2 comments/ 21040 views/ 18 favorites I've Always... By: KWildman11 Hello, my name is Timothy Cunningham. I'm gonna share the most impacting event of my life; so that those who read this out there can perhaps be more true to their feelings and not miss their chance at true happiness... ***** You could say I had a pretty normal life growing up. I had a good family, a nice neighborhood, and a social group that I fit into very comfortably. But, the most important person in that group was my best friend Lisa Parker. Lisa is one of those people that you rarely meet. She has a personality that just endears you to her from the moment she says her first "hello". But don't get me wrong. She also has a sassy side to her. She can be a real smartass at times. We've known each other since we were four (I'm slightly older than her by about a month). So naturally, we made little nicknames for each other. I would always call her Lis; pronounced like lease. She would call me Tim. We did pretty much everything together growing up; played video games, watched TV, studied together, and even got in trouble together at school. It was pretty much one of those friendships that whenever the principal called one of our parents because we got in too much trouble, our parents knew that the other was also in trouble; even something as silly as that only strengthened our bond. Growing up, we had such an incredible friendship, that nothing; petty or tremendous alike could separate us. We spent more time with each other than we did with any other person. A friend like Lisa only comes by once in a lifetime. Our friendship, like all friendships, has had some rocky times were we might have gone too far, but there has never been a time when I thought that we couldn't be friends anymore because of it. **************************************** High school was a pretty normal experience for the both of us. We were both 19 at graduation. I know, I know; a year too late. I was going to be held back in my junior year, and she was so loyal to me, that she purposefully got herself held back also; so we could graduate at the same time. She was absent the right amount of days to be held back. Being held back also meant that she would get kicked off of the volleyball team that she had been with since we started going there in freshman year. I begged her not to, but she insisted. She got the scolding of a lifetime from her parents. But it was already done. I remember asking her why she wanted to graduate with me so badly; why she would purposefully get into so much trouble for me. She just simply said, "Because I love you." My heart skipped a beat when she said this. I had heard her say it to me so many times in the past and I would say it to her as well. We always meant it like friends did. But when she said it this time, it seemed to have a different meaning than all the other times. "I love you too, Lis," I replied. Now, there is one detail about her that I should make note of before you might say we're the "perfect pair" for each other... Lisa is a lesbian. She came out to me and both of our families first when we were all together for dinner one night; a little after graduation. To the others, it seemed like a minimal shock, but to me, it felt like a bullet went straight through my heart. I realized that the bond between us, as strong as it was; we couldn't really be an item because of how weird it would probably be. But somehow with that fact in my head, it still devastated me. I didn't know at the time why I was so sad about it. Her family as well as mine took it very well. We all seemed to have the "we still love you the same" tone about it. She seemed grateful that we all accepted her orientation. We toasted her coming out as well as our graduation with a "cheers for the future", raising our glasses. I sat my glass down on the table and just looked at it for the longest time; thinking. I couldn't make sense of my feelings at that moment. Then I looked over at her and she looked directly into my eyes. She had the most sincere look: not happy, not angry. I didn't think it really hit me until right then and there, that she was serious. I had NO shot with her. I had nothing to offer her in her love life. But the most stunning revelation that night was the reason that I was thinking those things: I WAS IN LOVE WITH HER!! I didn't know what to do with myself. For the first time in my life, I felt truly alone. I always went to Lisa when I had a problem I couldn't fix that was too personal for even my parents, but I could never approach her with this one because the problem WAS about her and her orientation. But, I didn't hate her for it or anything. I just sat there for what seemed like forever and pondered our future together, given my new-found feelings for her... What is there to say when guy falls in love with his lesbian-best friend? Should I tell her anyway, given that I probably already know the turnout? Should I stop hanging out with her so much for fear of what I might say to her eventually? Or should I just lock that part away and just be the friend that she grew up with? I chose the only logical one... "So what do you want to do tomorrow, Lisa?" I asked; mustering up a smile. **************************************** Three years later; and now we were going to the same college; which was about 2 hours away from our hometown. We live in an apartment together just off the campus, figuring it was easier on both of our wallets if we share rent rather than dorms that cost a fortune. We always kept the apartment tidy. We cook, clean and all the other normal things. We also study up together on the one or two classes that we try to share each semester. It's really no different than any other dual-living situation. When we first moved in together, I thought it was going to be weird but it turned out to be pretty much the same as whenever we were at each other's houses during our childhood. Mind you that we kept our utmost privacy when it came to certain things, but it really didn't feel that much different. After only a little while, we both seem to be 100% comfortable with our new living situation. Over the past couple of years since she came out, she made mention just almost every time we hung out how disgusting and unsexy ALL men are. She would point out a man and a woman holding hands and say something like, "Look at that guy. He's holding her hand with one hand and scratching his ass with the other. What a PIG! I'm so glad I'm a lesbian. You're just about the only guy I can tolerate for more than five minute's Tim!" I just laughed at her. "Oh, you're so naïve Lis. We do have a tendency to do these nasty things, but we also make sure that the woman in our life is the happiest woman on Earth. At least, that's what I would do for my girl." Her smile changed into a look that I've only seen a few times on her. She just looked at me with a gaping smile, if you could imagine what that would look like. It was as if I just said the nicest thing to her. Then after a few seconds, her smartassy smirk came back. "Yeah, if you had one Tim, hehe." She always knew the perfect thing to say to fuck with me. It was always harmless though. Neither of us was seeing anybody at that moment. We both had our share of steady relationships. But, there was nothing incredibly serious in either of our individual