She was Margaret. He’s now Kevin.

"How should we start? I'm uh... well, I dunno." she asked meekly, at a loss for words apparently. I scooted a bit closer to her, and took her hand in mine. Feeling stupid, I lowered it to my crotch and placed it on my cock, giving an encouraging squeeze.

"Well there's always this approach." I offered. I could tell I found a good way to break the ice- she grinned broadly, and lifted her other hand to my cheeks, giving each a gentle squeeze. She started massaging them softly as she spoke.

"You know I kinda wanted to try this. Your cock feel awesome, too. Glad you decided to keep it natural." she said, grinning. It felt really nice, actually. I had always thought guys just let girls play with their pricks because girls love them so much, but I was discovering there was more to it than that. I felt my cock stiffen under her hand.

"Mmmnn, you know, now I get what the big deal with cock is, from both sides. Here, hang on a sec." I said, lifting my arms up over my head. Following my lead, Savannah lifted my shirt up and off my body, tossing it to the side. She looked at me, now only wearing nothing.I became now completely naked.

"Pasty white as ever." She said, grinning. I punched her on the arm.

"Lean back, noob." she said as she peeled off her shirt and fumbled with the clasp on her bra. I complied, propping some pillows up against the headboard of the bed to lean against. She reached behind her back and undid her bra, letting her breasts swing free. They were large... a nice, solid C cup. She was rather proud of them. Savannah straddled my waist and sat facing me.

"Here, now try." she said, offering both exposed breasts to my hands again, pulling her hair to the side to get it out of the way. My hands slid slowly up her stomach and lightly across the soft skin of her breasts, caressing gently. I was rather good at this, I thought to myself. My fingers slid on either side of her nipples and gently pinched together, rolling them to hardened little nubs. She let out a gentle moan.

"They really are awesome, I love them." I reiterated, absorbed in feeling her up. She took my arms by the wrists and pulled them away gently, leaning forward and arching her back, so that her boobs were now hanging in front of my face. She cupped my hand underneath one and let her nipple drag across my lips. I responded on instinct, my tongue coming out to encircle her nipple and flick over it a few times. My warm lips wrap around as much of her breast as was possible, and then the most exquisite sensation as I sucked her tit into my mouth, letting the nipple lead the way between my gently grazing teeth. The suction felt divine to me and my friend Savannah, and she let out a contented sigh, tilting her head back and pressing her chest forward to seek more of of this pleasurable contact. My free hand came up and began massaging her lonely breast, and after a while I switched, taking care to flick my tongue over the nipples or pinch them softly, the slick surface of my tongue licking at her puffy araeola, tasting her.

I eventually pulled away and looked down at her. Her pink, hard little nipples jutted out and made her boobs pronounced, I liked the way it looked.

"Well you seem to enjoy that enough." she purred, playfully winking at me. I grinned back. "So I hope it had an effect on you?" she added hopefully, reaching down between my legs and running a hand up my thigh. It felt REALLY weird to be touching my best friend and she touching me like this, but our bodies were on fire, they demanded more. My friend Savannah's body demanded what I now felt between my legs - a semi-hard erection.And my body demanded her hot cunt under her skirt.

She was on top of me and I turned her and became on top of her.

"Er, you know I kind of have trouble if I'm nervous, you know... like, usually I drink a little first. But I know you don't like drinking." She said lamely, looking ashamed. I already knew this, though, from all the conversations we had had before about her sex life. I really didn't care, but as I reached down to unzip her skirt, I felt the strangest conflict in my head between what was lesbian, straight, right, wrong, gross, kinky, everything. I shut my screaming mind up and tugged her skirt and panties down to her knees, then edged back so she could remove them. She did look a little silly laying there stark naked with a wet cunt and only a high heel on.Then she pushed me to lay on my back and sat in close to my waist.

And while I was struggling once again against my inhibitions and preconceived notions of sexuality, Savannah wrapped her hand around my penis. It was so warm, and I kept my eyes open to the beautiul scene, breathing shallow. She lowered herself to the mattress... my mind raged at me as her head drew closer... and she wrapped her lips around the soft head of my cock.

