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Introduction:

Gwen and I were just friends until we were 18. Then things changed.
My name is Tom. My family and I moved to a new neighborhood when I was young. My father had purchased 1 of 2 lots being sold by the owner of the old farm house that was on the end of the block. Our house was being built at the same time as the house on the other lot that was sold. One of the times we were at the house as it was being constructed, our new neighbors were there to see the progress being made on their house. I met the young girl that would my neighbor. Gwen had a terrific smile that would melt your heart. I discovered later that it sometimes disguised a hidden intent. We discovered our birthdays were one day apart when our mothers were getting to know each other. Gwen and I moved to one of mounds of dirt left from the excavation of both basements to play while our parent had a conversation.

Our families moved into the completed houses just about 2 weeks apart. Gwen would be the only kid my age in the neighborhood. Gwen and I became fast friends over the next several years. Since our birthdays were a day apart we celebrated them together with cousins, other family members, and friends from other neighborhoods.

We spent our summers mostly with each other. It was never a boyfriend, girlfriend relationship, but were best friends. We occasionally went to the movies together. We ate lunch and dinner together many times. Sometimes we took our bikes and went to a fast food place or for ice cream. Although neither of us considered these dates. We always paid our own way.

One of the special places we went to was my grandfather’s property. My grandfather and grandmother had died a number of years ago. My dad had paid his only brother half of the price of the land and was now the sole owner of the property. It was a couple miles east down the state highway that was at the end of our street. The Main Street of the city we lived came to a T with the state highway. The highway went off to the west to a small city about 15 miles away. The highway also went east for a short way before curving south to go around a marshy area and a lake. Our street was the first left turn after the highway turned south and was on a peninsula between the marshy area and the lake. Our house as well as Gwen's house were on the marshy side. The other side of the street was on the lake side. The highway continued south past our street until eventually turning east again running about one half mile south of the south shore of the lake. The dirt road onto the property my grandfather used to own was a little more than 1 and a half miles after the highway turned east again. 2 miles farther the highway went over the interstate that ran down the city’s eastern limits.

There was mostly farmland south of the highway when we had moved into our house. While in elementary school they began building a new high school and middle school west of our street and south of the main street's T with the highway. We would see them working everyday we came home on the school bus during the Spring of third grade. They continued to work throughout the Summer. The new buildings were completed before school was out for the Summer. Over the Summer the landscaping was completed as were the parking lots. Everything was ready for the upcoming school year. Gwen and I would still be going to our elementary school, but would go to the new middle school the next year.

One Summer our parents let us bike down to the lakeside property my father now owned. There was a bike path that ran along the highway and went all the way to the interstate. We would pack our backpacks with towels and lunches and bike down during the morning. The property had a dirt road that ran from the highway to the remains of an old stone house on the property. Long ago the roof had caved in and any wood in the house had rotted away. When my father purchased the property he was ordered to clear away the debris, so the stone structures remaining could be tested for stability. This was completed and the stone structures were allowed to remain. Beyond this structure there was a large hill about 30 feet tall. It was mostly sand and ran the width of the property. The top of the hill was relatively flat and was about 15 feet wide by 20 feet long. It was more of an oval in shape. The lakeside portion of the hill ended in a sandy beach on the lake.

Gwen and I would swim until we would eat lunch. We would usually eat lunch on the top of the hill on the navy blue blanket. We would get some sun and/or play a game which we brought with us. In the afternoon we would again do some swimming before biking home. We did this 2 or sometimes 3 days a week throughout the Summer.

Gwen and I continued to be best friends throughout school. We continued to bike 2 or 3 times a week during the summer to the property on the lake. Occasionally we even spent nights “camped out” in our sleeping bags. We did this many times when there were meteor showers. Occasionally we would have a campfire to cook our supper and roast marshmallows. We enjoyed these times together as best friends would.

During this time both of us had gone through puberty. Gwen’s body changed in wonderful ways. I noticed this most intensely when we took our trips to the lake property. She had switched to a two-piece swimsuit. It showed off her developing curves and developing breasts. I pretended not to notice or tried not to let her know I was noticing. Occasionally she would smile her devious, cute smile when I was caught looking at her in her swimsuit. In the early part of 8th grade I started changing. My facial hair began to grow, then for several weeks I had a raspy, cracking, and sometimes squeaky voice. Gwen teased me to no end during this time. Calling my voice parrot squawks. Finally when my voice settled, she told me I had a radio voice.

During the summers we still spent time alone at the property on the lake. We still camped out overnight with our parents approval or at least with no disapproval.

At school Gwen and I normally ate lunch together. Sometimes we were joined by her girlfriends. They were generally the outgoing, cheerleader type. Other times we were joined by my boyfriends. They were generally the average guys, not bad looking, but not the “hunks” of the class. I think everyone assumed Gwen and I were boyfriend and girlfriend and that we were dating. This was likely the reason neither Gwen nor I had many dates throughout high school.

During out freshman year I was on the basketball team and Gwen was on the volleyball team. I was moved up to the sophomore team as a result of a sophomore player getting injured. I actually also got some playing time in the 3rd and 4th quarters on the J.V. team. Gwen was promoted to the sophomore team due to the skill she had setting and spiking the ball. She also got some opportunities to play on the J.V. team. We both made the varsity teams our sophomore year and remained there throughout high school.

Before going farther, I should let you know that Gwen was voted by our class to be the freshman homecoming representative, sophomore class representative the next year and junior class representative the year after. I had not really noticed, but suddenly realized Gwen had become the most beautiful girl in our class.

Then Sarah Elizabeth Townsend moved into town during the Spring of our Junior year. Sarah E., as most of us came to call her, was absolutely gorgeous. She had long naturally blond hair with just the right amount of curl. She was tall with long sleek legs. Her face had the look of a model with perfect skin. She had a woman’s body with nice curves and breasts guys or even the girls could not fail to notice. Sarah E. dressed very fashionably without being revealing. She turned heads when she walked down the school halls. Sarah E. steadily gained friends and popularity during our junior year.

We turned 18 just after the start of our senior year. Gwen had told me about her dream of being homecoming queen our senior year. When it came around to the election for homecoming queen there were 6 girls on the ballot. Sarah E. and Gwen plus 4 other girls that were cheerleaders. I was one of 3 students randomly ***********ed to count the votes. After school, Monday before homecoming, the day of the voting, the 3 of us and 2 teachers to oversaw the counting process. We went into a classroom to tally the votes. Throughout most of the process Gwen and Sarah E. were within 10 votes of each other. Sometimes one was ahead sometimes the other. At the end of the count Sarah E. was ahead by 9 votes. We had separated the ballots into piles, one for each of the girls who received votes. We set aside the ballots for other 4 girls that were not the top two vote getters. We recounted and the vote totals were the same as the previous count. Voting results were not to be announced until the next day. I walked home slowly. Gwen’s family had gone out to celebrate her grandparent's anniversary.

After several hours I went to bed. My bedroom was downstairs on the backside of the house. I was almost asleep when I heard a light tapping on the ground-level window above my bed. I had pajamas on so I stood on my bed and looked out. Gwen was peering in, motioning me to open the window. I opened the window.

“May I come in?” she asked in an insistent tone I could not refuse.

I helped her come in the window and then we sat on the edge of my bed for several seconds. She had done this once before a few years ago after one of her other grandparents had died. That night she had stayed with me all night in my bed sobbing off and on all night. She was very close to all of her grandparents. I had held her, comforted her, and mourned with her until morning.