relationships that we've had over the years. "Actually, I do have a woman in my life. She just bats for the home team; so to speak," I said laughing back at her. She playfully slapped my shoulder and laughed along with me. She wrapped her arms around one of mine as we walked to where we were going that day. "You're lucky you're my best friend and I love you so much, Tim. Honestly, I think if I weren't really a lesbian, I'd embarrass you right here in public after a little comment like that." I snapped my head over to look at her. "What the hell is that supposed to mean, Lis!?" I asked with a little worry in my voice. "I guess you'll never know; will you Tim?" she answered, giggling and teasing me. **************************************** From the moment I knew I was in love with her up until now, I've hidden my true feelings pretty well; or rather I believe I have. I tried not to say things out of character and stayed the friend she knew already. I thought it would be for the best. Over the years, I think the one thing that has really changed at all about her is how comfortable she was about the minimal amount of clothing she wore at times around me. When we were younger, we've had a few nights were we would stay over for the night, but we always wore pajamas and other less-revealing clothes. Lately, she would be wearing very little around the house. I wasn't complaining though. Far from it, she has a killer body. I remember the boner I had to hide when I saw her in her pink bra and panties; asking me if it looked okay. "I just bought these and I think they might be a little tight. I don't want to spill out of these when I go out tonight," she said. She twirled around and presented her gorgeous body to me like it wasn't anything special. After picking my jaw off the floor, I managed to make a couple of sentences. "They look gr...great, Lis. Very nice," I fumbled with my words. "Awesome, I knew I could trust you to help me. And maybe next time, don't sound too much like Tony the Tiger when you give complements. Hehe." She swung her arms around me and embraced me like she wasn't wearing just underwear. My boner was a hard as a rock at that point. When she retracted herself from my hold, she just smiled at me, not acknowledging it at all. I was almost certain she felt it. "Thanks, Tim. I'm gonna get ready and head out. Goodnight." "Goodnight, Lis," I managed to spit out. She turned around, showing me her panty-covered ass and left. "She really doesn't mind me looking at her, does she?" I thought to myself. Things like that would just happen more and more often. She would just come into my room wearing just a bra and panties, or she would watch tv with me in just an oversized shirt. She was unintentionally teasing me with her body constantly, and I found myself needing more and more to masturbate whenever I saw her gorgeous body. Needless to say, I was doing it a lot, thinking of her. Sure, I felt a little guilty but come on... *************************************** One day a few months later, I was heading to my apartment after my classes and a late shift at the construction site I worked at. I parked my car next to Lisa's and headed inside. I was so dirty and covered in dirt and other stuff that I had to take a shower immediately. I sat my keys down and looked around for Lisa. "I'm home, Lis you here?" I walked down the hallway and saw that her bedroom door was closed and the lights were all off. I figured she probably was taking a nap. So I went to my room and stripped in a matter of seconds. I grabbed my towel and wrapped it around my waist. I opened the bathroom door and was just about to get in the shower when a striking figure stood between the shower and me. It was Lisa. I stood frozen in place as she turned around wearing nothing but her towel around her as well. "Hey Tim, long day?" she asked brushing her beautiful blonde hair; pretending like she was oblivious to the situation. I spoke fast and nervously, "Y...Yeah. Sorry, I thought you were taking a nap or something. I wanted to take a quick shower. I'm covered in all this nasty shit from work again. Should I wait and come back after you're done? I mean, you were here first. I'll just sit in the kitchen until you're done Lis." I turned to go, but just before I could shut the door all the way, she called to me. "Wait!! You could...ummmmmm...come in with me. It shouldn't be bad, right? I mean, it'll be just like when we were kids taking baths together, haha." I thought I could hear a little bit of shakiness in her voice, like mine. I pondered for a moment, not knowing how to approach this situation. "Yeah, well I guess that could work out. But, I thought you said guys were disgusting. " I muttered through the partially open door jokingly. I heard her giggle. "They are Tim, but you're my best friend and I think I can handle a little dirt past my feet with you. Besides... you're different." "Yeah, you say that a lot but I never know how I'm so different," I fired back. There was a moment's pause. She didn't giggle this time. "Jesus H Christ Tim, we're not strangers or anything! Just get the fuck in here already!" she exclaimed in a loud but still humorous voice. She rarely cursed but I always got a kick out of it whenever she did. So I just opened the door and went back in. She immediately faced me. "ROWR, Lis!! " I laughed. She puckered her lips in a tiny circle and beamed a squint at me in the most hilariously-faked angry look before she spoke again. "That's right Tim, you never anger the lioness." She took her hand and made it into a claw and swatted in my direction playfully. We laughed at each other. The tension seemed less. "Okay, I'm all done brushing my hair. Guess I'll head in," she said calmly. "Alright, guess I will too." "Well that would require you to take the towel off genius," she mocked. The tension was BACK!! "Right...right, almost forget," I replied nervously. It's certainly easier said than done; getting naked in front of your best friend. Let alone the girl that you're secretly head-over-heals for. I stood there shaking, trying to get the towel off of my body without showing signs of excitement. Luckily though; she broke the long moment by beginning to remove her towel. She undid the knot that was made below her shoulder and slowly opened her towel. As every square inch of her body came into view, I couldn't help but notice how athletic her body had stayed from all those years in volleyball. She let the towel drop behind her; baring her grown, naked body to me for the first time. There was little hesitation in her movements. It seemed like she had no trouble showing herself to me. I paused for a brief moment to burn the image into my brain. But, I quickly followed her action before it got awkward. I'm no stud or anything. I try to keep in shape though. I'm 6'3", short brown Hair, brown eyes, 180lbs, and have a semi-athletic body (abs and shoulders are defined, but not a steroid freak). My penis is no porn-star 10-incher; but I know that it's 7 and a half inches and good enough to me and apparently, the few girls I've been with in my life. Lisa on the other hand, was a knockout if I ever saw one. I mean, we all have our flaws but with Lisa, she hid them well. I never thought of Lisa in a truly sexual way until I got a good look at her naked body. I knew I loved her