhhhh . . . !" She came hard, her body jerking and shuddering as the orgasm enveloped her and washed through her small body. Justin continued licking her wet pussy, watching her twist and shiver against the door of his car. Finally, she pushed his mouth from her spasming cunt. "P . . . please s . . . stop! I . .
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. can’t take anymore!" He raised his head and watched as she shivered and gasped until she finally stopped cumming. She opened her eyes and looked at him, a dazed look in her eyes and a contented smile on her pretty face.
"W . . . wow!" she panted, her smile becoming wider. "That was . . . "
"Awesome?" he finished for her, grinning back at her.
She nodded and giggled. "Yeah . . .
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awesome!" She crawled over to him and they embraced, then kissed. She could taste herself on his lips and tongue, mixed with the taste of his cum. Then she pulled back and straddled his legs, her drooling twat pressed against his semi-hard, but stiffening member. She kissed him again and rubbed herself against it, rocking gently, and felt it growing harder against the swollen lips of her over-stimulated pussy. She pulled her lips from his and nibbled playfully on her lower lip. "Something is touching me in a very naughty way!" she said, looking down. She moved against him again and he gasped in pleasure. Her breath was coming in short little pants. It felt so good having his now rock-hard cock rubbing her pussy that she wanted him inside her. Right now.
"Caroline?" he asked, looking up into her eyes, which were wild with desire. "Are we . . . uh, are we going to .
. . ?"
She smiled and put a finger to his lips. "Do you want to?" she whispered, her heart pounding.
He grinned sheepishly and nodded. "Only if you do. "
She ground her excited pussy against him again, causing them both to moan. She loved the way it felt as it slid along her wet slit and rubbed against her erect clit. "Yes," she replied in a breathless whisper. She opened her eyes and looked into his. "I want you . . . right now!" She pulled his shirt over his head and caressed his bare chest. "Can you take these off?" she asked, leaning back and tugging on his jeans.
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She crawled from his lap and watched as he wriggled out of his jeans, then pulled off his shorts.
He sat there, completely naked in the back seat and looked at her. "Your turn!" he said, eyeing her thin cotton dress. She grinned at him mischievously and grabbed the door handle.
"You’ll have to catch me first!" she cried and flung the door open. Before he could move, she jumped out of the car, taking the blanket with her, and stepped back about ten feet. She looked in at him with the same playful grin on her face.
"Caroline!" he exclaimed, trying to cover his hard-on. "I’m naked! Get back here!"
She shook her head. "Uh-uh. You come out here! I’m not losing my virginity in the back seat of a car!" Then she flashed him an impish grin and ran off toward the back of the car.
He turned to try and see where she had gone, but the back window, much like all the windows, was completely steamed from their make-out session. He considered putting his pants back on, but quickly dismissed the idea. That would be a definite mood-killer and he didn’t want to do anything that could make her change her mind. He hesitated, not wanting to go outside naked, but the primal urge won out and he moved toward the open door, cursing under his breath.
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Cautiously, he peered out, looking down the road they had come in on to make sure no one else was coming. When he saw the coast was clear, he stepped out, keeping himself behind the door, and looked back behind the car.
There was a full moon and he could see quite well despite the darkness. Caroline had spread out the blanket on the grass next to the trees and was standing next to it, watching him intently. Her thin dress fluttered about her bare legs in the slight breeze and he could easily imagine her naked. She lifted her hand and beckoned him to her. Taking another nervous look around, he stepped away from the car and made his way toward her, his stiff cock pointing the way. When he was about fifteen feet away, she pushed one strap of her dress off her shoulder, her eyes still focused on him. As he neared, she pushed the other one down and her dress dropped a few inches. She wriggled her body and it inched lower, exposing her perky tits before suddenly dropping in a pile at her feet.
He was only about five feet away when her dress fell to the ground and he stopped dead in his tracks. The pale light from the full moon caused her skin to glow with a white pallor, giving her the impression of being a character in a black and white movie. She stepped out of her dress and onto the blanket, still watching him, her eyes taking in his nakedness. He could make out the dark patch of wispy pubic hair around her pussy. It wasn’t much, but it stood out in stark contrast to her pale skin.
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He stepped closer and caught the faint aroma of her sex mingled with the citrus scent of her shampoo. As he neared her, she stepped back so he could also stand on the blanket. They stood a foot apart, looking into each other’s eyes. Then Justin stepped forward, his arms open, and she stepped into them. Their naked, trembling flesh pressed together as their lips met, the heat from their bodies igniting their passion. Their hands moved over exposed flesh as their tongues sought out each other. Caroline moved her lips to his neck and chest, slowly working her way down to his throbbing meat. She dropped to her knees and grasped it in her small hand. Then, with a glance up to him, she slipped her hot lips over the tip and took almost half of it into the wetness of her mouth.
