Holding the Fort
Part 1

Copyright┬ę 2005 by HedbangerSA

Sex Story: Part 1 - Russell is stuck at home for Halloween and is having a bad day until fate gives him the surprise of his dreams. But is it a treat, or a trick?

Caution: This Sex Story contains strong sexual content, including Ma/Fa   Teenagers   Consensual   Romantic   Heterosexual   First   Oral Sex   Petting  


My social life was at a new low, skipping right past desperate and plunging firmly into pathetic. I was a senior in high school and was supposed to be having the time of my life-everyone else seemed to be. Halloween is one of the big party nights of the year; guys at school had been talking about it for weeks. Even my kid sister Becky got invited to a sleepover with a bunch of her dumb friends. She was fourteen and she dated more than I did.

I'm the editor of the school newspaper and I had to stay late that afternoon to be sure we got the next issue out on time. The lead story was about a bunch of my classmates who were going on this great trip to Europe over Christmas break. Girls and guys, and there were only going to be a couple of teachers along as chaperones. One of the guys told me that he was going to fuck his way across the Continent. I didn't put that part in the article.

It was mainly the rich, popular kids who were going. Girls like Shelly Peterson and Molly Benjamin. God, they were hot. Molly had these really big tits and she almost never wore a bra. But the hottest one of all was Justine. Justine Wilson was, like, the pinnacle of hot. She was a cheerleader and she always had at least three guys hanging around her, all athletes. She was beautiful, with lips like Angelina Jolie and the most gorgeous blue eyes that made your brain stop working and your mouth get really dry so you stammered when you tried to talk to her.

It wasn't always that way. I went to middle school with Justine, and in the sixth grade we were almost friends, kind of. We were in geography class together and she sat behind me and asked me questions sometimes. Once she even walked with me to our next class. She was the most popular girl in the school even then. She had boobs before any of the other girls and she wore her jeans really tight so you could see her little round butt jiggle when she walked.

The first time I got a woody at school was because of Justine. She leaned forward and whispered something to me in geography class and she had perfume on. Her hair was blonde and thick and it smelled terrific as it brushed my arm.

Then Mr. Glenn called on me and asked me to come up and show the class where Puerto Rico was on the freaking map. I stood up and took a couple of steps before I realized that my pants were all tented out. Mr. Glenn saw it and asked me if I wanted to go to the bathroom to 'take care of things.' Justine didn't talk to me much after that.

Anyway, when I got home that Halloween my folks were rushing around, wearing goofy costumes my dad rented at some store. He was Prince Charming and I think my mom was supposed to be Snow White... or maybe it was the Sleeping Beauty. My dad said they got a last minute invitation to a party some guy at work was having, and that they'd be out late.

"What about me?"

"There's plenty of food in the freezer, Russell, and you can have all the soda you want," my mom said.

Russell is my name, by the way.

"Oh, and you'll have to hold the fort here, Russ. You know how to run everything and the candy is by the door. Don't eat it all yourself!" my dad said.

My dad was, like, this lunatic about Halloween. He decorated the front of our house for a solid week. We had a fake cemetery out front with a couple of zombies who looked like they were climbing out of their graves. He put up these plywood forms on the house that made it look like the Addams Family lived here. There were strobe lights and sound effects and flying bats... the whole nine yards. I couldn't believe he was going out on Halloween night, but he was up for a promotion and his boss was going to be at the party.

"Dad! What if I had somewhere to go?"

"Do you?"

"Well, no... but..."

"Good, it's settled then. Don't let the kids take more than two pieces of candy or you'll run out. Oh, and don't leave the sound effects on after ten or the Grunwalds will complain again."

"We'd better go, we don't want to be late," my mom said. "You be good, Russell."

And then they were gone. Of course I was going to be good. When wasn't I? Good old Russell Benton, the kid who always got good grades and practically ran the youth group at church and made sure the school paper got published and never disappointed anyone. And who had never dated a girl more than twice or touched one of them anyplace fun. Oh, I was going to have a big old time. Home alone swilling down root beer and Mountain Dew, and maybe I'd even let a few kids take three pieces of candy just to be wild and crazy.

I microwaved a frozen pizza and watched TV until it was almost dark. Then I turned on all the scary lights and the fog machine and the sound effects. I went out front to be sure it was loud enough, and I had to admit that the place looked cool.