deep down with everything in me, but I never lusted after her like I was beginning to. She is about 5'8", long wavy blonde hair, beautiful soft and cream colored skin, blue eyes, a toned and flat stomach, an unbelievable waist, a neatly trimmed vagina with only a strip in the middle, and from the looks of it, at least 36D teardrop breasts. She definitely had my full attention. I noticed her eyes following mine on her body as an amused smile came across her face. She looked up into my eyes and raised her eyebrows at me and I just wondered what she was thinking. Her eyes also began to wonder more as I began to feel my penis harden from the whole experience. I knew I would have to get in quickly to avoid awkwardness. Not to say that it already felt a little bit like that already. The blood was rushing to my dick at a quick rate. "Okay, ready to go now big boy?" she asked; snapping me out of my daze. Had she noticed? I quickly covered my dick with embarrassment. But then I noticed that her nipples began to harden. So I fired back. "Yeah yeah, I'm ready. Jeez, getting a little cold are we?" I replied. She looked down and with crimson cheeks; she covered her breasts with her draped arm. "I'm sorry; I'm just playing with you, Lis. I didn't mean to make fun of you. They look amazing." Not realizing what I said until after I said it, I was mentally slapping myself. But it was already said. She arched an eyebrow at me. She looked back down at my penis that was continuing to harden. She looked back up at me and slowly, she lowered her hands back to her sides. "I'm glad you think so. But I really think they're too big. What do you think Tim?" I paused. She actually wanted to know what I thought of her breasts. She held them up with both hands. It was getting really tough to hide my hardness at this point. Any more mental stimulation and I would've probably passed out. "They're absolutely perfect Lis. They're perky, perfectly shaped, and from what I can tell; responsive too," I said before winking at her. She must have really appreciated my comment as she scraped her teeth against her bottom lip seductively. Topped with her hands basically fondling her breasts, it looked like a Penthouse shot. "Well I guess that makes two of us that have a very 'responsive' body part," she giggled as she continued manipulating her breasts. "I'm sorry Lis," I said. "It's okay. Harmless teasing, right? Anyways, ready?" she asked. "Yeah, you first babe," I said smiling. She spun around and I got an eyeful of the most gorgeous ass I've ever seen. She swayed her hips as she turned her eyes to me and smiled. "Perv, trying to see my ass too?" she said over her shoulder. She stepped into the shower and quickly shut the curtains behind her; in a teasing manner. I quickly followed the wonderful ass that was attached to my friend like raw meat to a hungry wolf. When my eyes met her body again, she bent over slightly and turned the nozzle and the water cascaded down on her body. Her gorgeous body being hit by the waters was something I could watch every day of my life. She began soaping up her body and I just watched as she paid special attention to every part of herself with no reserve. She looked like she was in her own little world. We managed to make small talk but I mainly mumbled responses while she soaped her body up. She turned around to hand me the soap when she gasped and took a step backwards, looking towards my lower body. I looked down to see what she was looking at, and that's when I realized: I was at full-mast and my cock was pointing straight at her. "Oh god; Lisa I'm so sorry. I didn't mean to...well...my penis just got really hard. It's not you...I mean it WAS you...ugh...I'm sorry." I used my hands to cover my hard cock as quickly as I could. She looked at me sideways like a questioning dog would. She smiled at me while I fumbled with my words. I kept stuttering at her. "It's ok Tim. It's a very natural thing when your penis gets really hard around a naked woman," she said sarcastically. "Gee, thanks MOM!" I replied as she started laughing. "You're welcome Tim, haha. It wouldn't be the first boner you've had because of me anyway, would it?" I was shocked a tad by her comment, but also I was more or less expecting it. I just nodded in agreement. "Thought so," she simply stated with a smirk. She winked at me and took a step back towards me to give me the soap. She turned around to show me her bare back, which she pointed to. She spoke in a low voice. "Do you mind helping me really quick? I can't reach my back entirely and since you're here, I don't have to use my shower brush. It's better with hands anyway." She looked over her shoulder and smiled at me like she was thinking something. Really quickly, I soaped my body to get the dirt off of me before I started soaping her back. I stepped forward to get under the water and rinsed off. I've Always... I got behind her and let the water cascade on the both of us. I tried to make sure I didn't touch her with my hardness. As thick as the sexual tension was, I didn't want it to be thicker. No pun intended. I looked at her back and traced it down to her gorgeous ass. I stared while I soaped up my hands and started lathering her back. I swear I could hear a slight moan escape her lips when my hands touched her initially. My hands were quivering slightly, and I was full on adrenaline. I just wanted to attack her at this point. My hands lathered her upper back for a few minutes. I was afraid to go lower however. I didn't want her to think I was feeling her up or anything. Finally, after a few more minutes, she spoke. "Go lower Tim," she said in almost a whisper. My hands roamed down her body until she signaled me to stop. I rubbed down her back and sides until she stopped me just above her ass. "Right there, keep rubbing. I'm a little sore there from work. Just massage it with your thumbs." She reached behind her, took my hands and placed them exactly to her liking. "There, like that." My fingers were wrapped around both the front parts of her hip, while my thumbs were in the two dimples that formed neatly on both sides just above her ass. I started to massage her. My arousal was on overdrive and my cock was steel-hard. I had to shift my lower body to make sure it wasn't poking her. I didn't think I could take much more before I just went crazy. "Mmmmmm, Tim. You've got some skilled hands there. I just might have to put them to use more often," she said softly. "Sounds good to me," I managed to speak. Not thinking of how that statement would be taken, I just let it stay in the air and continued to rub her down. After a few minutes, I noticed that she was getting a little fidgety. She was rubbing her inner thighs back and forth against one another and humming a little. I was wondering if this was starting to excite her. Then my curiosity got the best of me. I kept my hands where they were, but I looked down past her tight butt and down to see that her inner thighs were shiny wet. Not from the water. They were soaked with her horniness. This was not helping my already aching cock. I was dripping precum on the shower floor by then. I tried to make sure that it didn't touch her but of course, I eventually failed in that mission. I stepped forward without thinking and it bluntly pressed against her butt, right in the crevice of her