Justin closed his eyes and sighed as she sucked his cock for the second time that night. He was more in control this time, but as she worked her snaking tongue across his glans, he once more felt the stirring in his balls. "C . . . Caroline!" he gasped.
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"I . . . can’t take . . . much more of this!"
Reluctantly, she withdrew her mouth from his member, giving the tip one final kiss. With a seductive smile, she leaned back on her elbows on the blanket, her feet on either side of his legs. He looked down at her bare flesh and she opened her legs wider, rubbing a finger along her engorged pussy. He dropped to his knees and leaned over her to kiss her. As he did, his cock rubbed along her wet pussy and she sighed into his mouth. The velvet-soft head slid back and forth over the delicate flesh, creating an animal-like desire within her like she had never felt before. She wanted, no she needed him inside her! Reaching down, she gripped his stiff shaft and held it in place at her tiny opening. Then she wrapped her arms around him and pulled him toward her. Justin took the hint and began to push forward, awkwardly stretching her vaginal opening and slipping his hard cock into her.
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Caroline pulled her lips from his and put her head on his shoulder as he slowly pushed into her. At first, there was no pain, just the odd sensation of being stretched. When he came to her barrier, she buried her face in his shoulder, biting her lip as he pushed through. She didn’t make a sound, but he felt her tense under him and stopped. "Are you all right?" he gasped.
She nodded and pushed upward with her hips. "Yes! Keep going!" she replied in a halting voice. He continued to push into the warm, wet depths of her virgin pussy as she gripped his back, digging her fingers into his flesh. She was tight - very tight - and he was having a hard time controlling himself. Her pussy was squeezing his cock and sending sensations through his body like he’d never felt before. He never imagined that anything could feel this good!
Caroline was in pain, but so far it was manageable. His cock was stretching her wide and she couldn’t believe she was able to take it. When he tore through her cherry, she was prepared for it. It hurt, yes, but through the pain it still felt kind of good. When he finally pushed all the way in, he paused and allowed them both to catch their breath.
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He raised his head to look at her. Her face had an odd expression of sorrow. "Are you ok?" he asked her again. She nodded and forced a smile.
"Yes . . . but go slow at first, ok?" she replied, her dark eyes pleading. He nodded and began to withdraw from her. She buried her face in his shoulder again and sucked in a sharp breath. She could feel every bump, every millimeter of his rock-hard prick as it slid past her sensitive vaginal walls. When he pushed back in, the pain flared up again, but she bore it without giving away her discomfort. After a few more strokes, his breathing became shallow and he suddenly pushed all the way in. His body stiffened and he groaned. Caroline could feel his hot cum filling her tender pussy.
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His body shuddered and he gasped as he emptied his load into her, then lay still, his breath coming in long gasping breaths. After a few seconds, he rolled off of her, a string of cum connecting her aching pussy to his deflating cock. She could feel his warm cum running from her ravaged hole and down across her asshole to the blanket under her. He lay there beside her, panting and contented while Caroline just felt . . . empty. Jennifer had been right - there definitely weren’t any fireworks.
He looked over at her and smiled. "Are you ok?"
She nodded, then looked over at him. "Yeah. Was it ok?"
He grinned and gazed up at the star-filled sky. "Ok? Hell, baby, that was great!" He turned to her, his smile fading. "Did you . .
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. uh . . . you know . . . "
She gave him a sad smile and shook her head. "No, but it was my first time. I didn’t really expect to. " She didn’t bother to tell him that maybe if he had been able to control himself for a little longer than two minutes . . .
He interrupted her thoughts. "I hope it didn’t hurt too much.
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" She gazed into his eyes and knew he was genuinely concerned. She shook her head.
"No, not much. " She smiled. "We should get dressed. I have to be home soon. " They gathered up the blanket, went back to the car and got dressed. Conversation on the way home was limited to a few one or two word comments, and was more than a little awkward. He dropped her off at the corner and she kissed him goodnight. She watched him drive off, then turned and walked the half block to her house.
To say she was disappointed would be an understatement. Sure, the oral sex was good and she’d had an incredible orgasm when he went down on her. For as long as she had understood about sex, she had always imagined losing her virginity as a magical moment. But there was no magic. It was just a painful, messy experience that left her feeling cheap and used.
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She knew Justin cared about her and that she shouldn’t feel this way, but she couldn’t help it. Now she was afraid that sex had driven a wedge between them and that their relationship would never be the same.
She opened the door to her house and went up to her room. Her parents were in bed, apparently sleeping tonight as she heard no sounds coming from behind their closed door. After she undressed, she gingerly touched a finger to her pussy. It still hurt. She cleaned herself up, brushed her teeth, and got into bed. She fell asleep a short while later, wondering if things would ever be the same again between her and Justin.
To be continued
.
