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“Thanks for the tour…” she said, giving me a long hug.

“Never a problem. I’m going to crash…care to join me?”

A grin crept across her face and I realized how she had twisted my innocent statement. “Sure, I need the sleep.”

We quietly climbed the stairs to my room. Soft snoring could be heard from Steve, who, in his infinite stupidity, decided to sleep on the floor instead of in my bed like I had told him.

“Why don’t we wake Steve up, and you two take the bed?” I asked.

“We would never wake him up, he sleeps like a rock.”

I knew this, but I didn’t want to suggest the only viable alternative.

“Ok, how about I sleep on the floor and you take the bed?” I said.

“We could just share the bed, but I want to sleep in the side closest to Steve.”

Great, I get her into bed and she is thinking of Steve…Oh well, it just wasn’t meant to be.

I fumbled around my room for a few minutes searching for a couple blankets. Once found, I had to decide on what I was going to wear to bed. I couldn’t sleep in the nude, like I usually do, and I certainly didn’t wanna wear what I had on so I settled for a pair of shorts and a T-shirt.

She had already snuggled down into the bed so I wished her a good night and moved to the far side of the bed and went to sleep.

I woke up a couple minutes later to find the AC frosted up and making all the noise in the world (this is nothing new, with more than one person adding to the moisture level of the room, the coils were bound to freeze up) so I leaned up and turned it off. The cessation of the noise must have woken her up because she began grasping her blanket closer to her and huddling up into a ball.

“Kwit yer fakin’,” I whispered into her ear. “It isn’t THAT cold. Here, take this.”

I draped the comforter I have been using over her body.

“Thank you,” she said, as she snuggled down to resume her sleep. “Aren’t you cold?”

“No, I’ll be alright.”

“No, come on, share.”

Right about then I realized that she had this fetish for “sharing” things. “Just maybe,” I thought to myself.

“Ok.”

I stuck my feet under the comforter and settled down to go back to sleep.

“No, get on under here.”

“I’m fine, really.”

“You’re going to freeze, get under the blanket.”

I got under the cover behind her, making sure to keep a respectable distance from her body.

I know I have a problem cuddling. I like to, ALL the time and have been known to, in the middle of night, while still sleeping, seek out my bed partner so I could cuddle with them. Knowing this, I tried VERY hard not to go to sleep but the party had taken its toll on me and I slowly, reluctantly, drifted back into slumber.

I awoke again with her snuggled tightly against my body and my arm draped around her midsection.

“Sorry,” I said weakly, drawing my arm away from her.

She squirmed and pressed herself, as if possible, closer to me. I felt her hand grab mine and pull it back to her chest.

I moaned, which sounded more like a grumble, embraced her and closed my eyes and tried to go back to sleep. Cuddling with ANYONE is certainly better than holding onto your pillow.

Her chest rose and fell in time with my own breathing and I found it very hard to concentrate on sleep. As I lay there I could hear her breathing quickening. I moved my thumb and brushed her soft breast through her shirt and sport bra.

‘Ok, she is awake’, I thought to myself as I heard her let out a sigh.

“Good morning,” I whispered into her ear while continuing the stroking of her breasts.

“Hi,” she replied sheepishly and rolled onto her back.

“Am I keeping you awake?”

“Oh no…I’m not sleepy anymore.”

“Well, do you mind if I try to grab a couple more minutes of sleep?”

“No, go ahead,” she said, turning around so I could reposition myself behind her.

After several long minutes, sleep did not come.

I decided to see if she had fallen asleep by brushing her already erect nipple with the back of my hand.

“You are supposed to be sleeping,” she said in a low voice.

“I tried, but it didn’t work. It must be the company.”

“If you would stop rubbing my nipple like that I will stop squirming and keeping you awake,” and for emphasis, she pressed her ass against my crotch and began to slowly gyrate.

I quickly removed my hand from her breast and began tickling her stomach. I learned a long time ago that whenever you are losing a battle of control with someone…CHEAT.

She let out a little yelp and spun around to face me.

“That wasn’t fair,” she said as she grabbed at my hands, trying to stop me from my continued assault.

“So what’s your point? ‘All’s fair in love, war, and pure lust.'”

“If you say so,” with that the threw her left leg over my body and pinned me to the bed.

“Wait a minute. NOW who is cheating?”

“I am…”

She began her slow gyrations again. I was sure should could feel my erection bulging through my shorts but she kept grinding away.

I pulled her body down to me, hoping, praying that she would stop.

“Please stop,” I whispered into her ear.

“Why?”

