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Introduction:

please go easy on me; this is my first time writing a sex story of any kind. This is the second part to “Sleepover Fun” so please if you haven’t read that please do so first
Name: Kate (me)
Age: 14
Hair/eye color: artificially colored, shoulder length red hair and honey colored brown eyes
Height: 5”1
Body description: short for my age, slightly chubby around the middle, average sized chest (36B)

Name: Seth (my boyfriend)
Age: 16
Hair/eye color: natural dirty blonde hair and blue-gray eyes with white streaks
Height: between 5”9’ and 5”11’
Body description: overly chubby (likes to call himself fluffy)
I wake up and look over at the clock on the night stand, its 6 am. The sun is just starting to rise but it’s still high enough to fill the room with a beautiful early morning light. I roll over and prop myself up on my elbow, watching Seth sleep. I was just thinking about how peaceful he looks when he’s asleep when I got the idea to give him a surprise wake up. I gently nudge Seth onto his back and pull the covers off us; I trail my hand softly down his stomach and into the waistband of his shorts. I grasp his arousal and slowly start stroking him. After a few seconds I pull the waistband down a little, letting his hard cock spring free, I look up at his sleeping face and then grasp his erection firmly in my hand and slowly close my lips around the head of his cock. I lick all around the head of his member, the tip of my tongue tracing patterns on it. I feel his stir and look up to see his bright blue eyes staring at me. “What are you doing?” he started to say, but stopped when I flicked my tongue along his slit, licking up the drop of pre-cum there. I pull back and slowly start licking up and down the shaft of his erection before slipping my mouth over the tip and sucking hard.
I hear Seth groan and he bucks into my mouth, I put my hands on either side of his hips and hold him down as much as possible before moving my mouth slowly down his shaft, sucking hard and running my tongue on the sensitive underside of his cock. After a few moments he gasps, telling me hes close. I immediately stop what I'm doing after hearing that and crawl up to sit beside him. “Hey!” he says “why’d you stop?” I smile up at him from under my lashes and say “because, I have other plans for you, now that your awake,” and crawl on top of him, straddling his waist, and grab his wrists, putting his hands above his head. I grind against him, the feeling of the fabric of my panties sliding over his cock making him moan, he looks up at me and his eyes darken with lust. “So, this is the game you want to play huh?” he says, then suddenly flips us so he’s on top of me, using his weight to hold me in place while he holds himself up with one hand, his other coming to rest at the hem of my nightgown, “maybe this should come off?” he says, looking from the hem of my gown to me. I nod and he sits back a little, helping me pull of my nightgown before shifting and trapping me under him again. His free hand trails lightly up my side, coming to rest just under my breast. He takes his index finger and pops the tip of it in his mouth, wetting it, then slowly drags it across my nipple, the combination his finger and the cold air caused by the saliva hardening it. he repeats the process on my other and then smiles down at me before enveloping one little bud in his mouth, sucking, licking and softly biting it while is thumb and forefinger twirl and pinch the other. I moan and whisper in his ear “please, touch me.” He looks up at me, surprised, before this he’d only ever been allowed to play with my breasts, but I was so turned on I didn’t care anymore. I nod at him, reassuring him. He rolls to the side and props himself up on one elbow, his other hand coming to rest on my stomach, his pinky touching the elastic waist band of my panties. he looks at me for a moment, then kissing me, his tongue fighting with mine. I feel his hand slide under the waist band of my panties and one of his finger slowly slide down, teasing my clit before slowly pushing inside of me. I moan into his mouth and pull away gasping as he slides another finger inside me and picks up speed, his thumb occasionally brushing against my clit and sending an electrical jolt of pleasure through me. He stops suddenly and flips us so I'm straddling his waist and says softly “move baby” and I do as I'm told and start grinding against him. I moan at the feeling of his hard cock pressed against the soft fabric of my panties. I lean over, breathing heavily in his ear while he grinds against me, some instinct telling him exactly how to move, how to make me moan and writhe with pleasure. He licks, kisses, and sucks at the soft spot on my neck, sending a bolt of pleasure filled electricity down my spine. I moan and press myself harder against him. He stops and looks at me, I work on catching my breath and listen to what hes saying “would you mind?” he asks, gesturing at my panties. “Not at all” I say breathlessly and sit up slightly, still straddling his waist and he helps me remove my panties. After I remove my panties, I sit back down, his hard cock springing up between my legs, only a few inches from me. We look at each other, a glazed look on both our faces. I scoot forward just enough so his rock hard member sits right against my heated core and I shift my hips slightly. We both gasp at the same time, looking back, it was at this moment that we both snapped, forgetting all our worries and letting it be just us.
“Let’s do it” I say. He looks at me a little surprised and says “you sure? Do you have a condom?” I smile and reply “yes I am and yes I do” I lean over him and reach into the night stand table and grab the condom I had hidden there before our movie started. I help him put it on and we resume making out, the tip of his cock brushing my clit every few seconds. This added to what his mouth was doing at my neck and his hands on my breasts and sensitive nipples I soon lost it. He flips me onto my back and positions the tip of his cock at my entrance “are you sure about this?” he asks again “you know it will hurt right?” he says with a look of concern on his face. “yes I'm sure, and I’ll be fine, just hand me your shirt so I can gag myself and not make too much noise” after he hands me his shirt I bundle it up and stuff it in my mouth. After assuring him I'm okay, and I want to go through with it, he tells me to brace myself and, following my orders, quickly plunges into me.
A quiet, strangled cry comes from my lips and a few tears slip down my face. I remove the shirt from my mouth and toss it “I’m fine” I manage to gasp when I see the concern on his face “just sit still for a moment”. After adjusting to the pain I tell him he can move but slowly. He starts to slowly pull out. I gasp at the pain but tell him to continue. After a few minutes the pleasure starts replacing the pain and I moan softly. “Faster” I say and moan as he speeds up. He stops momentarily and flips our position, rolling so I'm on top of him. I slowly start to lift myself up, closing my eyes and just giving in to the feeling of him slowly sliding in and out of me, filling me, stretching me, As our pace increases I have to consciously remind myself to be quiet, my mother and sibling were asleep only a few rooms away. Seth flips us again so hes back on top of me. He lifts my legs onto his shoulders and starts pounding into me. “Kate… ah!” he gasps quietly in my ear, “I’m close.” I look up at him and say “me too.” He picks up speed and I hear a low throaty moan escape his lips and that’s the last straw. I call out his name as I cum, my muscles tightening around him. I feel him thrust into me one last time before he cums, growling my name as he does.
We lay there, for I don’t know how long, catching our breath. After a bit Seth removed himself from me, got up, disposed of the condom in a wastebasket across the room and then came to lie down beside me. “You know, we should probably get dressed” I say eyes closed, enjoying his warmth against my naked back. “Yeah, I know” he says quietly and gets up again, pulling his shorts and t-shirt on before helping me up and into my panties and gown. We lie back down and curl up and just before I fall asleep again, I feel him kiss my forehead and whisper in my ear “I love you, Kate, sleep well.”
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