Tonight she finally she broke the silence stating, “You know why I am here.”

“Yes, I do,” I responded putting my arm around her.

“I lost didn’t I?” she asked already beginning to cry.

“You lost by 9 votes,” I answered softly as she turned for a hug. “I’m so sorry!”

She sobbed in my arms for several minutes. I hugged her and lightly rubbed her back as she continued crying. I obviously knew how very important this was to her. The side of her head rested on my shoulder. I felt her warm tears drop and run down my chest. Her body was moving up and down during the sobs and her labored breathing. After several minutes her sobbing nearly subsided and her breathing returned to normal. However, I still felt her sadness

“M.may I spend the n.nght with y.you?” she eventually asked in a tone that was different than I remember hearing from her before.

This was a request, a demand, a plea, and something I can only describe as a invitation.

“Sure, please feel free to stay,” I answered.

“Thanks!”, she said. “Do you have a t-shirt I can wear? I can’t sleep in these clothes.”

“Take whatever you want from the closet,” I returned.

Gwen looked into the closet and took something out. She then disappeared into the bathroom, closed the door, I saw the light appear underneath the door. A few minutes later the door opened, Gwen reappeared, then hung her clothes up in the closet. When she turned to face me she sure looked beautiful, however the sadness and the hurt was still on her face and in her eyes. She forced a smile as she walked to the side of my bed.

“Can I sleep on the side away from the wall?” she asked.

I moved to the side of the bed next to the wall. I laid down and pulled the sheet and blanket up to my waist. Gwen pulled the cord to turn off the light and got into bed and laid facing away from me. A few seconds later I heard a sniffle from her side of the bed. Soon it developed into sobbing. I could feel her body shaking the bed. I moved over and put my arm around her waist and gave a gentle hug. She pushed back into me. We were in contact from just below our necks to our feet. The feeling of her warm body pressed against me even through my pajamas and her t-shirt was unlike any experience we had had before. We had slept together in the same bed before, but had maintained our own space. We had also slept together many times on the hill at the lake, but always in separate sleeping bags. Gwen put her free hand over the hand I had around her. She moved it up her torso until my arm was touching the bottom of her breasts.

“Have you ever wondered what my breasts feel like? Or how it would feel to massage or squeeze them?” Gwen asked.

She did not wait for an answer. Instead she moved my hand up over her left breast and placed it there. Even through the fabric of the t-shirt I felt the warmth and softness. Then after several seconds I felt a hard bump and her breast seemed more firm.

“Go ahead. Massage it,” she suggested. “It feels good when I do it. I am anxious to know how it feels when someone else does it.”

This caught me by surprise. Being best friends we had occasionally talked about sexual things, but I had never considered doing anything sexual with or to Gwen.

“Are you sure about this?” I asked.

“Tom, I just want to feel better,” Gwen stated. “Please, Tom.”

I began to move my hand in a circular motion over her breast. She responded with a contented satisfied sound.

“Mmmm! That does feel good,” Gwen said. “May I ask one more thing?”

“What is that?” I asked.

“Would you mind if I take off the t-shirt, so you can touch my skin?” she asked.

“No I do not mind, not if you wish to,” I responded wondering how far this was going.

Gwen started wriggling and I felt the t-shirt move up and over her head. I heard it gently drop to the floor. She put my hand back on her now exposed breast. It surprised me how soft and smooth her skin was. I also noted how warm it was. But I was most surprised how hard her nipple was. I massaged her breast enjoying the feeling and Gwen's verbal response. She pressed hard against my hand. During the process her nipple slipped between two of my fingers and down to the base. The skin between my fingers caught it for an instant. Gwen jumped when her nipple jerked free.

“Oooo, that was intense. Would you try using your fingers directly on my nipple,” Gwen requested.

This was a new experience for me. I had been on a few dates, most were double dates me and my date with Gwen and her date, but I had never had been in bed with a girl who was naked. Most of the girls in school assumed Gwen and I were a couple so dating opportunities were few. Likewise Gwen had only been on a few dates that were not double dates with myself and another girl. Gwen and I were definitely crossing into new territory.

I did as Gwen desired and rubbed my fingertips over her nipple to ooo's, ahh's, and mmm's coming from Gwen. I decided to give her nipple a light pinch. Gwen squealed but not loud enough for my family upstairs to hear. I froze not knowing if it was a good experience or a bad for her.

“Was that ok?” I asked.

“Maybe a little to hard,” she replied. “But mostly it felt good.”

During this time I was so focused on her, that I had not noticed that my penis had become rock hard. It was firmly pressing against my pajama pants and was running along the crack between her butt cheeks. The movement of our activity had brought me to life. Before I realized it Gwen reached back and found my erection with her hand. Since it was pointing up toward her back she began lightly rubbing up and down the underside.

“Is this this ok?” she asked.

Wondering what she expected me to say, I answered, “Yes. It feels very good.”

“I am surprised how hard your penis is, except the head is softer and kind of spongy,” she said. “Is the head more sensitive than the rest?”

“Yes, the head is more sensitive, especially the ridge before the shaft starts,” I again replied.

She responded by running her fingertips lightly around the ridge of my penis. I was certainly becoming quite aroused at this point.

“Would you move your hand over to my other breast please,” Gwen requested.

I did as she requested. I moved my hand to the other breast. I started with a gentle massage with the palm of my hand. She pressed her breast into the palm of my hand. After a few minutes I began to concentrate on her nipple. Her breast had become firm and the nipple had become hard. I teased and tickled her nipple with moans of pleasure coming from lips. During this time she had continued pleasuring my penis. I felt the pressure building and my muscles tightening. I think somehow she had sensed this to and she stopped.

“Tom, I want to see you ejaculate. May I turn the light on?” she asked.

I kissed her on the neck before answering her and said, “Sure, if you wish to.”

Gwen sat up, then stood, and pulled the cord to turn on the ceiling light. When she turned to look at me, I saw her naked for the first time since we were 6 years old. I must have gasped.

“Is something wrong,” Gwen asked.

I gathered myself before saying, “No, nothing is wrong. I was just struck with how beautiful you are.”

Gwen smiled for the first time that night. I know I had seen Gwen in a bikini. But seeing her naked body was just something different. I just stared at her with my mouth open.

“You don't know how much I needed to hear that,” she responded as she sat down on the bed still facing me. She wrapped her fingers back around my rod and began pumping up and down. I leaned up and kissed her nipple before taking it into my mouth and sucking on it. Again moans of pleasure came from her lips. She put her other hand behind my head and pressed it into her breast. I continued pleasuring her, which prolonged the time before I exploded. I realized I was getting close and laid back on the bed. I warned Gwen I was about to cum. I grunted and my first jet of seamen shot up in the air and landed on my stomach. The next 2 or 3 jets were smaller but still landed on me. The remaining semen oozed out of my penis and dripped down on her hand holding my penis. Gwen’s eye were wide in amazement.

“That was not what I expected!” she exclaimed. “That was surprising. Let me get something to clean you up.”

She removed her hand and looked at the goo that had dripped onto her fingers. I could see the curiosity on her face as she moved her hand up to smell what had been deposited there. She then surprised me when she put her finger to her mouth and licked it.

“Kind of salty,” she said. “An odd taste, but not bad.”

