This story is about one night with a girl I was seeing for a short time a year after I graduated high school. Most of this story is real. I'll let you figure out which is real and what is a fantasy. The names have been changed to protect the identity of those who were involved in the story. Enjoy...

I had been seeing Sarah for about a week now. The night we met, we were playing video games and just hanging out in the living room of my apartment. I knew the other two girls that were there. I found Sarah to be quite attractive. Well, we started flirting and what not. She wanted to play me in a game of football so my buddy passed up his controller. Honestly, she whooped me. I had not intended for that to happen, but it did. The girls had to leave so I made a wager with her, she had to come back some other time and play me again. Stipulations were that if I beat her she had to stay the night with me. If she beat me, well, I had to be her bitch. Needless to say, I won. That's how our relationship began. The only thing that happened that night was making out on my bed.

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Sarah didn't like spending the night at my place unless she was with her friend, Jenna. Luckily I had a roommate who offered to play the coveted role of wing man. Kyle, my roommate, took care of her friend while we did our own thing.

"Can Jenna and I stay the night?" Sarah asked over the phone.

"Yeah sure. I'll let Kyle know you two are coming. No pun intended." I replied, laughing.

"Oh you jerk! Now you have my mind going, AGAIN!"

I forgot to mention that Sarah is a rather horny girl. Just the mere hint of oral or hand play gets her wet and ready to go. I knew I'd be in for some sort of play. With the aid of alcohol, her inhibitions go out the fucking window.

"I know you're not complaining!"

"Yeah you're right. We'll be there soon." she said as she hung up.

"Yo Kyle!" I yelled down the hallway to his room.

"Yeah" he yelled back.

"Sarah and Jenna are on their way. They want to stay the night again."

"Oh sweet! Maybe I'll get lucky and actually fuck Jenna tonight!"

"That's why we have beer!"

"Right on. This should be a good night!"

"Hopefully! Too bad Sarah is a virgin. I know Jenna isn't you bastard." I yelled back with a laugh.

"I know, it's great! Maybe if you play it right, that V card of hers can be yours"

"Ah, who knows. We'll see though!"

Sarah stands at 5'6", her weight, I'm guessing, is around 135; she's not fat, but rather curvy; her breasts are around 32D, flat stomach, nice curves at her waist and a nice round ass. She has wavy, shoulder length hair, that frames her really pretty face.

Jenna is 5'10", weighing somewhere around 160; she's a little on the thick side. Much smaller breasts than Sarah. A bit of a gut and a small ass. She had a pretty face, but her body wasn't as good. Kyle liked his girls a little on the thick side.

"Well we have some beer, but what else should we do?" I asked Kyle as he walked into the living room and sat on the couch.

"I'm not sure. What did you have in mind?" He replied.

"Good question." I paused. "We could pull out the cards and play some drinking games."

"Or, Kyle began as slowly turned his head towards me, "How about strip poker?"

"Hell yeah!" I said as the door bell rang. "Looks like they are here."

I got up and let the girls in. Kyle walked into the kitchen and pulled out four beers from the fridge and sat them on the dinner table. The girls sat down while I went and grabbed the deck of cards from my room.

"Okay girls. We are gonna play some poker." I said with a shit eating grin, making sure to emphasize "poker".

"Ooohhhh sounds like funnnn!" Sarah said in a smart ass tone.

"Yeah, smart ass, it will be! We are playing strip poker." I said while laughing.

The look on Sarah's face went from mock to a curious smile.

"Is that so?" she asked, looking at Jenna.

"Yes it is." I replied in a low seductive manor.

"Ooohhh I'm intrigued now. What do you think, Jenna?" Sarah asked.

"Sounds like a fucking plan!" Jenna boldly stated, giving Kyle a quick once over.

"Let's do the damn thing!" I said as I took my seat next to Sarah.

Kyle began dealing the cards. I looked at Sarah and could tell she was kind of nervous about this game. I cracked open my beer and took a long drink from it. I needed to calm my nerves as well. Sarah and Jenna, almost simultaneously, opened their beers.

"Okay, here's how the game is gonna work." I began. "It's the same as Texas Hold 'em. If you feel like your hand isn't gonna hold up then fold and bear no consequences. Of course, if you think you're good enough, then challenge the others. The one with the highest hand doesn't remove any article of clothing."

"Oh that's not too bad then." Sarah said with another one of her smart ass smirks.

"Alright well let's get going." Kyle said as he finished dealing the cards.