My dad left his Halloween costume on my bed. It was the Scream outfit he wore every year, and it wasn't one of those cheap ones either. This one looked real, and I'd always wanted to wear it. Maybe the evening wouldn't be so bad, scaring the crap out of a bunch of snotty kids.

For a couple of hours I handed out candy to scores of little Spidermen and Spongebobs and ballerinas. I policed the candy like dad said because I was afraid the kids would egg our house if I ran out. By about nine-thirty it started to slow down and I could get a little studying done between arrivals.

The later groups were mainly older kids in their regular clothes, probably focused equally on candy and random vandalism. I brought some of the more fragile decorations into the house and turned off the sound effects and lights, getting ready to quit for the night. I saw a group coming up our walk, a half-dozen or so big trick-or-treaters, and decided that they would be the last. I still had a quarter of a bowl of candy, so plenty would be left over for me to eat while I waited for my parents to return.

As the group got closer, I recognized them. Just my damned luck, it was the "in" crowd from school. Trent Randall and three of his jock buddies along with Molly Benjamin, Shelly Peterson and girl I didn't know very well, Katrina something-or-other. I prayed that they didn't know I lived here and wouldn't guess that it was me in the costume.

"Trick or treat?" Trent deadpanned as I opened the door. He looked at the bowl in my hands and grimaced. "That all you got? We're pretty hungry."

He looked at the rest of the group and rolled his eyes. The other guys snickered. I held the bowl out and kept my mouth shut. Trent took half a step toward me and staggered a little, putting a hand on the wall to steady himself. Christ, he was drunk!

"Hey, I said we're hungry!" he said, blustering for his audience. "We like to eat pussy. You got any pussy in there?" He made a show of looking over my shoulder and then laughed at his own joke. I didn't know what to do so I just stood there like a dork with my stupid bowl of candy.

The other guys were laughing too, but it was a forced, tense laughter. Macho assholes getting ready to prove how tough they were, daring me to react. A long five seconds passed with me wondering if I could shut the door and lock it quickly enough.

"Don't be a dick, Trent," Molly said finally. "Just take the fucking candy and let's go. I want to find some more beer."

Trent frowned, then broke into a grin. Molly had broken the tension and it was tough to ignore her. Her big tits were practically spilling out of a tight shirt that also left her whole stomach showing.

"I guess this will do," Trent said, pulling the bowl from my hands. He dumped it into the pillowcase he was carrying, then tossed it into the bushes. The guys started laughing again but I didn't care because they were leaving, following Molly and Shelly toward the street. Katrina waited until the others were out of earshot, then smiled at me and shrugged.

"Sorry. Nice decorations," she said, waving an arm at my yard. I nodded, and she ran to catch up with her friends. She was nice, but that didn't stop her from hanging out with a butthead like Trent.

At least they didn't recognize me, so I wouldn't have to live down another embarrassing story at school. I pulled the candy bowl out of the bushes and studied the remaining decorations, trying to remember which ones my dad brought in at night. The evening was quiet, with almost no moon, and it was a little chilly for October in Florida. The stars were really intense, so I stood and studied them for a while. My Halloween had been a disaster, but at least it wasn't boring. What doesn't kill you makes you stronger, right?

I heard a noise to my left, someone on my driveway and I jumped thinking it was Trent and his gang back for more. But it was just one person, smaller, a woman. She walked forward hesitantly, into the light from our front window. It was Justine Wilson.

"Hi. I didn't mean to scare you. Mr. Benton, right?"

I stared at her, not knowing what to say. She thought I was my dad, which meant she knew this was my house. How could she? Justine didn't know I was alive. She looked shorter than usual, less confident. Her long hair hung almost to her waist, cascading over a short-sleeved cashmere sweater. Five inches of tummy showed over her trademark tight, below-the-hip jeans. She waited for an answer, looking nervous.

"Anyway, I was wondering," she began. "Did you see my friends come by here earlier? Four guys and three girls?"

I nodded, then looked down at my bowl. "Nothing left, they got all of it."

Justine frowned. "They've been doing that. Scared a lady over on Belmont. I..." She paused, squinting at me. "Wait, are you Russell?"

Busted. Home on Halloween in a goofy costume. She'd tell the others and they'd have a big laugh over it. I pulled my mask off.

Justine smiled, but not a mean smile, and she took a step closer.