It wasn't all THAT bad to turn from being a girl to be a guy, I thought. She swirled her tongue around the head, licking underneath the rim of the hat. She then sank her head down, enveloping my cock with her mouth completely and tugging back on my foreskin, exposing more of my bare tip. I groaned slightly and felt my cock grow in her mouth. She sucked gently, tongue swirling around my tasty flesh, and pulled her head back slightly, then slid forward again.

It was fun to Savannah to suck her friend Margaret's cock .. sorry Kevin's cock, the warm skin felt nice sliding through her mouth, and she really liked the taste. She found a steady rhythm, stroking the base of Kevin's cock with her hand while she sucked on it, letting the shaft pass through her lips.

Pretty soon I was rock hard, and when she started flicking her tongue along the underside, right where the shaft meets the head, I had to stop her. She very reluctantly freed me from her warm mouth and licked the inside of her cheek where my cock had been rubbing against moments before, tasting me still. Savannah looked down at me, and knew I couldn't find the words to say.

"Er, right... so maybe if we just cant see it..." she offered, correctly judging my facial expressions. She got back up and straddled me again. My heart was pounding furiously in my chest, I was so incredibly nervous. My cock was radiating heat, though, and I couldn't deny it. Savannah was shaking slightly, trying not to look at me directly, but trying to appear calm. I raised myself up, reached down between my legs...

I found my erection, still hard as steel, and wrapped my hand around the base, aiming it upwards. I felt the warm head press against her outer lips. I moved it back and forth, rubbing it in her folds. She was holding her breath. I positioned my hard cock right at her hole, and took a deep breath...

Savannah sank down slowly. My cock began to push up into her body, neither of us were breathing. It kind of hurt, I was only about two thirds of the way in, but there was this pressure. I momentarily began to panic. My face looked discomforted, it was hurting me a little, too. She shifted my hips forward.

My cock popped gently free from the pressure of the bad angle, and we both sighed out in awe and amazement as she sank the rest of the way down onto my cock. I could hear it spearing through the creamy folds of her pussy. I had to bite back a giggle as I thought how similar it sounded to stirring Velveta. I focused instead on the sensations now coursing through my body, which were phenomenal. So soft yet so warm, igniting every inch of my cock with pure blazing ecstasy. When my hips met hers, I rested there for a moment, and we looked at each other, both of our mouths slightly open, breathing heavily.

She lifted herself oh-so slowly, and I slide back out, then lowered herself again. I was totally beyond any sort of comprehension of how incredible it felt. Her pussy literally throbbed around my pulsing cock, and she seemed equally in sexual shock. She lifted her hips again more confidently, then pushed back down onto me. GOD it felt good, I felt so hot, so satisfied yet so achingly hungry for more of this unbearably exquisite friction. Savannah dropped to her elbows, resting on them and looking me in the eye. Our hips raised and lowered, still very slowly, we both just held our breaths and listened to the sound of my cock squishing in and out of her cunt as we fucked.

"So, what's it like? Does it feel like you thought it would?" Savannah asked curiously, now starting to lift her hips slightly with each push, grinding her G-spot against my cock head.

"God, shit... If I had known... I'd have asked you to do this with me the second I walked in the door." I whispered out hoarsely, sliding up and down with my unyieldingly hard cock in her twat a little faster now, her creamy inner flesh gliding along my sensitive shaft as it slid through her dying pussy, tightly squeezing my wonderful cock on all sides. It felt so good it almost hurt.

"It feels incredible, you're so much harder and bigger than any other guy I've been with. Shit... fuck, that feels nice." She groaned slightly as she began rolling her hips, letting the bulbous tip of my delicious manhood press into her harder, sending off electric sparks of ecstasy with each tiny undulation.

"I think... oh fucking god... I think it feels better as a guy." I gasped out. We were picking up pace, our bodies moving like a wave to meet each other. The sound of her pussy being fucked and the smell of sex and sweat filled the room.