She got stood up and walked into the bathroom. I heard the water run for a short time and then Gwen returned to the side of the bed. She thoroughly cleaned me up before taking the towel back to the bathroom. I intently watched Gwen’s body front and back on both trips to and from the bathroom. Her body was fantastic. Being best friends for so many years I was seeing her as a beautiful, sensual woman for the first time. When she returned to the bed I moved over to give her room to lie down. She lay down. I moved over and kissed her unlike any kiss I had given before. We kissed long and hard. Eventually I moved on top of her and embraced her enjoying the feeling of her body and breasts pressed against my body and chest. I had started to get hard again. My penis began to press against her vaginal area.

Gwen pushed my head away gently said, “I can't let you come inside me yet. But could you use my hands to bring me to an orgasm?”

It didn’t register with me at the time that she said the word “yet”. However later I learned that Gwen had just started taking birth control pills and they had not become effective.

I got off of her and began to massage the inside of her thighs and moved up toward her pussy. I began to lightly caress her pussy lips. I felt them start to swell and get very warm. Gwen moaned in appreciation. I moved my fingers up and down the outside and inside of her lips and they became wet and slippery. I pushed harder to continuing moans.

“Don’t break my hymen yet,” Gwen requested between moans. “Please concentrate on the upper end, where the clitoris is.”

I had to think back to health class a couple of years earlier. I knew what and where the hymen was. I had to think about the location of the clitoris. I also noticed the “yet” in her request again this time.

I moved my fingers to the top of her prissy lips pushing them gently inside until they found what I was seeking. I knew I found the right spot because Gwen jerked and let out a “yes”. I rubbed and circled her clitoris for several minutes. Soon she was shivering and shuddering. Then she lifted up her head, shoulders, knees and pelvis off of the bed. She let out a scream before collapsing back on to the bed. She put a pillow over her mouth to stifle any future sounds. I continued stimulating her. Her head, shoulders, knees, and pelvis were lifted off of the bed again. Her scream came again muffled by the pillow. She moved the pillow enough to tell me to stop. I heard some movement in my parents room above mine.

“Tom is everything ok?” my father shouted from above.

“Yes, just a bad dream,” I yelled back.

“Goodnight!” my father returned.

“Goodnight,” I yelled back.

Gwen had removed the pillow, but was still breathing heavily and nearly panting.

I asked, “Gwen are you ok?”

Between breaths Gwen responded, “Y.yes … I … am. That was so amazing. I never felt anything like that before. Thank you!”

“My turn to clean you up,” I said before climbing out of the bed and going to the bathroom.

I brought back a washcloth I had wet with warm water. I carefully cleaned her up, however she gasped a couple of times when I moved the cloth over her sensitive areas. I took the washcloth back to the bathroom. When I returned there again was a smile on her face. I thought the sadness and disappointment had disappeared.

“So this is what you look like under your swimsuit,” she said with a slight giggle. “Very nice!”

I did keep myself in good shape. I was a starter on the varsity basketball team. I worked out some and unofficial practices, players only, had started the first week of school. I moved over to the bed, climbed over Gwen, and lay down on my side facing her. She turned on her side to face me.

“We should get some sleep,” she said with her smile disappearing. “It's going to be a hard day. Thanks for being here tonight for me in many ways.”

She pressed her lips and body against mine. We put our arms around each other and hugged tight. We held the kiss for several minutes. We fell asleep in each other's arms. She drifted off first as I stroked her hair, neck, and shoulders. As I drifted off to sleep I couldn't help but feel lucky. The last thing I remember was that I was hard again with my erect penis nestled along the outside of her warm vaginal lips.

My alarm went off a hour before school started. Gwen opened her eyes showing first confusion, then a sign of recognition.

“How did you sleep,” I asked.

“Better, much better, than usual,” she said. “You must be excited to have me here.”

I suddenly realized I was still erect (or erect again). My penis was still laying along the exterior of her prissy lips. I blushed.

“Don’t be ashamed. I take it as a compliment,” she assured me. “I have to get home and get ready for school. See you outside in 40 minutes.”

We kissed and then I helped her out the window after she had gotten dressed. I showered, dressed, ate breakfast, and went outside to wait for Gwen. I didn’t have to wait long before Gwen appeared. She greeted me with a kiss not a normal greeting. We walked hand-in-hand to school, again not a normal occurrence. We walked into the front door, she again kissed me, unusual.

“See you 3rd hour,” she said as she walked away to her social studies class.

I walked the other direction to my English class. 3rd hour we had math class together. Gwen was acting in a manner out of character for her. I had to assume the homecoming queen vote was on her mind. I also knew that the results would be part of the daily announcements the first part of 2nd hour. I may have to help her more than I thought. Just after I sat down for 1st hour it occurred to me that her 2nd hour class was choir and Sarah E. was in the same class. That was going to make a bad situation worse for Gwen. My 2nd hour class, orchestra, was just down the hall from the choir room. I decided to get there and catch Gwen before she went into class. I waited until the bell rang. Gwen had not come to the class. I walked down the hall to orchestra room. The orchestra teacher always gave us the first five minutes to get our instruments and tune them. I played the bass so it takes a little extra time compared to a violin. The announcements were made. When the results for the homecoming queen everyone in the class turned and looked at me looking for my reaction. I acknowledged their reaction, then the room was abuzz with chatter. The teacher came out and class started. I managed to get through the class although even though I was worried about Gwen. After class I walked past the choir room. Gwen was not inside, so I continued to our third hour math class. When I arrived Gwen was already sitting at her desk. I sat down at the desk next to her, my normal spot.

Before I spoke she said, “I went to the nurse's office with a headache. I just couldn’t bear to see her face when the announcement was made.”

“I'm glad. I went to look for you to remind you she was in your class. I am glad you avoided that situation,” I responded.

She looked at me with her great smile. I watched as our classmates walked in. Almost everyone looked her way. A few of the girls stopped to offer their condolences about the vote. Class went as normal. In fact the rest of the day went on as usual. Tomorrow would be a tough day, since the homecoming royalty would be crowned at a school assembly between lunch periods.

After school we left our sixth hour class to walk home together. She again grabbed my hand as we walked out. Before we got to the sidewalk by the road in front of the school she had put her arm around my back and placed her hand on my side. I put arm around her and she laid her head on my shoulder.

“I am glad I have you,” she said with a slight note of sadness.

“I am so glad to have you,” I responded giving her a squeeze.

We arrived at our houses and agreed I would come over after supper to complete some homework and study together at her house. It was only Tuesday night, but we had decided to get together to study for Thursday’s math, calculus, class. We studied at the dining room table. Her parents, once we had become teenagers, did not allow us in Gwen’s bedroom alone. Throughout the evening Gwen’s mother seemed to give me an odd look every time she went by. About 9:30 her mom stopped by and told me it was time to go home. Gwen squeezed my hand under the table.

When I arrived home I wished my parents goodnight and went downstairs to my bedroom. Before long I heard tapping at my window. Gwen was there again. I opened the window and Gwen slipped in into my arms. She put her arms around my neck and gave me a very long, sensual kiss. When our lips parted I put her down on her feet. She stood facing me for a few seconds before she turned her back to me.

“Please take my top off!” Gwen said in a tone that was more of a command than a request.

Her top did not have any type of fasteners or a zipper and was a top that slipped off over her head. She put her arms up. I grabbed the collar to work it over her head and pulled it up and off her.