"Am I glad to see you. I was pretty sure this was your house."

"Trent and the others were here about five minutes ago, they went that way," I said, pointing and realizing I still had skeleton gloves on. I pulled them off and stuffed them and my mask into the candy bowl.

"Oh, I was trying to catch up to them..." she said, sounding discouraged. The light was a little better now, and she looked pale. Kind of washed out.

"Are you... okay, Justine?" It felt weird saying her name.

"Not really. We were drinking and it hit me kind of funny. That lady on Belmont let me use her bathroom. I'd have stayed there but she was nervous about it because of Trent being a creep. Anyway, they left me. Some friends, huh?"

I nodded, afraid to say anything because my mouth was so dry. Justine, talking to me! I was glad I had the robe on, because my dick was like an iron girder. I was pretty sure what I'd be doing as soon as she left.

"Listen, Russell." She glanced toward my house. "Would it be okay if I stayed here for a while?"

"Here?" My voice squeaked a little.

"Just until I feel better. Then I could call my mom and she'd come get me," Justine said, pleading.

"What about... the others?"

"Screw them. They're probably going to get arrested or something."

"Well then, sure!"

She smiled, and then followed me inside. I stopped in the foyer, feeling awkward. Justine looked around.

"This is nice."

I nodded, knowing she was just being polite. She lived in a huge house over by the country club.

"Could I use your bathroom?" she asked, looking a little unsteady.

"Sure, right over here. There are towels and stuff..." I said, pointing at the half bath off our family room.

After she went in I stood outside, listening to the sounds she made moving around the bathroom. I was alone in a house with Justine Wilson! She wasn't feeling well and didn't look her best but, hey, Justine at her worst was still, like, off the scale of amazing. It didn't sound like she was really sick, at least I didn't hear any hurling or anything.

I walked into the family room, worried she'd come out and catch me listening. The place was messy so I ran around straightening up, and carried my dinner dishes to the kitchen. I dug around in the cabinet where Mom kept the medicine, grabbing some Alka-Seltzer and a bottle of Pepto-Bismol. I filled a glass with ice water and carried everything back to the family room to wait for her.

I sat on the couch trying to look casual, then decided to take off my Scream robe. My hard-on was almost gone and I didn't want to look like some kind of freak. After another minute, I heard the bathroom door open.

Justine still looked shaky, but her hair was combed and she'd washed her face. It was still a little damp and she had some color back in her cheeks.

"Here, sit down," I said, jumping up. I was afraid she'd change her mind and leave right away. She sat, then saw the stuff I brought and picked up the Alka-Seltzer.

"How sweet of you, Russell. This looks pretty good." She opened the box. "Are your parents here?"

"No! They went to some costume party. And my sister's at a sleepover," I blurted, talking too fast. Way to go, I thought. Why don't you just tell her she's alone with a loser who's dying to go somewhere and jack off thinking about her?

I sat on the other side of the couch and watched her rip open the foil package. The motion made her boobs jiggle under her sweater. As she waited for the tablets to fizz I noticed that she had a ruby pin in her navel, with three little silver chains dangling down across the really creamy-looking skin on her lower abdomen. My boner came back with a vengeance and I started to wish I'd left the robe on.

Justine tipped her head back to drink the Alka-Seltzer. Her hair pooled on the back of the couch, and her slim neck pulsed as she swallowed. As she finished she glanced over and caught me staring. She smiled.

"Thanks. I really needed that." She looked around the room, then saw my books spread out on the coffee table. "You were studying?"

"No! I mean, well, a little..." I said, wishing I'd put the books away. She already thought I was a nerd. Justine picked up my calculus book.

"I should have been studying tonight," she said. "We have a test on Friday. You?"

I nodded, shocked. Somehow it seemed weird to think of her studying, or caring about it anyway.

"This is really tough, all that product and quotient rule stuff," she said, flipping the pages.

I swallowed hard. "It's not that bad."

"For you, you're really smart."

"You're smart too, Justine. You always got good grades, back..." I stopped myself, about to say in middle school. I felt my face redden.

"Back when I paid attention?" she asked, then grinned. "It's okay, I know what you meant." She handed me the calculus book.

"Okay, smart guy. Explain the quotient rule to me."

"You're serious?"

She nodded. I wiped my palms on my jeans and took the book.

"Okay, but you have to pay attention," I said.