"Fuck... you're so big..." was all she managed to choke out, my hands now rested on her hips and I gently helped lift her up and down, riding my cock faster. She loved every inch of it as it pushed up into her body. IN her body, I loved the thought. And she wanted more. She leaned her head forward and kissed me, demanding entrance. Her tongue found mine and I hungrily swirled my tongue around it, tasting her. Our hot, ragged breaths washed over us as we felt the slick, warm insides of each other's bodies. I loved having myself inside her- tongue, cock, I wanted more. She was now bouncing up and down rapidly, fucking me hard. Her entire body seemed to have been turned into an erogenous zone, and my hands roamed over her, causing incredible sensations to overwhelm her senses. My hands were squeezing her breasts again, it felt like heaven. They were running over her ass, my hand came to a rest on her pussy. She let it rise and fall with her hips, felt her pussy envelope my cock and slide up and down it.

"Shit, I wanna see. I wanna see!" she moaned anxiously, and I nodded fervently in agreement. She pushed herself up and continued to ride me. We both looked down and stared at the connection our bodies made. Her outer lips were puffy, swollen, and bright pink. They glistened with wetness and shone in the light, a soft cushion for my pumping manhood. The inner lips clung desperately to my cock every time she lifted up, dragging her skin against mine, then hungrily sucked it back up into her body as she sank back down. We stared, mesmerized by the sight, and she started a rhythm of grinding her hips in a circular motion when I was completely inside her every few bounces, swirling my cock around in her cunt. Pretty soon I felt the head of my cock swell and I gripped her sides tightly.

"Shit, I'm gonna cum. I'm gonna... oh, fuck." I cried out, and I felt my warm sticky cum shoot deep up into her pussy. I was blinded with pleasure, ecstasy. Everything was bright white and I couldn't see, I could only feel. Feel the cum pumping up through my cock and then spurting into her body, coating her insides in liquid fire. I could smell sweat, cum, her pussy, my cock. If every inch of my body was on fire with sensation, my cock was the blazing white-hot center, hot enough to melt steel. My whole body tensed up from head to foot, my toes curled and I gripped the sheets so hard I thought I might tear them.

For one infinitesimal moment, I could not move or breathe or make sound. Then, like the shattering of a crystal ball, I felt Savannah's body begin to pulse and spasm, her cunt walls grasping my cock hungrily as she shuddered uncontrollably, crying out with pure lust and milking the sperm from my incredible cumming cock. Little spots appeared in the peripherals of my vision as I slammed my hips up and down, fucking the hell out of her as our orgasm seared through us - all this brought on by Savannah, the girl I knew for so long. The girl I would play silly video games with for hours on end.

I finally began to slow down, giving the occasional jerk as another wave of pleasure would wrack my body, fucking slower now... little spurts, sweet and warm, still shot up into the creamy mess of her cunt, filled with copious amounts of my cum. My vision returning, I looked up at Savannah. She was glistening with sweat, and breathing heavily, looking awestruck. She continued to slide up and down my shaft, slowing the pace even more as our climaxes finally subsided.

Savannah lifted herself up and my cum spilled out all over my crotch and the sheets. We both laughed, and she collapsed at my side- the side of a friend I used to go shopping with, used to skip rocks at the pond with. After catching my breath, I managed to speak.

"That wasn't so bad, after all." I said quietly, grinning and glowing brightly.

"You are SO fucking hot..." Savannah said bemusedly, then I rolled over on top of her.And she looked between my legs, she knew what I was thinking. My cock was still hard.

"Mmmnnn, you want to fuck my little pussy some more?" Savannah cooed, a bit nervous to turn this from experimental, formal sex into the depraved pure fucking it was becoming, but she was not out of line.

"Oh god, Savannah... yes..." I groaned as I positioned myself between her legs and aimed my sticky cock at her entrance.

"Mmm then fuck me more, fill me with cum again." Savannah begged, lifting her knees up and out to the sides, spreading herself wide for me.