She waited a few seconds then said, “The bra next, please.”

I knew what to expect after the night before and quickly unhooked her bra.

“You are not done yet,” she stated.

I moved my hands down to the waistband on the pants she was wearing.

“No silly. You need to remove my bra first,” she instructed.

I slipped the straps down her arms and off her hands. As I let the bra drop Gwen grabbed my hands and pulled them to her breasts. I needed no prompting tonight. I began to massage her warm, large breasts. Gwen purred and cooed as she pushed them into my hands.

After several minutes of appreciative sounds she said, “Please remove my pants. You'll have to unsnap and unzip them in the front first to get them over my hips.”

I did as she asked. Then I pulled down her pants and underwear letting them drop to her knees. She stepped out of them. I couldn’t help myself I put my hands on her butt cheeks and squeezed alternately between one and the other. I had never realized how firm yet soft they were until now. She grabbed one hand and moved it around to the front where I felt the slightly prickly texture of her pubic hair.

“Please don’t put your fingers inside me. Not yet,” she requested.

There was that unusual “not yet” phrase again. She had used this twice the night before and now again. I rubbed up and down the outside of her lips and the crack between them being sure not to press inside. I did push my finger in to tickle her clitoris. I started slow then increased the speed. After a few minutes of ooo's an aaah's her knees started to buckle. I quickly wrapped my other arm around her to keep her from collapsing to the floor. Her breath was short and rapid. A few minutes later she turned around.

“Time to get rid of your clothes,” she stated as she unbuttoned my shirt.

She took my shirt off then leaned in and kissed and sucked on my nipple. I didn't realize how good that was going to feel. After a few minutes she moved over to the other nipple with the same wonderful feeling. I could feel Gwen smiling and she actually giggled as her tongue moved around my nipple. Her hands drop to the waistband of my pants. She unbuttoned, unzipped my pants and dropped them and my underwear to the floor. Her hands then found my penis she played with it before beginning to stoke it. It quickly stiffened. My hands found her breasts and began massaging them. Gwen moaned in appreciation, just before I moaned. Then I grunted and exploded into her hand and onto her pubic area. I got weak knees and collapsed to the floor. Gwen immediately stopped and took a taste of my semen. She smiled before stepping into the bathroom to clean up. When she came back she immediately lay down on the bed.

“Would you do me now?” Gwen asked.

Since I was already down on my knees I moved over to the side of the bed on my knees. I gently used my fingers along the length of her pussy lips which quickly swelled and got very warm. In a few minutes my fingers were wet with her juices. I used this to move to the top of her slit and to her clitoris. Immediately she produced more liquid, and moaned and groaned. Her breath became rapid and short.

“Tom. Would you do something different? Would … would you use your mouth and tongue down there?” she pleadingly requested.

It took a couple of seconds to register what she was asking before I answered, “Yes, I will.”

This was a new experience for me so my movements were slow and deliberate. I started with my tongue at the bottom and slowly worked up to the top. Gwen made encouraging sounds and pushed up into my tongue as I progressed. When I first touched her clit she squealed and squirted. Her juices were a little salty, but left a sweet aftertaste. I pushed my tongue firmly against her clit and wiggled it around. Gwen put a pillow over her face to keep her moans, groans, and squeals from being heard upstairs. She trembled, then shook, then her body stiffened. She held her breath for several seconds, before screaming into the pillow and writhed on the bed. I continued working on her with my tongue and nibbled on her clit. The whole sequence repeated with an muffled scream again.

Gwen removed the pillow and pushed my head away saying, “STOP! Please stop!”

Gwen lay on the bed almost completely still except for the heaving of her chest trying to catch her breath.

After a few minutes she said, “Thank you. I've wondered what that would feel like. Now I wonder how it will feel when you can come inside me.”

Before what she said registered she was up and cleaning up in the bathroom. I got up and washed my face in the bathroom. After that we got into my bed and snuggled, kissed and hugged until we both feel asleep. I dreamt of actually coming inside her. I wondered when this event would happen and also wondered why it couldn’t happen now.

I woke up the next morning with an odd sensation. I was somewhat cool. I had a hard-on, but this happened many mornings. This morning was different. There was something warm and moist around my penis. I looked down and Gwen had half of my member in her mouth. Her tongue was swirling around it. She noticed I was awake.

She lifted her head and asked, “How am I doing?”

“It feels fabulous, Gwen. Can't you tell from the expression on my face?” I replied.

“I've never done this before. Just lay back and enjoy,” Gwen said before taking me back into her mouth.

Not that I am super long, maybe 7 inches, I was surprised how much of me she was able to take into her mouth. I watched her sucking and bobbing her head up and down and her tongue continued to swirl around my shaft. I put my head back and closed my eyes and moaned my pleasure. More quickly than I had hoped I felt the pressure building.

Knowing what was coming I said, “I am going to ejaculate.”

I expected her to stop and remove her mouth. Instead she intensified what she was doing. Soon I groaned a thrusted up into her mouth and exploded. To my surprise she didn't gag until the second stream. My semen leaked out of her mouth as she withdrew. The third and fourth streams ended up on her face. Then my remaining semen oozed from the tip of my penis.

“Wow, that was intense!” I exclaimed just as the alarm went off.

“Let’s shower here before going to school,” Gwen suggested.

I followed her into the bathroom and showered together. We explored each other's bodies with our soapy hands. After we rinsed off I helped Gwen out of the window after she got dressed. She went home to change her clothes for the school day. Today was going to be another hard. Today, Wednesday, was the day that the homecoming royalty was crowned at a school rally between the lunch periods.

I got dressed, gathered my school stuff, skipped breakfast, and sat outside to wait for Gwen. We walked to school again holding hands. Later Gwen would tell me holding my hand gave her the strength to face this loss and what was going to happen that day.

At the rally/coronation I was able to get a seat on the front row of the bleachers where Gwen could see me. The marching band was playing as the students entered. Then the principal stepped up to the mike to announce the homecoming male and female royalty from each class. They went through the ceremony for the freshman, sophomore, and junior classes. For the senior class he announced the runners up for king and queen, Brad (captain on the basketball team, a generally good guy) and Gwen. The principal stated that if either the king and queen were unable to perform their duties the runner up would take their place. Then Barry (the QB for the football team) and Sarah E were announced as king and queen. While they got their robes and crowns I watched Gwen holding back her emotions. Because Brad was sitting next to her I noticed him cough a couple time, sneeze and blows his nose. The whole school stood and applauded as the marching band played the school song. Afterward we were dismissed to lunch or class. The rest of the day went as normal. Gwen and I met after school and walked home hand-in-hand agreeing to get together at my house after supper to study for tomorrow’s science test.

On the way home Gwen said, “That was one of the hardest things I have had to do.”

“I know that was very hard,” I said putting my arm around her a hugging her tight.

We met and studied. After she went home I told my parents I was tired and went downstairs to my room. After 30 minutes the tapping again came to my window. I opened the window and helped Gwen into the room. We hugged and kissed for several minutes before either of us spoke.

“Nothing sexual tonight. I just want to feel your body next to mine,” Gwen said.