For the next hour I taught her. I finished quotient rules in fifteen minutes but she kept asking questions so we studied the last couple of chapters, too. As we worked, Justine slid closer to me until our shoulders were touching and her hair was brushing my arm. When she leaned forward the V-neck of her sweater gaped open, revealing the firm swell of her right breast.

My dick was so hard it felt like the skin was going to split, and every so often some pre-cum oozed into my briefs. I kept praying it wouldn't seep through my jeans. I covered myself with the book most of the time, and Justine didn't seem to notice.

When I finished I closed the book but kept it in my lap. I needed to stall before she called her mom. For that I'd have to get up and show her where the phone was.

"Are you feeling better?" I asked.

"Much better. And now I feel good about the calculus test. I wish old man Robinson could teach as well as you."

She looked terrific. The paleness gone, her skin glowed and her eyes sparkled as she smiled at me. All of a sudden she leaned over and kissed me on the cheek.

"Thanks. For everything," she said, whispering.

My breath caught and my heart was pounding like it was trying to crawl up my throat.

"Um, you know, I could give you a ride home, Justine," I stammered. "So you don't have to call your mom."

"That would be nice," she replied, then took the calculus book and returned it to the coffee table. Our shoulders were still touching, and now her denim-clad thigh was pressed hard against mine. It had to be an accident, but still...

"It's still pretty early. I don't have to leave yet, unless..."

"No! I'm fine." I said, trying to will my heart back where it belonged. Shit! Stalling wasn't going to cut it, my cock was throbbing and my cheek was on fire where she kissed me.

"Remember when we were kids, Russell? In sixth grade, Mr. Glenn's class?"

I nodded, feeling sweat run down my temples.

"How come you stopped talking to me?" she asked. "I kind of liked you."

"But I didn't... It was because..." I stopped, looking at her. "You did?"

She nodded. I hadn't noticed before how her lips had little crinkles in them, the lower one all plump and rounded, above a perfect chin. Justine leaned a little closer and I felt like I was going to come.

"That time in class, when you had to stand up and, well... was that because of me?"

I swallowed again. "Yeah."

"I always kind of wondered. Cool."

Her eyes were six inches from mine, and I could feel her breath in little puffs against my cheek. Then it happened. Her hand crept over and cradled my erect cock, squeezing softly.

I'm pretty sure I stopped breathing completely. All my senses were focused on her slender fingers, caressing, stroking. Then she leaned in and kissed me again, this time on the lips. Her eyes stayed open, staring into mine.

"You can touch me too, Russell. If you want to."

My cock was twitching, about ready to blow my load into my shorts. My hand came out of my lap, by itself like in that movie, Dr. Strangelove, and moved slowly to Justine's right breast. My palm pressed against her and I felt the firm, soft skin moving under her bra and sweater as I squeezed. After a moment I could feel her nipple too, and the other one was poking out through her sweater.

"Ohhhh, Jeez..." I leaned forward a little as I came, trying to stay upright while my muscles convulsed and my brain froze for a moment. God, how embarrassing...

"Did you come?" she asked, waiting until my eyes focused again. "It's okay. The next one will last longer."

"Next one?" I asked, cheeks burning. I had ruined everything.

"Are your parents going to be home soon?"

"No, probably not until late."

"Cool. I bet we can get you up again in no time," Justine whispered, then pulled her sweater over her head. She was wearing a lacy pink bra with demi-cups that pressed her tits together. Every square inch of her skin was flawless, firm and smooth and lightly tanned. I looked at her, thinking that all this had to be some kind of trick-or-treat thing. That Trent and the others would break in soon, and everyone would laugh at me.

But the look in her eyes was gentle and sincere, and she was breathing a little faster now. She reached back and unhooked her bra, then let it slide from her shoulders. Her breasts didn't need any support. They were full and upturned, with large pink areolas just a shade darker than the surrounding skin. I'd seen tits on the Internet but never anything this beautiful-they were perfect.

Justine looked at me and raised an eyebrow, waiting.

"I've never touched a real boob before. Well, not a naked one," I said. I'd never touched one with clothes on it either, up until a minute earlier.

"Well, these are real. And they're naked. So touch away, they won't break."

So I did, cupping the right one again and letting my fingertips slide over her erect nipple. God, it was heaven. Her tit felt even better than it looked. How could something so firm feel so soft and heavy in my hand? I grabbed the other one and started to massage both.