“Because I’m hornier than hell, its morning, Steve, the guy you came here with, is asleep on my floor NEXT TO THIS BED, and you are making me want to flip you over and make very long slow lust to you.”

“Then do it,” she said, rolling onto her back and into the middle of the bed.

I positioned myself between her widely spread legs and again began to whisper in her ear.

“This is wrong,” I said, accentuating my statement with a kiss to her chin.

“What if he wakes up,” a kiss to her left cheek.

She moaned a weak response as I trailed kisses down her neck to her breasts. Her nipples stood firm even through her shirt and I bit her softly there and continued down her body.

Her back arched as I began lifting her shirt slowly up her body. I removed her bra and planted wet kisses on her soft breasts.

“Oh God, that feels good,” she blurted out.

I stopped kissing her and whispered to her to be quiet.

“I can’t help it. That feels wonderful.”

“Shhh…if Steve wakes up…”

“He won’t. He sleeps like a rock. He’s never ready to go in the mornings and that’s when I’m at my horniest.”

“Me too,” I said, quickly returning my attention to her nipples.

Trailing wet kisses all the way, I began my trek down her body to her pubes.

I teased her blood engorged labia with my fingers as I pressed my tongue deep into her cunt. I spread her lips apart slightly so I could see her clit…the target of my passion…and began applying light pressure there with my thumb and gently licking with my tongue. I could feel her nearing her [tag]orgasm[/tag].

If she screamed, I certainly didn’t hear it. Her legs clamped tightly around my ears as she entered into her first orgasm. She released my head and shuddered to a slow orgasmic halt. I took one last long lick of her very wet vagina and moved up her body.

“Kiss me,” I said.

She leaned up and kissed me. He lips yielded slowly to my probing and she began to suck hungrily at my tongue as it entered he mouth.

“Is that what I taste like?” she said, breaking our kiss and licking her lips.

“Yes, that’s you, hon. Does it taste as good to you as it does to me?”

“I think so. It’s kinda sweet with a light ‘tang’ to it.”

She was right. I had never tasted such an interesting woman before.

I presented her my finger which she hungrily licked into her mouth and teased as if to promise what was to come. I removed my now wet finger from her mouth and trailed it down the center of her body. Stopping just short of her pubic hair, I turned to see her with her head tilted backwards and a large grin on her face.

“Want more?” I asked quietly, as I began gently massaging her clitoris again.

“I want to feel you inside of me.”

I eased over to the night stand and got out a condom. Better safe than sorry, I always say.

“Are you sure about this…I mean, with Steve and all…” I asked, still holding the condom package tightly in the palm of my hand.

“I’m horny NOW and he won’t be awake til sometime after noon and even then he wont want to do anything.”

I tore the foil wrapper open and flung it to the floor. I slipped the now warm condom over my penis and positioned myself above her.

I kissed her softly as I slowly entered her body. She arched her back sharply and widened her legs as I continued the slow descent of my pelvis.

She gave a contented grunt when our pubes met and began rocking from side to side.

“How does that feel?”

“Oh god, that feels good. Stay there for just a couple more seconds.”

She slowly increased her speed and began to buck against me while I tried to hold still. I felt her muscles contract around my cock and rhythmically being stroking its shaft like tiny bands, massaging me.

She let out a sigh as she reached another orgasmic-plateau and stopped her rocking.

“If you had waited a couple minutes I could have joined you in that one,” I said, a little hurt that she went on without me.

“That just makes the next one so much better…”

I slowly pulled out of her and just as slowly re-entered. She moaned her enjoyment into my ear as I picked up the pace.

“Shhh…” I said to her as she began to get louder with her moans.

“Ung…I cant help it. Oh god, Im going…”

I pressed my mouth against her lips to stifle her screams and continued to piston myself in and out of her wet cunt. I could feel my orgasm building as she, in her orgasmic throes, wiggled and shook beneath me.

“Can I come now?” I asked.

“Yes! Oh god, Yes.”

I lifted myself up on my hands and began to slowly tease her cunt with my cock using deep circular strokes. Her ankles crossed at the small of my back and pressed me deeper into her. I felt her tense again and I knew she was ready for another orgasm. I began moving faster, in and out of her and my orgasm burst forth.

My condom-covered cock flopped limply to my stomach when I laid down next to her. I stroked her matted hair and kissed her softly on the forehead.

“That was wonderful. Thank you,” I said to her, and I began to lick the sweat from her brow.

“I should be the one to thank you. That felt great.”

“And I should thank you both for keeping me awake for the last hour or so.”

“Uh Oh,” we said in unison, turning to see Steve kneeling at the edge of the bed.

–end–

by Midnight