We undressed turned off the light and got into my bed and let our bodies entangle together. We fell asleep with only a sheet needed to keep us warm. We slept soundly until morning. Gwen dressed after we shared a prolonged kiss, before I helped her out of the window. For the first time I wondered how her parents had not discovered she had been gone overnight and how she got back in the house again in the morning. I took my shower, ate breakfast, then waited for Gwen outside. She came out a little later than normal. We arrived at school just as the 1st hour bell rang. We kissed and hurried to our classes. We met for our math class and took our exam. At lunch she was not at all talkative and seemed uninterested in her food. A few of Gwen friends sat at our table and noticed Gwen was not joining in the conversation.

“Gwen, did you hear the rumor going around?” Lucy, one of Gwen’s best friends, asked.

“No! I haven’t,” Gwen quickly replied. “What is the rumor?”

“Well, the rumor is that Sarah E. promised many of the guys they could feel her breasts if she won the vote for homecoming queen,” Lucy replied.

“I thought it was odd that she received so many votes, being so new to the school,” said Brenda, one of Gwen’s other friends.

We all finished lunch with nearly no additional conversation. Finally the bell for the end of lunch rang. We all dispersed to our 4th hour classes. For 5th hour we met for our science class test. After school we again walked home hand in hand with her head on my shoulder. Her body-language conveyed her obvious sadness. Her walk was much slower than normal. It was almost difficult to walk at this pace.

“I’m glad I have someone who cares,” Gwen whispered when we were nearly home.

“Gwen, I care so much you'll never know. I love you Gwen,” I said without thinking about the impact of those words.

Gwen started crying. Her tears quickly started appearing on my jacket. Her body began heaving with her now loud crying.

“Tom (sobs), Tom (sobs), I have been waiting for you to say this for years. I love you too. We have been so ‘busy' being friends we have never expressed the feelings we have for each other,” Gwen said between sobs and sniffles.

I squeezed her tight.

“I’m sorry Gwen. I should have expressed this earlier. I thought my actions were enough,” I apologized.

She sniffed and said, “No need to apologize. I could have expressed it much earlier. I did not just want to hear a forced response from you.”

We arrived at her door.

“Would you sit her with me for a few minutes?” she asked.

“Sure!” I said sitting down.

She sat down and asked, “Should I do anything about what we heard about Sarah E at lunch today? Should I go to talk with my school counselor? Would it just sound like bitter grapes?”

I had wondered and was afraid that Gwen would bring this up. I had thought about it some after lunch. I had no good answer for her.

“Gwen, I will support whatever decision you make. Let me give you my thoughts first,” I started with little confidence.

“Please, go ahead,” she responded.

“All you have right now is a rumor and suspicion. There is no evidence you can present. With that I agree that going to someone would look like sour grapes,” I said with resignation in my voice.

Gwen sat silently for several minutes. I was about to say something, when she let out a big sigh and a huge exhale of air.

“I came to the same conclusion. I just hoped there was something you saw that I did not,” she said sadly. “I can't come over for the night tonight. My dad is coming home late tonight and he will check all of the bedrooms before he goes to bed.”

I indicated I understood and gave her a long kiss. When I stood up I saw her mom smiling at us from the other side of the door. I helped Gwen to her feet and hugged her before going next door to my house.

The night seemed to go on forever. My mother seemed to notice something was wrong. I wouldn't give her any straight answers when she asked questions. I just told her I was feeling off and was tired. I went to bed early, but couldn’t get to sleep. I added a blanket which usually worked in the past. At some point about 1:00 a.m. I heard a car in the driveway next door. I heard the car door close. It must be Gwen’s dad coming home. I continued tossing and turning throughout the night. Had I already become accustomed to having someone next to me while sleeping? Finally I drifted off, but the alarm clock interrupted what little sleep I had.

The day went normal up to the homecoming pep rally in the middle of the day. I again sat in the front row of the bleachers so Gwen could see me. The homecoming royalty sat across the gym floor, the band played, and the football team came out trying to fire up the students for tonight’s game. During the rally Brad, Gwen’s counterpart, was sneezing and coughing. The remainder of the day went off with little attention spent on learning.

After walking home with Gwen we parted with a kiss and hug. Gwen had to get prepared for her part in the opening ceremonies of the game tonight. I was also going to the game and sit in the stands with my buddies. The night was cool for the time of year. The band marched in followed by 3 convertibles. The first had the freshman and sophomore royalty. The second had the junior royalty along with Brad and Gwen. The third had the king and queen, Barry and Sarah E. They drove around the track that surrounded the football field. Brad could be heard coughing occasionally.

The game went well. We were ahead 17 to 7 at half-time. Part of the half-time show included introduction of the king and queen and the rest of the royalty. Brad coughed throughout the ceremony. We won the game 30 to 7. Everyone when home after some celebration.

I went home and fairly quickly decided to go to bed. All I could think about was Gwen. About 45 minutes later the tapping came to the window. I opened the window and helped Gwen inside. I was already in my pajamas. Quickly Gwen removed them and I removed her clothes. It had only been about 48 hours since I had touched her soft, warm, supple skin, but it seemed much longer than that. Our hands and fingers roamed all over each other’s bodies. Our lips and tongues were engaged with each other's. Her nipples became hard and erect as well as my penis. It pushed between her legs and the upper side was pressed against her pussy lips. It slid along them as she and I moved. Her pussy was wet and warm. We were both getting very excited. We were breathing hard and our knees were becoming weak. I began thrusting along the outside of her pussy. One time when I pulled away the tip of my penis pushed against her pussy when I thrust forward again.

“Tom, you can’t come inside me yet!” Gwen stated more sternly than I had heard from her before. “Let’s move to the bed.”

There was that word “yet” again. We moved to the bed and were side by side. Before long she pushed me over on my back. Soon her pussy was above my mouth and then quickly I felt her lips and tongue running up and down the shaft of my penis. My penis jumped at the first touch of her lips. I grabbed her rear end and pulled it closer to my mouth, then lifted my head until I made contact with her pussy lips. I kissed along the length of her lips. They became warm and moist. I licked around the outside of her lips and then down the middle enjoying the salty, sweet taste. The amount of fluid increased as did the warmth radiating from her. I moved up to stimulate her clit just as I felt her mouth envelope the head of my rock hard rod. I pressed my tongue on and around her love button as she sucked and licked me. She took me in deeper as I neared the point of no return. Then I felt her muscles tighten and legs squeezed together. She flooded my face as her orgasm took over her body. She started to scream out, but I exploded into her mouth stifling the scream before it really left her mouth. We were both sweating and panting heavily as she collapsed on top of me. After we recovered she turned around and we spooned for the remainder of the night. I slept well after that. I was tired from the lack of sleep the night before. In the morning we showered together. She dressed and I helped her get out the window. She needed to get home before her parents found her missing.

“I’ll see you at the dance tonight, won't I?” she asked from outside the window.

“Yes, of course I will be there. I already have my ticket,” I replied.

Gwen and her family were going to be gone most of the day, so I didn’t expect to see Gwen until the dance. I don't remember what I did the rest of the morning and the early afternoon. About 3 in the afternoon the phone rang. My mother answered.

“Tom! It's Gwen for you,” my mother said.

When I got to the phone I said, “Hi, Gwen. What’s up?”

“Can you do me a favor?” I asked.

“Sure. What do you need?” I replied.

Gwen then said, “Brad is sick and cannot be at the dance tonight. Could you be my partner tonight? Otherwise I will be partnered with Kelvin.”

