One Spontaneous Night with a Good Friend [MF] | 2016

I had met Rachel during my sophomore year of college. I immediately thought she was gorgeous. She was 5'2", maybe 110lbs on her heaviest day. She had wavy, light brown hair and bright blue eyes. She had cute little A cups, but an ass that should have been on a girl twice her size. She reminded me a lot of Kerri Russell, which she got told a lot.

Anyways, since the moment I met her, she had always had a boyfriend. However, during the start of our senior year, they abruptly broke things off. It was a rough break-up, and she spent a lot of time venting about it to me. This is ultimately what brought us closer together. We spent many afternoons and nights just hanging out, watching movies, making dinners, drinking cocktails. I was honestly just into her for the friendship at this point. I actually had my eye on a different girl at the time, so I truly was not expecting what happened next.

It was typical Friday night. We had just finished classes for the day, and Rachel and I made plans for her to come over to make pasta and sip wine. She came over, the meal was delicious and the wine had us buzzing. We went into my room to watch a movie and drink more wine. Before we knew it, it was late and she was drunk. We decided it was best to have her spend the night.

I gave her one of my sweatshirts to wear for pajamas. She went to the bathroom to change, while I slipped into some gym shorts and a t-shirt as my pajamas. She came back out, and we crawled into bed. I turned off the light, and expected to just fall asleep. She apparently had other plans.

Being a gentleman, I left ample space in between us, but she quickly scooted her body over to me. Before I knew what was happening, we were cuddling in the spooning position. Her ass was resting neatly against my crotch, and there was no way my cock wasn't going to respond to that fact.

As my dick stiffened in my shorts, she pushed her firm booty even harder into me. I was just trying to ignore everything and close my eyes, but her wiggling became too much. I opened my eyes to find her looking over her shoulder at me with the biggest grin I'd ever seen on her.

I immediately leaned in and gave her a deep kiss. Our tongues pushed against one another as our dry-humping continued beneath the covers. I reached around and cupped her little tits through the sweatshirt and gave them a little squeeze. We continued to kiss as I let my hands roam her body a bit more. I slid my fingers down her legs and back up, slipping them under the sweatshirt. To my surprise she was not wearing any underwear! I knew she wasn't the biggest fan of underwear, but it still caught me a bit off guard.

I moved my hands up to her bare tits and flicked her nipple. Meanwhile her hand found its way back into my shorts where she was stroking my length through my underwear. This prompted me to inch my hands down between her thighs and play with her clit. I found her little nub and toyed with it. Each little flick had her closing her eyes and giving a soft moan in pleasure. I slid a finger lower to find her pussy dripping with her juices.

"Pull down your pants" she requested, and I obliged. Almost immediately she grabbed my cock and guided it into her tight wet hole. We were still in the spooning position, so it was little awkward at first, but eventually I entered her completely and began fucking her. As rammed her from behind, we continued our deep kissing. As our fucking became more intense, we broke the kiss and I grabbed both her tits like handles so that I could fuck her harder. The entire time she was moaning "Oh god. Oh fuck. Holy shit that feels so good."

I slowed down, spread her legs open, and found her clit. I rubbed her clit while I continued to slide in and out of her pussy in a more slow and deliberate manner, thrusting my 6.5" cock deep. "Oh my god. Keep doing that" she demanded. I knew exactly what that meant. After only about 15 more seconds she proclaimed "I'm fucking cumming!" She body spasmed, her eyes rolled back, and her breathing intensified as she rolled through her climax.

Once she came down from her orgasm, we made out a bit more. At this point the covers had moved down and I had a full view of her gorgeous ass. Leaning back, I was able to watch how her pussy lips gripped my thickness while I gave tiny thrusts into her now dripping pussy. She shivered and giggled "It's so sensitive down there now."

"Get on top" I demanded. She pulled away from me, flipped over, and mounted my throbbing dick. I reached up and yanked off her sweatshirt exposing her tiny tits to the air. Her nipples were big and puffy, which is a huge turn on for me. I leaned up and took one into my mouth. I sucked and tongued at it, which caused her to grind harder into me. Meanwhile, my hands were gripping tightly on her fabulous booty. I was massaging it. It was clenching it. I would spread her cheeks a bit. I even gave it a tiny smack.

"You really love my ass, don't you?" she asked. "It's so fucking sexy. You're so fucking sexy." I told her. Again, she gave a huge grin and dismounted my cock. She turned around into reverse cowgirl position, aimed my girth towards her tight pussy, and slid back down. I now had the best view of our fucking and her ass at the same time. Each bounce upon my cock made her ass jiggle just a bit. I continued my fondling of her ass and even got a few peaks of her cute butthole (also a huge turn on for me). Within just a half a minute or so, I could feel my cock nearing eruption.

I managed to mutter "I'm going to cum." She just kept riding and said "I'm on the pill." That was all I needed to know. With one final thrust, my dick exploded and filled her pussy with my hot cum. She continued to grind me until my cock pumped out its last dribble of cum. She pushed her ass up until my near-flaccid dick slid out of her gaping pussy. A second later, a fair amount of semen dripped out too on to my legs. We giggled at the sight and went to get a towel to clean up.

I slept like a baby next to her that night. In the morning we agreed to continue this as Friends With Benefits type thing, but never actually hooked up again. I got into a serious relationship just a few weeks later, and she started dating a bunch of random dudes. But anytime we ever meet up, we always give each other a knowing look and wink.