A few hands and a couple beers later, we had made very little progress in our game. No one made it passed the community cards. I decided I'd be bold and actually play a hand. Kyle dealt the cards and I got an Ace of spades and a 10 of hearts. He dealt the community cards; 9 of clubs, Jack of diamonds and a 2 of hearts. Jenna and Kyle quickly folded, leaving just Sarah and I playing our hands. He dealt the turn and it was a Queen of diamonds. At this point I was getting excited. All I needed was a King or an 8 and I had a straight. I wasn't folding and apparently Sarah wasn't either. Now for the river, King of hearts. I got a straight. Sarah laid her cards down first and revealed her hand. Ace of clubs and King of diamonds; pair of Kings, Ace high. I flopped my cards down, revealing my straight.

"Take off your shirt bitch." I said to Sarah with a grin.

Seductively, Sarah removed her shirt, making sure not to break eye contact with me before the shirt went over her head. I looked over at Kyle as her bra clad breasts were exposed to us. His mouth was slightly open as he stared in awe of her amazing breasts. I gave a little chuckle and Kyle came out of his trance looking embarrassed. He took another look at them then looked down. It was obvious he liked what he saw. I'd seen them a number of times so it was no big deal to me; besides, I'd be seeing them later anyways.

Kyle dealt out the next round. Once again, it was just Sarah and I playing. I'm holding a King of clubs and a 9 of hearts. The flop is a King of hearts, 3 of hearts and a 10 of hearts. The turn is a Jack of spades and the river is a 8 of hearts. All I have is a pair of Kings. Sarah turned her cards over and revealed her fucking flush.

"Take off your shirt BITCH!" Sarah said, emphasizing the word bitch.

Reluctantly, I obliged. I could feel the stares of both girls as I removed my shirt and revealed my abs.

"Oh you're sexy." I heard Sarah mumble under her breath.

I just gave her a knowing look and went on with the game. A few hands later, we were all sitting in our underwear. Sarah was quite a sight sitting in her thong and bra. My dick was rock hard. Jenna wasn't exactly pleasant to look at, but after a few beers I didn't give a shit. Sarah was looking a little restless while we sat there drinking and chatting about nothing. Out of nowhere, I felt a hand start rubbing my cock through my boxers. I looked down and saw Sarah's hand rubbing my throbbing dick. She looked at me and winked then scooted closer so she could grasp a hold of it. Sarah slid her slender fingers through the waistband of my boxers and started stroking my dick under the table. I reached over and pulled her thong to the side and immediately dove two fingers into her all ready wet pussy. Sarah had to bite her lip to keep from moaning as I went to work on her pussy.

I was loving this. I hit her clit with my thumb causing her to jump and let a small moan. Jenna and Kyle stopped talking as they looked at Sarah. I think they knew what was going on. Sarah's face began to get flushed. Sarah increased her stroking under the table. I was getting close to erupting in her hand when she just stopped. She gave it a hard squeeze then let go.

"What the hell? I was about to cum." I whispered to Sarah.

"I know but I want you to cum on my face later." She whispered back.

"Oh got ya. I'm thinking it's almost to time to take this to my room."

"Soon."

I sat back, with a raging hard-on, while Sarah joined the conversation. I sat back listening. I couldn't concentrate on the conversation.

The events that may or may not take place kept running through my mind, increasing my erection and arousal. Jenna and Kyle were really flirting with each other. I'm guessing the alcohol could have something to do with it.

"I'm going to bed. I have to work in the morning." I said as I reached down for my pants so I could hide my erection until I made it to my room. I knew that if I said I was going to bed she'd be right behind me.

"I'm coming with you!" Sarah said as she quickly stood up, affirming my suspicions.

We made it back to my room. Sarah locked the door after closing it behind her. I removed my boxers and laid down in my bed. Sarah apparently stripped down as well before she joined me. As soon as she laid down she grasped my dick in her small hand and began stroking it. I leaned over and started kissing her, our tongues wrestling in our mouths. I began kneading her ample tits before moving to each nipple, giving them a pinch each. This caused Sarah to begin moaning. I didn't waste any time before my fingers were inside her sopping wet pussy. Sarah didn't even bother trying to conceal her moans. She just let it all out. I moved in between her legs and began kissing down her neck to her pert tits. I took a hold of her nipple in one hand and began sucking on her other. Slowly I kissed in between her her breasts before slowly making my way down her stomach. I reached her clean shaved pussy and immediately began my attack. I thrust two fingers in as far as they would go. Sarah arched her back trying to push my fingers deeper. I clamped down on her clit and began sucking with everything I had while thrusting my fingers in and out as fast as I could.

"Oh my god!" Sarah moaned really loud. I wanted her to get the full effect. And possibly I was trying to coax her into giving it up to me.