two cheeks and pointed up. She gasped out loud but never made an attempt to move away. She just stood there while I kept massaging her. The tip drooled precum on the small of her back. "I'm sorry Lisa, I tried to not let it touch you like before but I was in an uncomfortable stance for too long." "It's okay Tim, you worry too much. I would just like to know why you are so hard. I mean, doesn't he know that I'm gay?" she jokingly asked, referring to my penis. "Well, you have such a beautiful body and he just couldn't help it," I admitted. "Really? You like my whole body Tim? Not just my boobs?" she asked with genuine curiosity. She leaned her head back on my chest and looked up at me. Her beautiful teardrop tits were in perfect view. She was biting her lower lip and running her hands all over them seductively. She was almost teasing me. What the fuck am I saying? Of course she was! "I do Lis; you really are a knockout. I was surprised when you asked me to get into the shower with you. I mean, when we were kids, it was innocent play, but now it's totally different with our bodies fully developed and hormones raging." "Tim, I don't mind that you are aroused by my body. And you're absolutely right about the 'raging' part, hehe. I mean it is a little odd because we're best friends and the fact that I'm gay; but I kind of like that I make you like this." She emphasized by grinding her ass up and down against my cock a little, like she was giving me a lapdance. I almost came. She closed her eyes while she continued to rub against me. "What are you doing Lisa?" I asked unable to think of anything else to say in a breathless voice. "Well...I wanted to see what it felt like. It's really hard. I...I like the way it feels. But I can't do anything for you though. You know why. I just wanted to experiment a little." She proved her point by stepping forward and breaking our contact. I felt so empty right there but she quickly filled me back up with excitement when she revealed another idea for an experiment. "Tim, have you...have you ever masturbated thinking about me?" she suddenly asked. I was unable to look at her while I nodded a 'yes'. "Hey, don't worry. It's okay. Listen, I said I can't do anything for you but you could do it if you want." She paused for a moment and held her hands over her mouth, like she just blurted something out really embarrassing. She was silent for a couple of seconds. "What do you mean?" I asked. She removed her hands from her mouth and spoke lightly. "Tim...umm...I ...I want you to cum for me. I mean I want to see you cum right here in front of me." Her cheeks became beet red as the words escaped her lips. She covered her mouth again shyly. "Really? Are you sure Lis?" She paused before answering. "Yes, I've never seen one in person and I have always been curious. I mean I've seen a porn movie or two, but that would never be something like seeing it in real life; plus I know you won't get a big head out of it. Well mostly one, anyway. Hehe." I just stood in shock for a few seconds; processing her proposal. Our eyes made contact for a moment. I didn't see any signs that she was messing with me or playing jokes. So, I finally mustered up the words for her. "Okay Lisa. I'll do it." Her eyes bulged a little in excitement as she smiled at me. Then her eyes travelled back down my body to my painfully hard dick. Slowly, I placed my hand on my throbbing erection. I lightly gripped it and started the up and down motions with my hand, as she watched with intense attention. I worked my hand up and down while she seemed to savor every moment of our "experiment" together. She looked at me as she chewed her lower lip and I could see the attention and dare I say it: arousal, in her eyes. "Oh Tim, you look like you're really enjoying yourself," she said with a playful tone. "I am, Lisa. Are you enjoying the view?" I asked. "Mhmmmmm. Like I said; I've never seen one in person, and yours is very impressive," she said, punctuated with a giddy giggle. She had a cute way with her words that still fed my inflated ego like no other girl I've ever been with. "Would you like me to touch my breasts for you? Give you a little show too?" she asked a little shyly. "Mmmmmmm, I'd like that very much." She placed her hands on her sides and sensually snaked them up to her beautiful breasts. I knew I wasn't gonna last much longer with my cock already about to explode. She reached for her nipples and began to pinch them and moaned softly. "See, Tim? Isn't this better than just doing it alone in your room imagining me doing it?" "Oh yeah, it is," I groaned. She responded with a loud moan as she played with her hard nipples. "Faster Tim, I want to see it," she said while she twisted her nipples. "Mmmmmmm," we moaned in unison. "Ohhh, I'm getting close Lisa," I warned. I couldn't help but close my eyes. "Keep going; cum for me, Tim. I know this is a little weird but I want to see it. I need you to cum for me, right now." Her voice was now lustful. But it also seemed closer at this point. "I'm gonna cum!" "Do it, honey. Faster! Cum!" she replied. She sounded right in front of me. I opened my eyes and looked down at her. She was on her knees, still rubbing her tits for me. I saw the raw emotion and want in her eyes as I felt the beginning of my load reach the tip of my penis. In a matter of seconds I lurched forward and came onto her. "Oh yes baby, cum all over me. I love the feel of it Tim. It's so fucking wrong and nasty and sexy. Oooooooh shoot that fucking load all over my body!" My cock pulsed and contracted as I emptied ten strong ropes of cum onto her body. I covered her upper body and face mostly. But I got at least a little in every area on the front of her perfect body. I finished cumming the last drop I had on her. My knees went weak and I collapsed down on the shower floor in front of her. Her eyes were wired shut as she panted with deep arousal. I looked down to see that her pussy was completely soaked. It took everything in me to hold back and not help her with her obvious situation downstairs. She finally opened her eyes and looked at me. "That was so sexy Tim. You got your hot cum all over me," she said chewing her lip. She began to wipe my cum into her skin. I couldn't believe what was going on. "Mmmmmmm, I can see now what the fuss is all about with guy's cumming on girls," she playfully said as she continued to rub her body. "Some nice natural skin cream," she added sexily. Things were getting out of hand quickly. I had to remove myself right then and there before I did something horrible. I knew myself too well to know that I would start trying to take it further because of my feelings for her. I knew that there was a possibility she would be open to it, based on the heat of the moment. But, I couldn't do that; not to her. "I'm so sorry Lis. I have to go." I dried my feet and ran out of the bathroom. I heard her yelling for me but I had to ignore her. I shut the door to my room and leaned against it. My mind was in a twister at that point. I went over to my bed and collapsed on top of it. "What just happened?" I thought. I heard the water shut off a few minutes later and I feared that she now thought that I hated her. I wanted to tell her everything was alright, but I think the best thing we needed was our space. I decided to stay there so I could