Kelvin had gotten the 3rd most votes. Now Kelvin was in a small group of known drug users. It was obvious this group had gotten together to vote for Kelvin and a girl in the group named Phoenix. I remembered Phoenix from the night I counted the votes. I knew Gwen wanted nothing to do with Kelvin.

“Of course I will be your partner tonight,” I said.

“Thank you!” she said with relief in her voice. “The dance starts at 7:00, but I was told to be there at 6:30.”

“I will drive. I already have planned to use my parents car,” I returned.

Later when I was getting ready for the dance I heard some unusual movement and conversation upstairs. Only my mother was home. My father had taken my siblings to a movie. I couldn’t make out who my mother was speaking to, but didn't really care. However just as I was finishing I heard the front door close and some noise from outside. When I went upstairs I asked my mother who had been here.

She hesitated and then said, “It was just Gwen’s mother. She wants to take a picture of you together before you leave for the dance.”

My mother had an odd tone. It was one of nervous excitement. I still had 40 minutes before I needed to leave. I walked over to Gwen’s house 20 minutes later. I knocked, maybe for the first time I several years. Tonight seemed more like a date than planning to spend some time with a friend. I was actually nervous and felt warm, but maybe it was the warmer than usual temperature or just having more clothes on than normal. Gwen's mother answered with an odd smirk on her face.

“Gwen will be ready soon. Why don’t you take a seat in the living room,” she said.

A few minutes later Gwen appeared from the hall. I stared at her. Yes, she was always beautiful, but tonight she was radiant. The smile was back on her face for the first time all week. Maybe the dress fit her just perfectly. Maybe her hair and makeup were just perfect. She was simply a gorgeous vision. I still stared.

“Well say something,” Gwen broke the silence.

“Gwen, you are simply beautiful,” I said.

“You are looking good yourself,” Gwen said.

“Ok you two. Stand over there,” Gwen’s mother said pointing to a spot she had obviously prepared.

She took several pictures of us in several positions.

We were facing each other when she said, “Kiss!”

We kissed and she took a rapid sequence of pictures.

“It looks like you’ve done that before,” her mom snickered.

“Mom, stop!” Gwen said with some definite displeasure in her voice.

Her mother disappeared into the kitchen with a giggle.

“I looked at the time on my phone. We should get going,” I said.

We walked out the door and over to the car in the driveway. I was surprised to find the doors unlocked. My father was a stickler for locking the cars because of the garage door remote in the car. Our garage was attached and we rarely locked the door in the garage that lead to the house. I opened the passenger door letting Gwen get in and get settled before closing the door. It was feeling like a date. We took the short drive to the school. After parking I rushed over to open her door and help her out of the car. Gwen smiled at me again a different smile than I was used to seeing from her. We walked into the school together. The dance coordinator immediately took us to one of the nearby rooms. By the requested time everyone of the royalty were there except Sarah E. 10 minutes went by still no show. 15 minutes late Sarah E comes in with no sense of urgency. She was dressed well and her dress was probably expensive although it seemed out of place with what The other girls were wearing. Although it met all of the dress code requirements for the dance, it seemed inappropriate and definitely out of place. It was obvious that she was not wearing a bra from the bounce of her chest. The dance coordinator went through the sequence of events for the first two songs. Our school had an odd tradition. Only Sarah E had to interrupt several times to have things repeated or explained by the coordinator. The others, aside from myself since I was a late replacement, had been given a sheet of instructions on Wednesday.

Finally the time for the dance came. The band started playing the school song. The underclassmen royalty entered in pairs with their names announced as they entered to polite applause. Finally Gwen and I entered to a louder round of applause although many there were also confused that Brad was not there with Gwen. Finally Sarah E and Barry entered to the loudest applause. The rest of us stepped to the side leaving the 2 of them in the center of the floor.

The band started playing the first dance song. I watched Sarah E as she danced. She portrayed an air of superiority and self importance. Barry and Sarah E danced through the middle of the song. At that point Gwen and I joined them on the dance floor. Sarah E looked confused, almost upset about us joining them. The first song ended. Gwen and I approached Sarah E and Barry. We were supposed to switch partners for the second song. It was obvious Sarah E did not understand the tradition that was explained to her just a few minutes earlier. She looked displeased. I grabbed her hand and led her several feet away from Gwen and Barry. Sarah E pulled her hand out of mine.

“What are you doing? How dare you treat me this way?” Sarah E questioned. “Where is Brad? He should be here.”

“Brad got sick and I was chosen to replace him,” I answered. “It is part of tradition that the runners up dance with the homecoming Queen and King the second half of the first song.”

“Oh! I didn’t know that,” she responded.

Sarah E and I danced until the end of the first song. The second song started and the underclass royalty joined the four of us on the dance floor. Sarah E and I continued dancing. It was a slow number and soon Sarah E was pressing against me. Her perfume was almost overpowering. I could feel her breasts pressing against my chest. Despite being braless they were very firm. I thought I could feel her hardened nipples through both her dress and my shirt. Then she started grinding up against my groin. She had obviously done this before. Soon she had given me an erection. Soon afterward she giggled when she was able to feel my erection.

Then Sarah E whispered in my ear, “I bet she doesn’t even give you this much action tonight. I doubt whether you have even done it together. You got a stiffy way too easily. I could give you a night that you would never forget.”

I remained silent. Waiting the last few seconds for the music to end. Finally the song came to an end.

“Don't forget my invitation. You would regret it,” she said as we parted.

Over the speakers came, “Please congratulate this year’s homecoming royalty. Enjoy the dance tonight.”

There was polite applause. I turned my head to see Gwen rushing toward one of the doors. I moved quickly to follow her.

Behind me I heard Sarah E say, “Don't forget.”

When I got to the door I had to look both ways to see which direction she had gone. I saw her turning down the hallway toward the classroom we had been in before the dance started. Before I got to the turn to go down the hallway I heard a door shut. I opened the door when I arrived to find Gwen sitting on a chair crying. I walked over and put my hand on her shoulder. She jumped, but relaxed when he saw it was me.

“What is wrong Gwen?” I asked.

“It … it was B.Barry,” she said sniffling.

“What about Barry?”, I asked.

“He said things to me. Sexual things,” she replied. “Then … then he put his h.hand on my breast.”

I quickly got mad.

“I am going to confront him!” I stated firmly then turned to leave.

Gwen grabbed my hand.

“Tom don’t. It's macho and sweet that you want to do something. But don't make a scene, at least not tonight,” Gwen pleaded.

She stood and gave me a long passionate kiss.

“Let’s get back before we are missed,” she said moving toward the door.

We reentered the dance area. We both got some punch before we danced together for a few songs. Linda, Gwen’s friend, and John, my friend, came over after one song ended and asked if we would like to switch partners for a couple of dances. Gwen nodded and I verbally agreed. I liked Linda, she was good looking and had a great personality. Linda was one of Gwen’s friends that had joined us for lunch several times. John was one of the guys on the basketball team with Brad and I. John and I got along very well. He was the one the came into the game for me to give me a rest. During practice we played against each and therefore we had a friendly rivalry. We were also friends off the court. The music started and soon were dancing with our new partners.

After a bit Linda asked, “How is Gwen holding up? I watched you both leave.”

“She is doing ok,” I answered. “She was upset by inappropriate actions and words from Barry during the early dance.”

