It was my last semester in the dorms. My buddy John already had already moved out and had his own apartment nearby. I was just sitting in my dorm room reading a book one afternoon, when my friend Sarah stopped by. I invited her in and offered her a beer.

After some small talk, she said that she wanted to talk to me about something. I listened and she told me that one of the girls she lived with had developed a bit of a crush on me.

They lived in a sort of mini apartment in the dorms where four girls shared two bedrooms, a bathroom and a living area. I had been to a couple of parties there in the past.

I had never been on the receiving end of someone having a crush on me and was not quite sure how to react. I just laughed about it.

When I asked who it was, she told me it was Rachel.  I told her that I did not recall who that was and she described her to me.  Now I remembered.

She was a short girl, with long red hair and braces. I recalled her being a nice and sweet person but never got any vibe that she might be interested in me. I was certainly not interested in her.

Sarah told me that it was serious and that Rachel really wanted to meet me but was way too shy. I laughed at first but then quickly realized that if it was enough of a situation to prompt Sarah to come and talk to me about it, it demanded some attention.

I told her that Rachel really was not my type at all but decided to be nice and agreed to come over to their place later for drinks, providing an opportunity for her to meet me.

I had had crushes too and knew how it felt. I figured that the nice thing to do was to be straightforward and honest about how I felt. Let her down easy, so to speak.

Later that evening, I grabbed a bottle of wine and a six-pack of beer and headed up to the girls’ apartment.

My friend greeted me at the door and we sat in the living area along with a couple of her other roommates. I was not sure if they were aware of the situation. It made for a somewhat awkward atmosphere.

A bit later Rachel came out from one of the bedrooms and Sarah introduced us to one another.

She was about five foot four, had curly red hair, pale skin and a fairly small frame. The one thing I had not noticed or paid attention to in the past was the fact that she had huge breasts. She was wearing a tight-fitting zippered jumpsuit but had to have the zipper down really far to accommodate her chest, consequently exposing quite a bit of cleavage. It looked almost unnatural and it was hard not to stare.

I had never really been a “breast guy” and preferred small, perky ones, so Rachel’s chest was really not that great of a turn-on for me. But I knew a few guys who’d spend hours tugging their cocks, fantasizing about a rack like Rachel’s.

I found it to actually be a distraction. Somehow my eyes were just drawn there subconsciously and it made it quite difficult to maintain eye contact with her.

We all hung out and had a fun, easygoing conversation. Rachel was certainly a sweet girl but I did not feel any real connection. At least I had made the effort and could now extract myself from the situation somewhat gracefully.

A few days later there was a knock on my door. It was mid-afternoon and I had just finished a paper. I opened the door and there was Rachel. She greeted me with a big smile.

That night at the girl’s apartment, I had offered to make her Margaritas some time and she wanted to know if she could take me up on the offer. I had already forgotten about that but having finished my paper, I figured why not and invited her in.

She was dressed very casually, wearing loose sweatpants and a white ribbed tank top that was working overtime to keep her breasts contained. It was even more distracting than the other night and I once again struggled to maintain constant eye contact with her.

I whipped up a pitcher of Margaritas and we sat on the bed and chatted while sipping our drinks.

We talked about our backgrounds and families. I found out that she was half Irish and half Mexican. That explained her hair and pale skin in contrast to her exotic features. 

It turned out I found her quite charming and fun to talk to and we were well into a second pitcher when my roommate showed up.

He introduced himself to Rachel and immediately found himself in the eye contact dilemma too. I handed him a drink and he joined the conversation. I took some delight in watching him also struggle not to just blatantly stare at her chest the whole time.

It made me wonder what it felt like for her. She had to be aware of the effect she had on guys. But while she certainly came across as the reserved type, she did seem to make clothing choices that served to show off her most attention-getting assets.

Maybe she had just gotten used to it because she came across as quite comfortable with guys staring at her breasts.

As it cooled down towards the evening and the fog rolled in, the situation did get a bit more interesting. The cold air coming through the slightly open window had a familiar effect. Her nipples now poked noticeably through her bra and the thin material of the tank top, adding to the distraction factor exponentially.

I closed the window but it was quite cool in the room now. Rachel asked if she could borrow a sweatshirt as she was feeling a bit chilly. I got one out of my closet and she quickly pulled it on. That relaxed things a bit for everyone.

When she went to the restroom, my roommate immediately asked if I needed the place to myself later.

I told him no. He knew that she was not my type but also felt that it just might be fun anyway. I had to agree told him but just was not quite there yet.

She was a really nice girl and I was not sure how the situation was evolving.

I also did not just want to take advantage of the fact that she had a crush on me.

We kept chatting and started to make dinner plans when the phone rang. It was my buddy John, wanting to know if I wanted to hit the beach with him tomorrow. 