calm down and think of the right things to say to her and make sure she knows that I still care so much about her. **************************************** A couple of hours had passed. I eventually dried off and got a t-shirt and some gym shorts on. I decided that it was time to confront her. I opened the door to my room and went down the hall to hers. Walking towards her room, I saw that the door was partially opened. I could hear a faint whining and whimpering sound coming from her inside it. I very carefully opened her door a little more to find her on all fours, completely naked and facing her headboard furiously rubbing her swollen and wet clit. The end of her bed faced the door, so you can imagine that I had the most provocative view of her pussy that I possibly could. She was moaning louder and louder as her circular hand movements became faster against her clit. The lights were low but I have good eyes in the dark. "Mmmmmmm, OHHHHH FUCK THAT FEELS SO GOOOOOOD," she said with no restraint in the tone of her moans. She began to work two fingers in and out of her pussy. Her hand was drenched with her wetness. Her clit was very swollen and red. It looked like she'd been playing with herself since she left the shower to get it like that. My cock was growing at an alarming rate in the elastic gym shorts I was wearing. I started to rub it outside of my shorts while she continued masturbating. I rubbed it while I watched her with guilt gnawing at me for spying on her; but not enough to stop. I was in a trance. She plunged her fingers deep in and out of herself. "OHH GOD I'M CUMMING AGAIN. MMMMMMMM, OHHHHHHHHHHHHHH TIM!!" I felt my heart skip a beat. "She was moaning MY name!" I thought to myself. "MMMMMMMMMM, OH MY FUCKING GOD!! I'M CUMMING!!," she repeated. I could see her wetness coming out like a tidal wave. It was the sexiest thing I had ever seen in my life. I knew she would probably be able to see or hear me with her concentration a little freer now. I didn't want to be caught, so I took a few steps back and closed the door to where it was; staying as quiet as possible. I made exaggerated loud steps from the hall to her room so that she was at least aware of my presence before I walked in on her; or so she would think. I heard her gasp when I got closer. I cleared my throat loudly and knocked on her door. Hopefully, I gave her enough time to become decent; or have the appearance of it at least. "Are you awake, Lis?" I heard her fumbling with her covers. "Yeah, come in Tim." She sounded completely out of breath. I walked in her room and saw that she had covered herself up with her blanket. The smell of sex was thick and unavoidable, but I pretended like it wasn't there. "Listen Lis, I wanted to clear up something before you get the wrong impression." There was a pause. "You don't hate me now, do you Tim?" She looked up at me with her beautiful blue eyes. I saw worry in them. "God no! I could never hate you Lis. You are my best friend and you've stuck with me forever. I love you too goddamn much to let that taint our relationship in any way." I noticed that she openly reacted when I said 'relationship'. Her eyes became glassy, like she was holding back tears. I continued,"...I was just scared because...I didn't want lust to take over and have one or both of us making a hasty in-the-moment decision." There was a long, almost terminal pause. Then she finally spoke. "You must really care about me, don't you Tim? You see; THAT'S why you are different. This is what I've been trying to tell you all these years when I was saying that. Any other guy would have taken advantage of that situation like an opportunistic pig. You just really scared me when you left. I thought that I went too far and you now viewed me as a slut or something. I'm so happy that you're not upset with me. I love you Tim." She began to tear up a little while she was talking. She put her head into her hands. I know she must have been feeling some conflictions about everything, as I was. I came to her bedside and grabbed the box of tissues on her nightstand and wiped her tears from her face. I pushed the hair out to the sides and held her head against my chest for a few minutes while she calmed down. I knew she was naked behind the sheets that covered her, but I didn't want to think of such things while she was like this. I just wanted to comfort her at this point. "I love you too Lisa," I whispered to her. She removed her head from me and looked at me with puffy eyes. She finally smiled at me with tears still flowing. I smiled back at her. "It's okay sweetie, I'm here for you. Always have, always will be," I said to her sincerely. "How did I get so lucky to have you in my life, Tim?" "I don't know Lis; I think I'm the lucky one." She paused while looking at me to think of what she wanted to say. "Just promise me one thing, please?" she asked. "What is it Lisa?" "Don't judge me harshly for what I'm about to say." She wiped the last of her tears from her eyes. She wasn't crying anymore. "I have one more thing that I want to experiment with. I want to be sure of something before you and I go back to being what we were before today. Tim...I...I want to be with you tonight. Please, let's be together for just tonight. Just one night; let's let everything go. I want you to be my first." She spoke so clearly, and with such passion. I was completely and utterly shocked. I was lucky my mouth wasn't hanging open. There was a knot in my throat. I gulped and tried to find my words. "Are you sure Lis?" "Yes I am, Tim." From the start, I've always wanted to be the person that she depended on for anything. Now, she wants me to be the first and maybe only man she's ever or will ever be with sexually. My entire body was shaking. I felt nervousness that I haven't felt since I went on my first real date in the 8th Grade. I couldn't get ahold of myself. However, I knew what I wanted to say immediately. I was standing by her bed. I sat on the edge of it and looked at her. "Okay Lisa," I said. She rubbed my arm and smiled at me. "Thank you Tim." She leaned up and kissed my cheek innocently. There was a long pause before I nervously began to take off my shorts. She quickly stopped me by taking my hand into hers. "What's the matter?" I asked. She looked up at me again, but this time, she started to get that sassy smirk back. "So what, you're just gonna strip off your clothes and I'm supposed to blow you right away or something? No no no; that's not what I had in mind, sweetie. I want this to be special." She reached her hand towards my bulge and began to rub and tease my cock through my shorts. "Oh shit, Lis!" She started to laugh a little at my reaction, as she explored my cock. "Feels good, huh?" she asked. I nodded. "Good, it's supposed to," she giggled. Her eyes widened like a kid's in a candy store. She took her time as she gave me a light handjob through my shorts; slowly teasing and toying with my growing erection. She looked up at me with her beet red cheeks and that smirk I knew and loved on her. "This thing just doesn't get enough, does it? Maybe we should have done this in the shower. Oh wait, that's right. You ran off cuz you were afraid that you would grab me and fuck my brains out or something. Hahaha, you know I might have let you if you stayed in there with me Tim," she said smiling. "Lisa, I