"Does that hurt?" I'd heard that girls could be sensitive there.

"Mmmm. No. Feels good. You could even squeeze a little harder."

Justine leaned her head back on the couch, then reached for my dick. She'd been right about getting me up again, I was rock hard. She rubbed the shaft with her fingers and stroked the head with the thumb. My briefs were drenched with come from the first time so the fabric slid over me with almost no friction.

She slid her other hand behind my neck and pulled me closer. I kissed her, and this time felt her tongue probing so I opened my mouth. Our tongues met, the tips swirling and stroking tentatively, then they began their full-length dance. My mouth was really wet, with her spit or mine-I didn't know or care. I put one hand on the back of her head, holding it so I could kiss her deeper. Her hair was thick and rich between my fingers and she smelled so good! The other hand stayed on that right tit, squeezing like she said and rolling the nipple with a fingertip.

Her hand moved up and undid my belt, then the snap and zipper on my jeans. Quick and sure, like she'd done it before. Then her fingers were inside my briefs, pumping and squeezing my cock. The old come was all over her hand now, like hot oil.

"Pinch it," Justine said, panting.


"Pinch my nipple. I like that."

So I did. Like a rubber pebble, rolling between my thumb and finger.

"No, hard! Pinch it hard!" she moaned. "Oh, yeah!" Then she drove her tongue deep into my mouth, her lower lip working furiously against mine.

I was pinching the nipple as hard as I could and it was driving her nuts. She turned toward me and hooked a leg over mine, still stroking my cock. After a while my hand was cramping up from pinching her, so I started stroking her tit, flicking the nipple. It was twice the size of the other one, all red and swollen.

It had been great so far, but there were still lots of things I'd never tried and I figured if I didn't go for it now I might never get another chance. I moved my hand to the base of her tit, then to her stomach, where I played with her belly ornament briefly like I didn't know where I was headed. If Justine minded she didn't let on. Most of my face was wet from kissing her and her hand was jammed between my legs playing with my nuts.

My hand found its way to the top of her jeans. She wasn't wearing a belt but undoing the jeans turned out to be a problem. I couldn't tell if it was a button or a snap, and the normal way to release either wasn't working. And the pants were so tight that I couldn't get my fingers under the waistband far enough. I needed to be able to see what I was doing.

My lips were getting numb from kissing and my jaw was starting to lock up. I pulled back, struggling for air, then pressed my lips against Justine's neck. I licked and sucked my way across her chest until I had her left nipple in my mouth-the other one, which was looking kind of neglected. She moaned and pushed my face into the soft flesh of her tit with her free hand, fingers twined in the hair on the back of my head.

This was awesome, but I still couldn't see the fastener on her jeans and I wanted to touch her pussy so bad I was about ready to just rip her pants open. Then she pulled my head back, the nipple popping free all wet and shiny.

"Is there a bedroom we could use?" she asked.

"Bedroom?" I was still focused on getting the pants opened. I'd decided it wasn't a button or a snap, the darn thing was, like, welded shut.

"Yeah. I haven't done it in a bed much." Justine was panting, her face flushed. "Probably a lot more comfortable than a car."

I froze. Did she say 'done it'? As in, 'fuck'?

As well as things had been going, I'd been keeping my goals reasonable. I was just hoping to get my hand inside her panties before she came to her senses and started screaming. The thought of actually fucking her hadn't even crossed my mind.

I got used to the idea pretty fast, and was scrambling to figure out where to go before Justine reconsidered. My room was out of the question. The bed looked like a rat's nest and probably didn't smell good. No way I could get away with my mom and dad's room, my mom could tell if I even sat on their bed. Becky's room! It was perfect, and she always kept it neat, with the bed made.

"Come on," I said, standing and reluctantly disengaging Justine's hand from my crotch. I led her up the stairs and down the hall.

"It's my sister's room, she won't mind."

Justine smiled, taking in the Ashton Kutcher posters and the stuffed animals. I couldn't get over how fantastic she looked, standing there naked to the waist. She kicked off her sandals, then effortlessly unbuttoned her jeans and slid them to the floor. All she had on was a tiny pair of pink bikini panties.

"Your turn," she said.

I shucked my shirt and pushed my jeans down, then kicked them. They ended up next to hers, which looked kind of neat. Justine walked over and pulled out the waistband of my briefs.