“How horrible. I am not surprised though, Barry has that reputation. I thought Gwen knew. Oh! But she was forced to dance with him. A silly tradition,” Linda rambled on like was her habit. “Is she going to tell anybody about it? Is she going to confront him? Are you going to confront him? Something sh…”

I interrupted her to say, “Gwen did not want to make a scene.”

“Oh! Ok! I guess that's her choice,” Linda said.

The dance continued and I danced with other friends of Gwen’s until the DJ took a 10 minute break half way through the dance. Gwen and I sat with several of our friends, both male and female. We enjoyed some refreshments. While we were talking Sarah E caught my attention from some distance away. She pointed at me and then at herself while mouthing the words “you and me”. I quickly looked away and rejoined the conversation at the table. The conversation had first been around what Sarah E had promised to get votes. Then Linda started talking and I knew I had made a mistake telling about Barry. Gwen looked at me with a little disgust and then smiled knowingly knowing Linda’s gossipy nature. Everyone agreed both of them had behaved badly.

The DJ started playing music again and we all sat out the first song. After the second song started most got up to dance. Gwen and I remained at the table.

“I am sorry I said something to Linda,” I apologized.

“Nothing to worry about. I know how Linda is,” Gwen responded. “Can we dance together for the rest of the night?”

“Sure you didn't need to ask,” I responded.

“Good I have a surprise for you now and a surprise for you later. I don't want anyone interrupting our dancing,” Gwen said.

I was intrigued by mention of surprises. I thought Gwen was adjusting her dress, but when she finished she handed me some lacey material that had been across the front of her dress to conceal her cleavage. Not that she was on full display, but the crack between her breasts was definitely more visible. We danced the remainder of the night. A few approached us asking to change partners, but we politely refused. The last dance was reserved for the royalty from all the classes. Just before the song ended there was a shriek from one of the girls on the dance floor. This was followed by a loud slap. Gwen and I stopped and saw the commotion was coming from Sarah E and Barry’s direction.

“How dare you!” Sarah E shouted.

Quickly several of the chaperones approached them.

The DJ announced “Thank you for attending tonight’s, please drive safely.”

Although many stared at the group around the two dancers wondering what was happening. I heard something about touching as we walked toward the exits with the others. We stopped in the classroom we started in to get Gwen’s bag. We walked to the car. It was an unusually warm night for this time of year. It had gotten to almost 80 during the day and was still in the lower 70's. I opened the car door for her.

As she got in she said, “Let’s go to the hill before we go home.”

I agreed. I closed her door and then got into the driver’s side. I drove to the hill by the side of the lake and parked near the remains of the cabin there. She leaned over and we shared a long kiss.

“I am going to change my clothes. I have a change of clothes in the back,” Gwen announced. “You have a change of clothes in the back too.”

“How did they get there?” I asked.

“That is part of the secret,” Gwen responded with that grin that told me there was something unexpected still coming.

Gwen got out, grabbed her clothes, and then changed her clothes outside on her side of the car. I got out, and retrieved my clothes. There were jeans, a t-shirt, and tennis shoes and a light jacket. I changed leaving my original clothes in the backseat. I tried to get a peek or two of Gwen while she was changing.

“We're going to spend the night here,” Gwen stated emphatically. “Can you bring up the tent and the sleeping bags? They are in the trunk. I will get some wood and bring it to the top of the hill.”

I didn’t even ask how things got into the trunk. Apparently she had prepared well for this. I opened the trunk and found the sleeping bags and the tent. I also noticed a bag and a cooler. When I reached the top of the hill, Gwen was heading back down to get more wood from the wood pile. I set my load down and went back down for the other two items. When I returned with the bag and cooler, Gwen had already prepped the wood in the fire pit. We had dug the pit a few years ago and put a metal ring liner into the hole. We had set up a couple of chunks of one of the larger trees we had taken down several years ago for “chairs”. Gwen started the fire and sat down. I sat down next to her.

“I need to call my parents an explain I will not be home tonight,” I said.

“No need. Your mom already knows,” Gwen said matter-of-factly. “She also knows I have been sleeping in your room most of the week.”

I sat I stunned silence.

“Don't worry my parents also know,” Gwen continued after several seconds. “Your mom is going to tell your dad tonight. No one was surprised at this news. They assumed we had already had had sex.”

Again I sat in stunned silence.

“I brought food for tonight and breakfast tomorrow morning,” Gwen continued. “Do want to set up the tent or grill the hot dogs?”

“I'll set up the tent,” I said breaking out of my stupor.

I got up to setup up the tent. Gwen was getting the hot dogs out of the cooler. The tent was a 2-person tent. Whoever designed this tent was a genius. All you had to do was lock a couple of metal rods in place along the bottom of the front and back of the tent. Then secure the corners of the tent to the ground. And finally secure lines from the peaks of the front and back of the tent to the ground.

I finished and sat back down next to Gwen while she finished grilling the hot dogs. She had already put out plates, buns, some fruit, condiments, and chips. We ate once the hot dogs were done and spoke about what may have happened at the end of the dance. When we finished eating we put things away. I put the sleeping bags in the tent. These were also designed by a genius. They had a built-in pillow and if one was turned inside out they could be zipped together to make one large sleeping bag. I sat back down beside Gwen. She put her hand on my leg. I placed my hand on top of hers and squeezed lightly.

Gwen turned to me and said, “I know I have put you off from coming inside me several times the past week. You didn't ask why or seem upset any of these times. You demonstrated how much you respect me and love me. I want to explain why.”

I interrupted before she could continue, “I just figured you weren’t ready for that yet. Our relationship has never been based on a sexual component.”

“True. But I wanted to have my first experience with you. I told my mom about wanting to have sex with you a couple of weeks ago. I wasn't sure how she would react. She told me she was surprised we had not sex already. She thought we may have done this on one of our campouts here. She then told me she just wanted us to do it safely. She set an appointment for me to get birth control from my doctor. I have been on the pill for the last week. The doctor warned me it would take a full week to be completely effective. I didn’t want you to have wear a condom for our first time of real intercourse. I also needed to see if a sexual element to our relationship would change things between us. This week we did everything but true intercourse and I just felt closer and more attracted to you,” Gwen stated almost apologetically.

“Gwen, I feel even closer to you after the last week. It was eye opening to me to see what the last week has added to our relationship. And It is just like you to plan and work out all the details for tonight,” I said.

I decided to take the initiative. I moved my hand up between her legs. I began rubbing and she parted her legs to give me better access. Soon I could feel the heat coming from her pussy. I continued rubbing and soon Gwen started moaning. Her hand moved to my groin and started rubbing intently. I was soon rock hard.

After a load moan Gwen stood up and said, “Stand up and let’s get to it!”

I stood without removing my hand from between her legs.

She pulled my t-shirt up and over my head. She turned her back to me. I did not need any prompting. I lifted the back of her shirt exposing the bra hooks. Quickly I pulled both her shirt and bra up over her head. She was about to drop my shirt on the ground.

“Just a minute,” Gwen said.