couldn't take advantage of you. You're my best friend for fuck sake!" "Relax Tim, I was messing with you. Besides, should you really be preaching morals with my hand rubbing this big cock of yours right now?" She stopped momentarily and scooted over in her queen-sized bed with her covers still hiding her nudity. She patted the empty space next to her. "Come, lay here with me. Take your shirt off and get in bed with me. I promise I won't bite," she smirked. I stood up from the edge of her bed and took my shirt off. When I lay next to her, she sat up on her knees still on the bed to face me. Her blanket was wrapped partially around her, covering everything from her shoulders, down. She slowly lowered her covers and revealed her bare breasts. She stuck her chest out and presented them to me. "Touch me Tim. Please touch me," she said in a husky voice. I reached my left hand out and took one of her perky breasts with it. It was so soft and her nipples couldn't be harder. She gasped and moaned when I started rolling her hard nipple between my thumb and index finger. I quickly followed the same motion with my right hand as I took her other breast in hand. Her tits were absolutely perfect; soft but also firmness to them. I leaned forward and took her small pink nipple in my mouth and sucked. "Mmmmmm, oh Tim. Ahhhhhhhh! Yes! Play with my tits! OH GOD!" I caressed and squeezed her breasts while I sucked on her nipple. I pulled away before attacking the other. She took her hand and placed it behind my head for balance. I reached up and placed her right nipple in my mouth and sucked and licked it. "That feels so good. Mmmmmmm, I'm so wet for you Tim. When you left me in the shower, I was so fucking wet that I came right to my room and played with my pussy the entire time. You are gonna have to pay me back for leaving me so wet and horny, babe." "I'll be sure to, Lis. What would like me to do first then?" I asked lifting my face from her wonderful tits. She took my head between both of her hands and locked eyes with mine. "Bite it baby. Bite my nipple!" She shoved my face back into her amazing cleavage and I joyfully complied. She almost screamed with pleasure as I took her right nipple back in my mouth and bit it hard. After a few minutes, I switched to her other nipple. I could have sworn she came a little when I bit both at the same time. My eardrums were about to burst with the screams she emitted. I've Always... "Sucking on your best friend's tits? Taking advantage of her like this? Mmmmmmm, you bad boy. How could you?" She seductively moaned. I knew she meant it harmlessly. She lowered her hand ever so slightly down until it was at the top of my shorts. Eventually, she slid her hand down past the waistband. "I'm going to touch you now Tim. I'm gonna get a piece of that fat cock of yours. Just don't blow your delicious load right away. I don't want it going to waste this time." Her dirty talk was really turning me on more. "Do it baby. It's hard because of you." I reluctantly let go of her tits to give her direct access to me. She stared directly into my eyes as her hand went down and wrapped around the head of my dick. The tip was already wet with precum. She gave me a few tugs before she noticed the wetness coming from my cock. She retracted her hand and showed me the precum that she caught. She smiled and licked her fingers clean. "You taste good, Tim." She licked and coated her hand with saliva before returning to my cock. Her wet hand proceeded to twist and roll around the head of my penis. I grunted and groaned as her hand expertly teased the head of my cock. After a couple of minutes, she retracted her hand again. "Take your boxers off," she instructed. I quickly obeyed her. I began stripping them off. Before my boxers were completely off, I asked her a question that was burning in the back of my mind. "So, you tasted my cum in the shower, didn't you Lis?" Gnawing on her lower lip hard and blushing furiously, she replied, "Maaaaaaybe. I never knew you tasted so good. If I knew that then, I would have asked you to aim in my mouth. Hell, I would have finished you off myself." "Well I guess we're gonna remedy that right now, aren't we," I said as I slipped my boxers passed my ankles and kicked them off. I was completely naked now. "You're too smart for your own good, Tim. Now lay back and relax. And I don't want you to laugh at me if I don't get this right. You ARE my first man, you know? Good thing about me though, is that I'm a quick learner." With that said she moved playfully pushed me back and got between my legs. Slowly, she started stroking my cock while she looked at it with great interest. I grunted in response; which she heard. "You like that Tim? You like me stroking your stiff cock with my hand?" I moaned a little as I responded. "Yes, I love it Lisa. Go faster. Please go faster!" She giggled. "Look at you! I haven't been jerking you for 2 solid minutes and you already want me to just finish you off? Settle down big boy. When you cum, I want it to be gushing out of you." She kept the rhythm slow and steady. I was under her control. Her hand worked my entire cock. She left no part of it unattended. She was so enthralled with my cock, and I could definitely tell by the way she looked at it. Then out of nowhere she looked up at me, giving me a mischievous grin and spit loudly on my cock. She began to pick up the pace. Her hand jerked and tugged on my lubricated dick, making wet, lewd and sexy sounds. She stroked me like that for a good 5 minutes. "Wow Lis, you weren't kidding when you said you were a quick learner." She looked up at me and smiled. "Now here comes the fun part." "And just what kind of fun are you talking ab...OH GOOOOOOOD!!" Before I even finished my sentence, she took my throbbing cock between her soft lips and began sucking the head with urgency. A surge of excitement wracked my entire body. I took my hands and instinctively placed them on the sides of her head for support. Her eyes stayed on mine as she continued suck the head. I couldn't believe how good it felt. "You look so fucking hot Lis. You like that? Do you like sucking it?" She nodded with my dick still inside her mouth. After a couple more minutes, with a popping sound, my cock was released from her mouth. She was panting. She obviously needed air for a few seconds. A couple drops of precum dripped down from the tip. She smiled and licked the underside of my dick, catching all of it with her tongue. She quickly swallowed and kissed the head, gaining a grunt from me. "How am I your first?" I asked simply. She jerked me lightly while she spoke, out of breath. "What can I say? I'm eager to please, I guess. Am I a good little cocksucker, Tim?" Hearing her say that almost made me cum right there. "Yes baby. You're amazing." For the next few minutes, she did all she could to please me with her mouth. I was in pure heaven. She started playfully gnawing on the sides of my cock for a little bit. Then, she began sucking just the head again to tease me. Then eventually, she started deepthroating me. The wet noises that she made with my cock were driving me wild. "Ohhhhhh Lisa, that feels so fucking good!" She began rubbing her big perky tits sensually as she sucked my cock fast and hard. When she moaned, it channeled through to my dick. I had to let out a moan