"Kind of messy," I said.

Justine smiled and started working my gooey underwear down at the hips. I finished for her and tossed them onto my jeans. She sat on the edge of the bed and grabbed my shaft. All of a sudden I felt pretty self-conscious, what with the way she was studying my dick and me standing there naked with all the lights on. I was nervous anyway, not sure where to put my hands.

She looked up at me and smiled. "I haven't seen that many of these, Russell. But I'd say this is a pretty respectable cock. Bigger than Trent's."

"Really?" I'd never been so relieved.

"Yeah, and you're kind of skinny so it looks even bigger. I like that."

Justine bent the head down and took it into her mouth. The move took me completely by surprise. She swirled her tongue around the head and my knees buckled. My hands went to her shoulders and her head bobbed twice, her lips stroking the length of my shaft. I was in heaven. The inside of Justine's mouth was hot and warm and incredibly soft, and the combination of her tongue and lips working against the sensitive skin of my dick was almost more than I could take. I felt my balls start to tighten and since she was cupping them with her other hand, she did too. Her head came up.

"I might not be able to get you up a third time, Russell."

She let go of my dick and scooted back on the bed, then slid her panties down and over her ankles. Then she beckoned me with a finger as she lay back, head on Becky's pillow. As I crawled up next to her I kept my head down, staring at her legs, then her pussy. Holy shit! It was almost completely shaved, just a little puff of blonde fur low on her mons. Then her tummy with that cute little belly ornament, her tits, both nipples swollen now, and finally that gorgeous face surrounded by a lush halo of blonde hair on the pillow.

And then I was next to Justine, lying with one hip on hers. She was staring into my eyes, like she was searching for something.

"I know this is kind of fast," she said, then glanced at the ceiling for a second. "What I mean is that we don't know each other that well... not for a while. But I want to... if you do."

"I do! It's just that... well, I don't really know how."

"Sure you do. It's not that complicated," she said, grinning like a kid. She spread her legs a little and put a hand by her pussy. "Put your hand down here and rub me a little... that's really nice. We don't have to rush."

I slid my hand down her stomach and cupped her mons, my fingertips on her cleft. I could feel the tuft of her bush against my palm and it was incredible how warm she was there. Like there should be steam rising off it. I glanced at Justine and then let my fingers slide down. Jesus, it was more involved than I expected. I'd seen pictures but studying a pussy up close when you were trying to figure out what to do with it was different. The outer lips were all swollen and red, pulled back, and inside were all these folds of puckered pink flesh. At the top it came to a point and was poking out a little, and all of it was really wet and slippery.

I started with the tip of my finger at the top and worked down the center of her. Something was wrong, there didn't seem to be any way in. Then when I was almost to the bottom the finger plunged in to the first knuckle, but the hole was tight, sucking at my finger as I moved it around.

When I pushed, it went in easily and once you got past the opening there was a lot more room. I felt around and it was kind of bumpy along the top, harder and slick on the sides. And it was really wet, how did girls keep it from dripping out?

I felt Justine's hand on my cheek. I looked at her and she was smiling.

"It feels better if you start on the outside, Russell."

Embarrassed, I pulled my finger out and started to rub the folds around the hole. My whole hand was soaked. Justine spread her legs some more and grabbed my dick. Most of it was dry now, but there was plenty of pre-come around the tip that she spread around the head and down so she could stroke me again.

I started to explore around the top of her pussy, where it stuck out. There was a little hard spot, and when I touched it Justine's body jerked. Startled, I looked up.

"I'm sorry, I didn't mean..."

"No, it's fine. That's the good spot."

Her clit! Eager to please her, I returned to the hard little nub and started to rub. The flesh around it was slippery and soft, and a couple of times I lost it. After about a minute, Justine began to moan softly and move her legs. The skin on the insides of her upper thighs was beautiful, almost white and really soft, and when I rubbed just right her thigh muscles twitched like crazy.

"Faster!" she said, and she was really panting now. I was getting worked up myself because Justine seemed to have forgotten that she had my cock in her hand and she was yanking on it pretty hard.

I stroked the top of Justine's pussy as fast as I could and since I had a free hand I slipped a finger back inside her and started exploring some more. Since that one went in pretty nice I put a second one in, too.