She went and grabbed a large plastic bag in the box I had brought from the car. She opened it and held it in front of me. I put her shirt and bra in the bag, then I picked up my shirt and shook it a few times before putting it in the bag. I then looked at her standing topless in front of me. I was interesting seeing her nude in the flickering light from the fire. Because of this her skin had a reddish tint with lighter spots moving over her body. Her hair also had a strawberry blond look. The moving shadows made her breasts look bigger and yes more inviting. Gwen sat down, breaking my reverie. She removed her shoes tossing them toward the tent. Again I followed her lead. We both took off her socks and put them in the plastic bag. We both stood. She unbuttoned my pants and pulled them and my underwear down to my ankles. My rod stood out straight. Both on her way down and on the way back up she kissed the head of my penis. I stepped out of my pants and put them and the underwear in the plastic bag. Afterward I pulled her pants and underwear down to her ankles. I tickled her warm, wet pussy as I did so. She stepped out of them and I placed them in the bag. We stood looking at each other for several minutes. I had never seen Gwen look so lovely as she did in the firelight. I don't know what was going through her mind.

I opened up my arms to her and said, “Gwen you look absolutely gorgeous tonight!”

She stepped forward and we hugged, pressing our naked bodies together. My erection had slid up her stomach toward her navel.

“I was hoping I had not scared you with my plan. I'm hoping you want this as much as I do,” Gwen said with more hesitancy than I anticipated.

Although it sounded corny I said, “There is no one else with whom I wish to lose my virginity.”

“I was thinking the same thing when I planned this,” she said regaining her confidence.

The temperature had dropped since we arrived and the fire had started getting low. I felt Gwen shiver slightly. We agreed on going into the tent. I added some wood to the fire. Gwen had grabbed something and went into tent after tying the plastic bag containing our clothes closed. I finished stoking the fire, before joining Gwen in the tent.

When I got in the tent Gwen had zipped the sleeping bags together. The battery powered light was in one of the corners near the door. I zipped the front of the tent closed. I then noticed she had placed a faintly familiar blanket on top of them of the sleeping nags. I could not quite place where I had seen it before.

Gwen noticed the puzzled look and said, “This is the same blanket that was in the tent in my backyard when we played doctor when we were six years old our first sexual experience.”

I smiled back at her. Only she would have remembered some detail like this and brought it for this night.

“I spoke with our mothers about this and they both recommended that I be on top for the first time,” Gwen stated matter-of-factly.

“You spoke to both of our mothers about us having intercourse for the first time?”

Gwen went on to explain that she had come home one of the days before her doctor’s appointment. My mother was over at Gwen’s house. When Gwen walked in her mother was telling my mother that Gwen was going to the doctor to go on birth control. Our mothers spoke about us with each other more than we realized.

My mother said, “Be careful Gwen the first time can be painful.”

Gwen’s mother added, “Yes I would recommend you should be in control and go slow as much as possible. I hurt for a week after the first time with your father.”

Gwen stated she stood there not believing the casual open conversation that was occurring with the 2 older women.

Her mother then said, “Yes, I hurt for awhile too after my first time. I recommend you be on top. Tom, I mean the guy, may be too rough or too fast. Not his fault, just the way they operate.”

Gwen said that she was floored that her mother said my name. My mother reassured her.

“Gwen don't be surprised. I always thought you and Tom would have intercourse. We thought you had done it already,” my mother explained.

I was incredulous after Gwen’s explanation. I knew our mothers were close, but never imagined this type of conversation had taken place. This made me wonder what the spoke about when no one else was around.

“Gwen, after that not only can you be on top, I want you to be on top. I never would have imagined that it could be so painful the first time. I don't want to cause you pain!” I stated firmly.

Gwen with tears in her eyes, “Tom, I love you so much. I want to experience this with you more than ever. Please let me proceed in my own way and my own pace.”

“Go ahead,” I readily agreed.

“Please lay down with your head at the door end,” she asked almost timidly.

I moved into position as she requested. The light from the lamp in the corner allowed me a great view of Gwen near my feet. Again with the light and it's direction Gwen’s breasts appeared larger than normal. She placed her hand around my penis and pumped slowly until I was again rock hard.

“Here goes! Please do not move unless I ask,” Gwen again requested somewhat timidly.

She moved slowly putting herself directly over my groin with one leg on each side of me. She then displayed something in her hand.

“My mom gave me a tube of lubricant for tonight. Do you mind if I use some on you? My mom thought it make tonight easier,” she explained.

I agreed by nodding. She squeezed some of the lubricant into her hand and applied to the tip and shaft of my penis. It was cold at first but warmed with her hand sliding up and down to coat my member. Gwen took a deep breath, exhaled and began to lower herself toward my erection. My penis jumped at first contact with her vaginal lips. Gwen giggled and held me more firmly. She then pushed gently down. I quickly encountered a barrier, her hymen. Gwen rose up slightly then pushed down a little harder. Still no go, but I thought I felt some give. Gwen sighed. She then pushed down hard. I could feel her hymen giving way. One last push and the tip of my penis entered her. Gwen gasped and I could see tears in the corners of her eyes. Gwen held still for a few minutes. She inhaled and exhaled again, before pushing slowly down, biting her lower lip the whole time. Her vaginal walls gripped tightly around my head and shaft. It felt wonderful having her hot, slick inside pressing around me. After several more minutes she had lowered herself down to the base.

“May I touch I your breasts?” I quietly asked.

“Sure! Go ahead. I have to remain here for awhile,” she responded.

My hands roam freely over her breasts. Beginning with soft moans Gwen responded to what I was doing. Her moans became louder as I concentrated on the area closest to her nipples.

“You sure feel big inside me. Filling and stretching me inside,” Gwen finally said.

“You feel great around me. I really like how tight you are,” I said.

“Please give me a little longer to get used to this. The pain is nearly gone and the original discomfort is also decreasing rapidly,” Gwen said in a reassuring voice.

We remained still for several minutes until Gwen begin moving slightly up and back down. It was wonderful. It felt like lightning going through the head of my penis. She slowly moved up and down with increasingly longer strokes. I tried to remain still, but it became more and more difficult to not to coordinate my movement with her. Once she began moving the full length along my rod, I could no longer resist. When she got to the top of her movement I pushed up my full length inside her. Gwen squealed in delight. I then dropped my pelvis down to the ground. Pulling almost out of her. She then dropped down to the base of my penis and squealed again.

“That felt wonderful. Do it again!” Gwen said as she lifted up again.

I pushed into her more forcefully than before.

“Oh, yes!” Gwen screamed.

I dropped back down and she slammed down onto me. She gasped again with delight. After several more of these cycles Gwen’s vagina tightened around me. With a few more strokes Gwen screamed “YES, yes, yes, oh my God, yes” louder than I have ever heard her yell anything. Her body twitched and her vaginal walls spasmed. I shot load after load into her during her orgasm. When her orgasm finished, she collapsed on top of me. We were both panting, trying to catch our breath. I hugged her very tight to communicate how much I enjoyed sharing this experience with her. We enjoyed each other twice more one immediately after the first, this time with me on top. Then in the morning we did it doggie style.
4 comments

ShamelessSexualityReport 

2020-02-18 11:24:00
The dialogue seems very robotic and unrealistic

InscrutablejrtReport 

2020-02-16 15:09:28
There's a good start here, but I'd agree on the dryness of some of the writing. Like, how many times do we need to hear about guy coughing to sell us on the idea of his being sick? You're not trying to convince us you have to call into work. Tell us he's sick and move on.

Jamo128Report 

2020-02-15 06:16:21
Amazing story. These types of stories are my favorite please continue it. Very well written.

Doozy woof HunterReport 

2020-02-14 23:29:04
You almost lost my interest with all the geographical detail at the start - boring!
But I am glad I persevered, as I really enjoyed this story 9/10

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