I said sure and noticed that Rachel perked up as she overheard our conversation.

When I hung up the phone, she went on about how fun that sounded. She kept talking about it and finally asked if I would mind if she would come along. I was sure John would not mind either and told her that I’d like that. We set a time to meet up the next day.

She showed up at my room at the agreed-upon time, wearing running shorts, a t-shirt and a baseball cap. If one could disregard her huge breasts, she kind of looked like someone’s dorky little sister.

I gave John a quick call to tell him that it was his turn to bring the beers and that we had a guest. He mentioned he might be running a bit late and I told him to look for us at one of our usual spots.

Rachel and I drove to the beach and headed down the long trail that led from the parking lot down to the beach. After a bit of a hike, we found a nice private spot to set up camp.

I was in for a pleasant surprise when she took off her shorts and T-shirt.

She had on a very sexy and very small string bikini. The bottom was very low cut and barely covered her backside. The top never had a chance of sufficiently covering her breasts. I made no effort not to stare. Rachel seemed quite comfortable with this and even arched her back a bit to really show them off.

They were something to behold. One might expect breasts that big to be a bit droopy but hers looked more like two halves of a small volleyball stuck to her chest.

She laid down on her stomach and asked me to rub some sunscreen on her.

I took the opportunity to check out her body as I squeezed some of the lotion on my hand. The tiny bikini provided a fairly unobstructed view. She was petite but quite curvy with wide hips and shapely legs. Her butt looked perky and firm.

I started at her ankles and slowly worked my way up each leg with more of a massage technique rather than just rubbing some lotion on. As I got to the top of her legs, she pulled up her bikini bottom, giving herself a bit of a wedgie. About a third of her butt cheeks were now exposed. I squeezed a small dollop of lotion on each and worked it into her soft skin. When I pulled the hem of her bikini bottom down a bit to rub lotion on the tops of her buttocks, she started to squirm with pleasure and wiggled her toes. She may not have been my type but I loved how her body felt and how responsive she was. I then started to focus on her inner thighs. That seemed to take things to another level and she began to breathe heavily. She also spread her legs a bit.

Meanwhile, my trunks were starting to feel very constraining.

I undid the string holding her top on and slowly massaged sunscreen onto her back, grazing the sides of her breasts several times.

To my complete surprise, she suddenly propped herself up on her elbows, letting her breasts hang free and looked over her shoulder, giving me a quick smile.

I took that as a sign and reached down to cup her breasts in my hands. 

They felt amazing. Supple but firm at the same time. I could feel her nipples perk up immediately as I massaged her breasts.

She reached back and her hand found my hard cock and started to slowly stroke it through my shorts.

She certainly did not seem as shy as my friend had made her out to be.

I was caught up in the pleasure of the moment when I suddenly spotted John coming down the beach. He was lugging a cooler and still a few hundred feet away, so Rachel and I had time to compose ourselves a bit. She adjusted her bikini bottom while I retied her top.

She gave me a quick smack on the lips and a gentle rub on the front of my trunks.

I thought that I’d better tell my roommate to arrange for alternative sleeping arrangements for that night.

John came up and I introduced him to Rachel while his eyes introduced themselves to her chest. He became yet another hapless victim to the curse of Rachel’s breasts.

He slipped me a couple of those “ Dude, what the fuck!” looks as we settled in and opened our first round of beers.

It started to get hot and we would regularly walk down to the ocean to wade in and cool off. Water and Rachel’s bikini were a dangerous combination. The fabric was rendered useless in covering anything. John and I certainly did not complain and Rachel seemed completely comfortable showing off her body.

John and I would usually go naked when we went to the beach together but we decided that it might be wiser to keep our shorts on this time. The two inevitably full-time hard-ons might make for an uncomfortable situation for everyone.

A frisbee game ensued and it was not our great throwing and catching technique that caught the attention of several passers-by. It was Rachel, running around and trying to keep her bikini top and bottom in place but inevitably showing much more than covering up. Somehow I got the feeling that she was enjoying the attention.

She certainly had mine now and my initial idea to find a way not to get involved with her was now quickly replaced with a very different game plan. It seemed a very attainable goal.

By mid afternoon we had had enough of the sun and sand and headed back to the dorms. John had to go to work that evening and we made our good-byes.

When we arrived back in my room, Rachel said that she could go for some more margaritas. I was more than willing to make some.

When I told her that I was going to shower first, she asked if she could also use it rather than going back to her place.

Two dorm rooms shared a bathroom across the hallway and since neither my roommate nor our neighbors were around, I said sure. What I did not realize but quickly became clear, was that she intended to join me.