With all the activity down there and her being so wet, the pussy smell was pretty overpowering. It was the most amazing scent I'd ever experienced, and didn't smell anything like fish like in all the jokes. When I got a really good whiff it practically drove me crazy.

Just when I was getting the hang of rubbing her, Justine pulled her knees up and screamed. It scared the shit out of me but when I tried to take my hand away she grabbed it and squeezed my wrist really hard, pressing my palm against her pussy. Her whole body was quivering and her face was flushed and sweaty.

"Oh Jesus..." she wheezed. "Get on top of me."

I rolled onto her as she spread her legs wide, knees bent and feet on my ass. Her hips cradled me and I could feel the hard ridge of her mons pressing me just above my groin. It felt fantastic and so natural, like that was where I belonged. I could feel the wetness of her with the head of my dick.

I leaned in and kissed her and she slid her arms around my shoulders hugging me close. We were both breathing hard so there was as much gasping as kissing but it was still great, especially looking into her big blue eyes.

"Okay, Russell. Put it in me."

Those were, like, the four most beautiful words I'd ever heard. I reached down and grabbed my cock and forced the head to where the hole was. When I got there the tip just slipped into her.

"Oh, Jeez... that feels so good!" I moaned. Her pussy lips were squeezing me and it was like electricity was running through my whole body. I wanted to savor it, but Justine was impatient. She pushed on my butt with her feet and my whole dick went in.

Good God, I thought. It felt wonderful in her mouth, but this was a hundred times better. Tight, silky, soft and buttery smooth. I pulled back and drove it in again, and it felt just as good. Again. This time her pussy made a little wet burping noise.

I started to ram it in faster, and as I got into a rhythm Justine began to move too, her body rocking so it met mine with each stroke. Her pussy lips were rubbing against the sides of my cock and we were making these great sucking, gurgling sounds because she was so wet in there. I could feel the juice dripping off my balls.

Justine had this desperate look on her face and was making little keening noises, breathing through her mouth shallow and fast. Her tits were rolling around on her chest, her nipples brushing against me, and her legs were wider now so her feet were dangling in mid-air, swaying as we moved. For some reason the thought hit me, I'm doing it! I'm actually fucking her!

Things got a little blurry after that because I went into this sort of sex hypnosis. I remember the feeling of my hips pounding against Justine's thighs and knowing I never wanted to stop.

She screamed again just as I felt myself getting close, and then she was bucking and writhing so much I could barely stay on top of her. I came so hard that I blacked out for a few seconds. When my mind cleared Justine was hugging me really hard and kissing my neck, and I was grinding my pelvis against hers as my dick softened inside her.

Afterwards, we were all sweaty and the air conditioning felt chilly. I grabbed the edge of the comforter where it hung over the side of the bed and pulled it over us. Snuggling with her, naked, was unbelievable. Actually, the whole night was unbelievable. No one at school would buy it even if I told them about it, which I wouldn't. Justine would never live it down and I wouldn't hurt her like that.

For then it was good enough that I was there with her, spooning, with her lush butt snuggled against my crotch. And she was holding my hand and I had my nose buried in her hair.

"You alive?" she asked after a while.

"I think I died and went to heaven."

"That'd make me an angel, and that's not too likely."

She rolled over and looked at me.

"What are you thinking?"

I hesitated, not sure how to start.

"I know how it is, you know, with your friends. You're popular and I'm not. What I mean is... If I see you at school you don't have to like... talk to me."

She looked at me for a while. "Is that what you think, that I fucked you because you let me use your bathroom? Or to pay you for tutoring me?"

"Well, yeah. I guess so. Why else?"

"Maybe because I like you?"

I stared at her, waiting for her to laugh. Big joke.

"Come on, Justine. You date guys like Trent, anyone you want. This... just wasn't as big a deal for you as it was for me."

Justine's eyes started to glisten, then a big tear formed at the corner of one. She sat up quickly and climbed off the bed, then put her panties and jeans back on.

"My other clothes are downstairs."

I jumped up, struggling into my jeans and shirt as I followed her down the stairs.

"Justine, I'm sorry. I just don't understand."

She had her bra back on and was pulling the sweater over her head. Then she found her purse and fumbled for her cell. I put my hand on hers, stopping her from calling.

"Please talk to me. I didn't want to hurt you."

She looked up, tears flowing.