myself. I was beginning to lose control. But with no warning whatsoever, she stopped sucking and let my cock free again. She cupped her tits in her hands and rubbed and squeezed them in front of me. "So, you've felt my mouth now, Tim. I bet you want to feel these now too, don't you?" She arched an eyebrow at me, like I was on trial for how perverted I was. "More than you know Lis. I want to feel those breasts of yours that has driven me crazy for years!" "Mmmmmmm," she replied. She reached out and grabbed my cock and began to stroke me off lightly with one hand, while she continued to play with her breast in the other hand. She let go and grabbed both of them again. Leaning down, she aimed them towards my cock. She wrapped her perfect tits around my throbbing dick and began titfucking me. "You like that? You like em wrapped around your hard cock?" "OHHHHHH YEEESSS LIIIISSSS. I LOVE YOUR TITS." I began to find out more and more just how much she wanted this. I couldn't tell what the outcome of this would eventually be and what she really wanted to know, but at the moment, I was on cloud 9. We both moaned in forbidden ecstasy. Her breasts made slapping noises against my pelvis. My precum flowed from the tip down to her breasts, lubricating them and increasing the sensations. I felt myself begin to boil over in impending climax. "I'M CLOSE. KEEP GOING. YOUR TITS FEEL SO GOOD." As soon as I said that, she stopped and let go of my cock again, making it slap my stomach. "Ah Ah Ah, no cumming yet. I thought I told you that I didn't want to see it go to waste. Tim, I want you to cum in my mouth. I want to swallow it. I want to eat more of your delicious cum." My eyes popped wide open at her. "You're insatiable, you know that Lis?" "Pfft!! Now you find out?!" she exclaimed sarcastically. She took my cock back in her mouth with her breasts cradling the shaft again. I moaned out loud as she blew the head of my cock and continued to titfuck me. She then let my cock free from her wonderful breasts and took as much as she could in her mouth. She looked directly into my eyes as she picked the pace up and sucked faster and harder until I became light-headed and ready to explode. "I'm gonna cum! Please let me cum Lis!! It feels so fucking good!!" She moaned around my cock at my statement. Then I began to feel my entire body seize up in a full body ecstasy. I came what I thought was gallons and emptied my balls into her warm mouth as she kept on sucking. I saw very little of my cum dripping on the sides as I felt her swallowing. Finally, after over a dozen intense pulses; when she knew that I had finished completely, she stopped sucking and took her mouth off. She opened her mouth and showed me what was left of my cum in her mouth that she didn't already swallow. Playfully, she winked at me while she greedily swallowed the rest. She licked my entire cock clean and I just laid there enjoying the remnants of the best blowjob of my life. I could hear her panting as she spoke to me. "Your cum is so delicious. How was I sweetie?" she asked breathless. "Mind-blowing, Lis. Fucking mind-blowing," I replied equally as such. "But it wasn't your mind I just had my mouth on, was it?" she giggled. "You're so cute Lis, you know that?" I laughed. "I try, Tim." I was still rock hard. She took notice pretty quickly as well. She gave me one last good suck and began to crawl back up my body. She embraced me, smashing her wonderful tits against my chest. I could feel her wet pussy drip onto me as we gave a soft loving embrace to one another; kissing along each other's necks. She leaned in and whispered into my ear. "This is it. This is where you truly make me into a woman. Now take me, Tim! Right now, before I lose my nerve!" She reached between us, grabbed my cock and aimed it at her pussy. She lowered onto my cock and impaled herself. Her tiny pussy was drenched with her wetness. When the head of my cock slipped inside, we both moaned in unison. She stopped momentarily, looked at me and smiled. "I'm so glad that this is happening Tim." "Me too, Lis." She resumed lowering down onto me. With every little bit of my cock she took in, she would stop and pause. She really wanted to get a feel for it and not have it hurt her too much. Finally, my dick reached her virgin barrier. Her eyes that were looking at me halfway open widened fully as we both registered where I was. She took the courage left in her and resumed her motion. "Urgh! Oh shit!" she exclaimed as my dick passed through. It obviously hurt her more than she thought it would. She tried to give me a reassuring smile but it looked more like a wince. She kept going until our pelvises met and I bottomed out inside her. When I was fully inside her, she stopped and hung her head over me, looking towards my chest. Her hair was blocking my view of her face but she seemed in pain. She rose back up and looked at me. "Are you okay, Lis?" I asked "I think so. Goddamn, that hurt! Let me just stay like this for a few seconds." After a couple of moments, she put her hands on my chest and straightened herself up. Her irregular breathing stopped. She looked deep into my eyes as she began to speak again. "I'm so happy it was you. I'm ready now. Make me cum. And don't you dare hold back either! Fuck me hard, Tim!!"" She smiled at me and traced a finger down my chest, just to add to the arousal level. I did not expect to hear that immediately after what seemed like an extremely painful event; but I was not about to deprive her of what she wanted; which was me. "I love it when you talk like that," I said to her. She laughed a little. I began a slow and steady rhythm so she could really feel me inside her at first without hurting her. She had other plans of what I was gonna do to her though. "Mmmmmmm, Tim I appreciate you trying not to hurt me but you don't seem to understand. I said fuck me hard. I've waited too long for this. Now am I gonna have to ask twice?" I just looked up at her. She had a poutiness look to her face. She knew how to tell me what she wanted and she wanted me to drill my cock inside her. So I happily obliged. I grabbed her hips, pulled most of my cock out and thrust back inside of her pussy; surprising her. She gasped and moaned loud. "OHHHHH, FUCK YES!!" she screamed. I took her with increasing speed, which I thought would initially hurt her. But it turned out to be the very thing she wanted as her moans grew higher and higher in pitch. Her moans turned into screams as she laid her hands on my shoulders and began to dig into my skin. "You're so tight Lisa. I love your pussy." "Mmmmmmm, and I love your big throbbing cock in it!" I wanted her to really feel it. So, I reluctantly pulled out and grabbed her; causing a disappointed grunt in response. I hugged her body to mine as I switched our positions. My body was over hers now. I rubbed the head against her wet horny pussy. When I looked down at her, her eyes glowed with excitement. "Oooooooooh, is the big man gonna take charge now? Do it baby! Make me cum hard on that cock of yours!! I NEED IT!!" I looked at her lips for a moment and decided to go for it. I thought a kiss wouldn't be so bad to try, given the situation. She obviously knew my intentions and raised an open palm to my chest to stop me. Looking into her eyes, I saw a little worry in them now. "I'm sorry Lisa. I