She started to peel her clothes off in an exaggerated, playful manner and did a couple of three hundred sixty-degree turns, showing her naked body off to me. I took great delight in seeing that her pubes were the same orange color as her hair. It made for a very cute look and definitely helped to reinforce the almost comic-book character-like impression she already gave.

I threw her a towel, grabbed one for myself and we went into the bathroom across the hall. By the time we crammed ourselves into the single shower stall my cock was rock hard and throbbing.

Rachel eagerly soaped it up and stroked and rubbed it while I made sure to wash away any sand that may have found its way to her ass and pussy. I also found myself drawn to her breasts. I could not keep my hands off them.

A long time was spent soaping up and rinsing over and over again. All the important parts were guaranteed to be impeccably clean.

We wrapped ourselves in the towels and headed back to my dorm room.

I went to work to fix the margaritas while Rachel sat on my bed. She had let the towel fall off her and was essentially sitting there naked.

When I brought over the drinks, she pulled off the towel I had wrapped around my waist, leaned over and planted a quick kiss on my cock. She then wrapped her fingers around the base of my shaft with a firm grip and started to work my head with her tongue.

I still had a very full glass in each hand and was struggling not to spill anything as Rachel was now sucking me hard and trying to cram as much of my cock in her mouth as she could. This was not some gentle blowjob but felt more like a full-on oral assault on my penis.

My leg muscles were so tensed up that I thought I was going to get a cramp at any second. It was almost a relief when she finally let up a bit. I was starting to worry about bruising and bite marks.

I handed her one of the glasses and sat down next to her.

We were alternating between sips of margarita and kisses, when she suddenly leaned back, spread her legs and poured some of the margarita between her breasts letting the liquid run down to her navel and beyond.

She kept pouring more and told me that I’d better hurry and lick it up if I did not want it all over my sheets.

It was now running into her pubes and I quickly dove between her legs and stuck my tongue between her lips to catch the stream of liquid just in time. I lapped it up and worked my way up to her navel and then breasts to lick them clean, before returning to her pussy to continue licking her lips and clit. She responded by spreading her legs as far as she could.

Her heavy breathing got more pronounced as I continued to push my tongue in deeper and deeper inside her.

The sheets were going to be a mess even without the margaritas.

Her eyes were closed as she was just lying there, taking in the pleasure. The moaning and gentle heaving of her body just fueled my desire to please her more and more.

She suddenly opened her eyes, looked straight at me and told me to fuck her.

Without even thinking I repositioned myself and easily slid inside her pussy. It all seemed to happen in one fluid motion and I found myself thinking about how natural and effortless our interactions felt.

She was a bit tight at first but quickly took my cock to its full length while getting louder and louder as I pumped into her with deep long strokes. Thankfully the neighbors were not home.

Watching her play with her breasts and nipples while I was fucking her turned me on even more. She was squeezing and pinching them hard. I leaned down to lick and bite her nipples. Her response was to drag her fingernails across my back. This was not a gentle caress. She dug in so hard to where it really hurt and I honestly thought that she may have drawn blood. Those marks would take some time to heal.

My response was to thrust into her even harder. This was not gentle love-making but brute hard sex now and was wondering how long we could keep this pace up.

I briefly pulled out and positioned her on all fours on the floor, knelt behind her and pushed back inside. We got back into another nice rhythm, though much gentler this time. She was petite enough that I could easily reach and grab a breast with each hand. Her response to my touch was to drive herself hard back against my cock with every thrust from me. So much for the gentle approach. This was easily the hardest and most intense sex I had experienced with anyone.

We were at it for quite a bit when the door suddenly opened and my roommate stood there with the most surprised look on his face. 

I had forgotten to lock the door and put the obligatory signal on the notepad we had on the outside of the door.

We were still fucking doggy style at that point and both facing him when he walked in.

There was that crazy moment when all three of us were suspended in time, just looking at each other in shock and disbelief. Bill made a quick gesture that he was leaving and raced out the door but not before I caught him staring at Rachel’s breasts which were invitingly hanging there in full view while she was on all fours.

At that point, the moment was shot and Rachel and I quickly wrapped ourselves in the towels. I felt bad for Bill and ran into the hallway to tell him that it was okay to come back.

We could all use a margarita after that and I handed him a drink. As the awkwardness of the situation diminished a bit, we all seemed to return to a more casual disposition and had a laugh about what had just happened.

Rachel seemed quite comfortable to sit there, her naked body barely covered by the towel. 

She really did not seem to try too hard to cover herself and Bill got more than one good look at her breasts as she managed to work in some obviously intentional towel slips.

She turned out to be quite the little show-off and really seemed to enjoy having two guys fully focused on her.

While he was busy trying to get as many eyefuls as he could get, my mind was preoccupied with what came next. After today's events, there was so much I wanted to do and explore with Rachel yet.

Maybe I was developing a bit of a crush on her.