"It's not your fault. I screw everything up. I just thought... well, that this way I would get your attention. My body is the only thing guys ever care about, ever since I was like fourteen. What else have I got? Sure, I date guys like Trent, and Brian, and Aaron, and Jake," she said, naming the guys who'd been at my house that night. "That's what people expect."

Now she looked really angry. "I didn't fuck Trent, if that's what you're thinking. I saw his cock, how could I miss it? Every time we went out he was pulling it out like every five minutes, trying to get me to suck on it. The last time he jumped me in his car. I had bruises for weeks."

I put my hands on her shoulders and gently pulled her to me. She resisted at first, then held me, sobbing quietly. I stroked the back of her head and rocked her slowly from side to side.

"If you wanted my attention, all you had to do is talk to me. I think you're amazing, just spending time with you was fantastic."

"Is that why you had a big old boner the whole time?"

"Come on, Justine. I couldn't help it. You're so pretty and I don't exactly have a lot of experience with girls."

I hugged her, then led her to the couch.

"This is hard for me to understand, like with you and calculus. Explain it to me," I said.

She wiped her eyes on her sleeve.

"Well. I've been really unhappy for a while. I date a lot but I'm not close to anyone. My so-called friends don't really care about me, like tonight. And they're mean and selfish and I didn't like the way I was acting either."

She paused and looked at me, waiting for a reaction.

"I guess that makes sense. Keep going," I said.

"And I've been thinking that it'd be great to date a nice guy, someone who would talk to me, and share things and care about me. So when I ended up here tonight and you were so nice, then I remembered how I felt about you when we were kids, and I thought maybe..."

I pulled her chin up and kissed her gently.

"I do care about you. I just never thought anything like this could happen..."

I was interrupted by a tinny but familiar classical tune. Justine held up her cell.

"That's for me." She flipped it open.

"Yeah. Hi, mom." She paused, listening. "I was just getting ready to call. Sorry. I've been studying... with my new boyfriend." She looked at me and grinned. "I'll tell you all about it when I get home, but he's wonderful. He's giving me a ride so maybe you can meet him. Bye."

I waited for her to drop the phone into her purse then I kissed her again. Harder and deeper this time. As we stopped, something occurred to me.

"Justine, I was thinking. If you're not doing anything Saturday, maybe..."

"I've got a hot date on Saturday."

A terrible wave of disappointment washed over me. "It's okay..."

"With you, silly!" she said, then bit her lip, thinking. "Promise you won't laugh if I tell you something?"

"Sure, unless it's really funny."

"After that time in Mr. Glenn's class, when you got that hard-on? I thought about it a lot. That night was the first time I... played with myself."

"Really? Jesus! I was so crazy about you I didn't think of anything else... when I was doing that."

She grinned. "Okay, I'll tell you something else. I never came with a guy before tonight."

"You came?"

"Sure. Twice. Why do you think I was howling like that?"

I kissed her again. We both looked up as the front door opened and my parents walked in. They saw us standing there, hands on each other's shoulders, and my dad looked like someone hit him in the forehead with a brick.

"Russell. I... we didn't know you had a guest," my mom stammered.

"Yeah, we were studying calculus. Just finished. Mom, Dad, this is... my girlfriend, Justine Wilson." I felt myself tearing up a little as I said it. I looked at Justine and she gave me a little, knowing smile. Then she walked toward my folks and shook their hands.

"Mr. and Mrs. Benton. It's great to meet you. Sorry to stop in like this but I was having trouble with math and Russell's the one I can always count on. Ever since sixth grade." She looked back at me and grinned.

"That's... fine, Justine. I hope we'll be seeing more of you," my mom said.

"No way around that!" Justine said. "Can I use your bathroom before we go?"

My mom and dad nodded, then watched Justine walk into the bathroom.

"Russell, isn't that the girl we saw at that party last year?" my dad asked.

"Yep. She was homecoming queen as a junior," I said proudly. "Oh, I need to give her a ride home. Okay if I take mom's car?"

My dad started to nod, then shook his head. "You don't have to use the van. Here, take the Audi... son." He tossed me the keys.

As Justine and I walked down the driveway, past our fake graveyard, I stopped at the spot where I was standing when this all started and looked up at the stars again. When I looked down, I half expected that she'd have disappeared. Instead she reached out and took my hand, and we walked to the car together.

Edited by Melissa and Nat

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