just wanted to maybe give you the full effect you know? I didn't think a kiss would be bad," I said. Of course I was lying to her. I wanted to kiss her for so long. "It's okay Tim, I...I just don't want this getting incredibly carried away." She seemed a little unsure at that moment. I could have sworn she was stifling something. Her eyes gave it away. "Now before we get that lovely cum out of you again, I want to try one more position," she said as she obviously tried to brush off the awkward moment. I smiled back at her. "Oh yeah? Like what?" She didn't reply. Before I could press myself back into her, her hand that remained on my chest was pushing me back again. I took the hint and backed up a little to let her get up. She spun around and got into the same position that I caught her in when she was masturbating. "I've fantasized about being taken like this. Now I'm gonna get my chance at it with you," she said over her shoulder looking vaguely in my direction on all fours. I leaned over and pressed my cock against her tight wet pussy. I could never get over how tight and wet her pussy was. As I entered her, I could feel her dripping down my cock. We were at it for a good five minutes in that position. We rocked the bed as she tugged on her sheets; almost ripping them. The only sounds that could be heard were moans and screams coming from the both of us. "So good Tim. Mmmmmmm, So. Fucking. Good," she said in between her moaning and my thrusts. I could feel my impending release again as that familiar feeling crept up my spine. I latched onto her hips and picked up the speed. "I'm getting close," I groaned. "Mmmmmmm, cum inside me. I want it so bad. GIVE IT TOO ME!!" The speed of our fucking reached fever pitch, and we were both on the verge of exploding. My balls began to tighten. "I'm gonna cum, baby. I'm gonna cum inside that lovely pussy of yours." "Mmmmmmm, do it, I'm close too!" she moaned in approval. I could feel the weight of my load as it traveled from my balls to the head of my cock. My entire body went rigid. I was gonna cum hard. "I can't wait anymore. You know I get what I want, now give it to me!" she screamed. That did it for me. I closed my eyes as I tightened my grip on her hips and gave a powerful thrust of my dick and poured my cum inside her. I could feel her vagina as it fluttered and contracted against my dick. She was cumming as well. We moaned loudly in ecstasy as we stayed connected. I collapsed on top of her as she collapsed on the bed. We were panting hard. I kissed along her neck as we bathed in the afterglow of our union. It was dead silent for a few minutes and we hadn't moved an inch. We stayed connected, savoring the moment. Finally, she spoke. "Thank you Tim. Thank you so much for this," she softly said as she caressed my arm that was still wrapped around her waist. "I love you, Lisa." She giggled, searched for my hand and laced her fingers between mine. "That was the most amazing sex I've ever had, Lis. If I really am you're one and only guy, then I feel honored." There was a few moments pause. Then she tightened her grip and gave me another playful giggle. "Keep the cheesy lines for the romance novels, sweetie." "Haha, okay Lis." "But, Tim?" "Yes?" "Thank you for that lovely complement and everything else tonight. This has been such a wonderful night. I want to stay like this. Do you mind?" "Not at all." She turned her head slightly and kissed me on the cheek. Her free hand came up and softly rubbed my face. I started, "What was it exactly that you needed to make sure o..." She put her finger over my mouth and smiled up at me. "Shoosh. No more words. I'll tell you everything when I'm ready. Let's just enjoy each other. Okay, sweetie?" "Alright, Lis." She kissed me softly on the cheek one last time and then stared into my eyes. "Goodnight Tim," she whispered, closing her eyes. "Goodnight Lisa." It was all over. I felt no regret this time for what we did together. I could only hope she felt the same way. I paused for a moment. I decided to really take everything in. If what she said was true, then this was the only time we were ever gonna be together like this. I was sad that it was ending, but happy that I got to experience it. After everything that happened, I still loved her as much as I always have. We both began to drift off to sleep. Sleep came pretty easy that night. I would wake up periodically and see her still in my arms, cuddling up against me. **************************************** When the alarm sounded at 8:30am, I awoke to find her already gone. It was Wednesday and she had an early class. When I got out of bed, I found a fresh pair of my boxers and a T-shirt folded neatly on her nightstand and on top of it was a note folded with a heart drawn on it. I put on my clothes and turned the light on to read it. "Dear Tim, I just want you to know that I feel like the luckiest person in the world to have you in my life. You are a wonderful, wonderful man. You have always taken care of me and looked out for me growing up. You have made me feel like I truly have someone that I've shared myself with completely. Nobody on this planet knows me like you do. You have always been my rock and more importantly, my best friend. You mean the world to me... Love, Lisa" I read, re-read, and read it one more time before I put down the note that was crafted from her wonderful hands. I processed the contents as I just stared at it. I didn't know what to do. I felt in the same position that I was in when she came out years ago. I loved her so much and yet even after everything that happened last night, I still couldn't reveal my true feelings to her. I started my day off by sitting at the table in the kitchen and really digesting everything. I wasn't sad, but I wasn't happy either. I was in limbo. The question that I kept asking myself was "Can we honestly go back to being what we were before?" **************************************** Since that night, we didn't get together much for the next two weeks. Her schedule as well as mine became hectic quickly because midterms were coming up. If we weren't working, we were studying with classmates. We've probably ran into each other 4 or 5 times and nothing more than a "Hi" was given when we did. We were always on our way somewhere. We didn't avoid each other or anything. We just couldn't make the time to really talk about what happened like we both wanted to. We wanted to feel no pressure from our schedules so we could get all of it out in the open once and for all. Finally, we got our chance. After all of our midterms were done, spring break would be the next week and would give us a chance to really discuss everything. She said that night that we would go back to what we were, but I didn't feel that we did. Something was different. I was nervous all day at work. I tried hard to focus on my work but I just couldn't get it done. The boss came over and asked me what was wrong. I said that I was feeling really shaky and under the weather, so he let me off an hour and a half early. I could make it up my next shift. I drove home and all I could think about was Lisa. She was still doing her last mid-term at that time, so I knew I would come home to an empty apartment. I parked the car in front of the building and went inside. I stripped out of my clothes and jumped in the shower.