Sarah's fingers kept pulling at my hair while her hips bucked into my face. She was thrashing around, moaning like a possessed girl, on the verge of an orgasm. I felt that she was close so I stopped my oral assault.

"What the fuck are you doing?" Sarah yelled out.

"You're not gonna cum yet." I responded playfully.

I rolled over and laid next to her. Sarah was pissed. She rolled over, facing away from me. I just lay there with a big grin on my face; just waiting to see what she was going to do. 'Oh how evil I can be at times' I thought to myself. 'If she wants to get off, she'll earn it.' I rolled away from her acting like I was going to sleep.

"I don't fucking think so!" Sarah said when I rolled over.

"What?" I answered.

"You are not leaving me hanging like this. You can't tease me like that!"

"I just did so you're gonna have to deal with it now. Besides, you left me on the edge out there." I said as my grin turned into seriousness.

"Oh you jerk!" She said as she took my dick in her hand and began violently stroking it.

Her violent stroking brought me to the edge faster than it's ever happened before. I stopped her hand just before I blew my load. I wanted my cum to go somewhere else, not geyser straight up. I reached over and re inserted my two fingers and feverishly finger fucked her cunt. I was letting up this time. I strummed on her clit with each pass of my thumb.

"Uh uh uh uh uh" Sarah moaned out load. "I'm...about....to...cum!"

I sped up my hand and felt her shudder with a violent orgasm. Sarah finally got the release she was after. I felt her squirt all over my hand, coating her inner thighs. I brought my hand up to her face and stuck my fingers inside her mouth.

"There you fucking go." I said harshly.

"Mmmmm...that was amazing." She purred as she began stroking my dick softly. "I want that cum of yours all...over...my........faaccceee."

My dick began throbbing in her hand. I wasn't sure how long I could hold off before I give her the facial she wants. She started stroking my dick again. I closed my eyes to try and think of something else so I wouldn't erupt right then and there. I was thinking of anything and everything when something unexpected happened.

"Fuck my tits." She said as she stopped stroking my shaft.

"Really?" I asked, stupidly.

"Yeah."

"Okay. If you say so." I said as I rolled over, straddling her chest. I placed my dick between her melons before pressing them together around my dick. I forgot to mention she doesn't like giving head, so all hope was gone at that point. I spit on the top side of my dick to began lubing it up. I let some saliva dribble on her breasts as well. I began slowly thrusting between her breasts, allowing my dick to spread around the natural lube. Every know and then I'd have to spit some more to make sure there wasn't any wrong friction going on.

My dick was gliding freely between her heavenly mounds by now. I began to pick up the pace, her moans increasing my arousal. I was fucking her breasts at a steady pace when I realized she was fingering herself. This turned me on even more as I really let her voluptuous breasts have it. I was closing in on the edge.

"Cum for me. Cum all over my face. I want to feel your cum cover my face." Sarah said, begging for my cum.

"Beg for my cum." I grunted, feeling the end was very much near.

"Please give me your cum! I need it all over my face." She begged.

With that, I lost my load. I saw my cum fly out of her breasts with the first rope hitting her chin. The next rope hit her forehead and ran over her left eye. The third and fourth ropes landed across both cheeks and the last little bit hit her nose and ran down over her open mouth. I sat there for a minute just admiring my work. Her pretty face was now cum-covered.

I rolled off her so she could get up to clean her face. She got up and went to the bathroom. I fell asleep before she came back.

I woke a couple hours later to Sarah masturbating. She was fingering her self relentlessly. Acting like I was still asleep, I rolled towards her with my quickly renewed erection. I laid it on her leg and she stopped masturbating to lift her leg and place the head of my dick between her legs. Sarah moved her ass against me so I could fit my entire dick between her legs. With my dick trapped, she started rubbing her slit along the length of my shaft. The feeling was much different than anything I've felt before.

I began matching her thrusts, letting her know I was awake. She looked really fucking hot being turned on as much as she was. We picked up our pace as did her moaning. I could feel she was almost to the edge when I decided to quickly turn myself just enough to let my dick slip inside her cunt when she thrust back. She stopped and gasp as I entered her really tight pussy. I grabbed her hips and pushed in as far as I could go. I held still for a few minutes to allow her pussy to get used to the feeling of my dick. I started thrusting in and out, but Sarah just laid there frozen. Reluctantly she started to slowly match my thrusts. I began picking up the pace, her moaning a sign of approval. After a few minutes, she began to really get into it, slamming her ass into me with each thrust. She was moaning louder than anytime we had fooled around.

"Don't cum in me please." Sarah pleaded.

The end was near, so I pulled out and straddled her chest once again. This time I pressed my cock to her lips and pushed my way into...