My cock sank down into her once more, and the puffy soft area of her outer lips bulged as her pulsating cunt accepted me into her body. She stared down and watched, the sight of my long, hard member pushing in and out, glistening with our cum.Savannah couldn't tear her eyes away, she just looked on, stealing the occasional glance up at me, who was also watching my cock disappear inside her avidly. With the sound of our heavy breathing punctuated by the occasional moan, whimper, or grunt, she let me fuck her. Savannah is getting fucked by me, I thought to myself. fucking her pussy by my cock. I got the strangest thrill from saying the words out loud in my head. Reaching down, I slid two fingers on either side of her clit and pinched them together, beginning to rub in small, tight circles. She surely felt like each millimeter of skin between her legs was overloaded with ecstasy, even MORE sensitive now after our first orgasm. I could hardly handle the intense feeling, but I yearned for more. She pushed her hips forward to meet my every thrust, feeling the tip of my cock press against the back of pussy.

"Ohhh fuck yeah... you feel like liquid velvet..." I moaned, reaching up to grab her bouncing breasts and continuing to drill her tight, hot hole.

"Mmmnnn yeah, fuck me. Fuck me, oh god don't stop, fuck me more!" Savannah whimpered and moaned, begging me, now pushing down hard to meet my thrusts. The sound of wet flesh slapping against flesh was driving me wild, and I hungered for more. Her pussy seemed to swell with each pumping motion, juices were running down her inner thigh, my fingers were flying over her swollen clit.

"Oh shit, hang on- hang on!" I gasped out, stopping her. She nearly cried, moaning anxiously. "Here, lay down..." I commanded her, and I got down on the bed, laying on my side. She lay on her side as well, and I moved closer to her. She lifted one leg up in the air and let me scoot my legs in between hers. I reached down and guided my cock back into her pussy, slowly pushing forward to fill her up again.

"Ohhhh god, Kevin ... I want to feel you deep inside me. I want you in my body, I want to feel you cum inside of me." Savannah whispered in my ear as we held each other close. Her breasts mashed against my chest and I wrapped my arms around her back and held her warm body tight against mine. I was fucking her so tantalizingly slowly. In, out, no sudden jerks- just smooth, gliding strokes. We kissed, slow, passionate soul kisses. Her tongue met mine and lazily swirled around in my mouth. We were so close, every inch of her front was pressed to mine, her legs welcomed mine, wide spread and resting on mine. Heat gushed and radiated from my core, liquid oozed from our connection, coating our thighs in warmth. The movements were so slow... so slow. In... out... we made love, not rushing anything, not getting into a fervor. In... out... I had never felt this close to anybody before, filled her up, in soul and in body. Time seemed to stop and we stared into each other's eyes for what seemed like eternity, absorbing everything we could from the moment as I moved inside her.

"Soon.. Savannah, I'm gonna cum again soon." I whispered quietly, calmly. I did not quicken my pace, we just continued the same, steady motions. I felt tension building up in her cunt again.

"Me too... Kevin... fill me up again. Fill me with your cum." Savannah whispered back, never breaking eye contact. Every bit of instinct I had told me to speed up as I felt my orgasm coming on, but I didn't. It took forever to get there, I felt like I was right on the brink for several minutes, teetering on the verge of a gigantic wave. I felt my cock swell, felt a churning down in the base of my shaft and my head grew even larger, then once again that divine sensation of hot, sticky, warm cum shooting up inside her sent us together over the edge. The orgasm was powerful- more powerful than anything that had ever affected my body. Jet after jet of liquid shot into her spasming pussy. And Savannah dug her fingers into my shoulders and bit her lips, whimpering as her body shook. Our orgasm didn't stop- I thought I would die if it kept going on much longer. I could still feel more spurts of cum continuing to splash against her insides. I just held on to Savannah as hard as I could until I finally came down, ceasing to shudder.

My whole body was weak and shaking, and I looked at Savannah. She was looking back, both of our expressions were of understanding, closeness. I scooted up closer to her, rolled her onto her back, and gently rested my leg over hers, staying inside her. With a deeply contented sigh, I gave her a hug. A real hug.