An Experience to Remember It was a hot day, one of the last few days for Summer Break. Days were spent being lazy and enjoying the freedom while it lasted. Jeff, a 15-year-old entering his Sophomore year, decided that today would be a great day just to relax and soak up some sun. As he was about to head out the door, the phone rang. It was Mary, his girlfriend. They'd been going out since the end of the past school year and she was an up-and-coming Senior at another school. They'd met through some youth functions and had hit it off well for a year before Jeff had asked her out. Now, she sounded bored. "Are you doing anything, right now?" she asked? "Well, I was going to go outside. But, if you want to do something, sure." They decided on a movie at her house, since her folks weren't there. Mary came to pick him up fifteen minutes later, and they both left for her house, carrying a video to watch. Once there, they went into the TV room and Jeff plopped onto the couch as Mary put the movie in. It was a popular film, but for some reason, Jeff just couldn't keep his mind on it. His thoughts kept straying to Mary, especially since she was laying back against him, legs stretched out. He gazed at her breasts though her t-shirt and wondered what they would feel like as he caressed them. His mind undressed her and wouldn't let him alone. They had done some simple stuff before, downstairs in his basement, but they hadn't gone very far. Just a little necking, nothing major. But, now, he had a desire to hold and caress her; to do much more than the norm. Craning his neck, Jeff started to kiss Mary's earlobes. She purred and leaned her head back to kiss him. Their lips met and she turned around so that her breasts were plastered up against his chest. The day had kept them both hot, so Jeff felt her sweating breasts through the t-shirts they both wore. Bringing his hand up, he touched her chin and then trailed a finger down to the neck of her t-shirt. As their tongues fought each other, he brought his hand down to the top of her breasts, just where they began to swell outward. Mary began to breath heavier and she pushed herself harder up against him, feeling his erection through the cut-off shorts he was wearing. She slipped her hand under his t-shirt and left it resting on his stomach, reveling in the feel of his tight muscles and the way they quivered when she touched them. Jeff took this as an opportunity to drop his hand lower. He fingers traced the outward edge of her breasts, loving the firmness and feel, and brought his palm down to touch her covered nipple. Astonished, he realized that she was wearing no bra and her nipple seemed to be growing stiffer. In fact, they were protruding noticeably through her shirt as he flicked his thumb over and around them. His right hand busy with Mary's left breast, he dropped his left hand down to her ass, where it curved slightly outward. Feeling his hand on her ass, she intensified the kiss and started to rake the top of her fingers over his chest. All his muscles trembled as she did that and she felt his hard-on grow a little larger. Breaking the kiss, she moved her head down to his neck and alternately kissed and licked her way from his left earlobe to his mouth. Still fascinated with the feel of her breast, Jeff stopped caressing and slowly moved his hand under her t-shirt. Knowing that his hands must be sweating a lot, he held his hand over her stomach for a moment. Then, he brought the bottom of her shirt up a little, then farther, and finally until the shirt was almost past her breasts. Mary stopped her kissing and smiled as she sat up and removed her shirt. Jeff could not keep his eyes off those glistening orbs; analyzing the curves, the slight droop, and the pointed tips and their ends. The areolae were dimpled and seemed to darken in front of his eyes, and her nipples were now at least a quarter of an inch long and almost as thick as his pinkie finger. Leaning towards him again, Mary stripped him of his shirt and brought his right hand back to her breast, moving it around in his palm. Jeff needed no further hint and began to caress and lightly squeeze the entire breast. Mary sighed and and moved higher up in his lap so that he could reach her better. Still, caressing, Jeff started to kiss his way around her neck. He soon kissed his way down in between her breasts, being ever so gentle. Mary put her hand on the back of his head and pressed his lips against her skin. Enjoying the feel of his warm breath between her breasts and savoring the sensations. Tentatively, Jeff moved his head to the left a little and began to kiss his way up the breast. Licking and kissing, he moved his way up to the top and gingerly planted a kiss on the red nipple. Her areola were flecked with bumps and every time his tongue flicked over them, she breathed deeply. Moving forward, he sucked the nipple into his mouth and began to suck on the entire breast as she moaned quietly. Breathing deeply now, Mary wrapped her legs and arms around him and hugged him closer. Never before had she been aroused like this. She had had boyfriends before, and they had gotten farther than this, but she had always come away from there feeling unsatisfied. Right now, she felt like she was floating in a cloud. The feelings coming from her breasts were beginning to make her want him inside her. Not just simply foreplay like this, but she wanted to feel that rock-hardness enter her and fill her. Slowly now, still sucking on a breast, Jeff's hand slid down to her thigh, right above her knee. In a circular motion, he worked his way up her creamy-white skin until his hand rested right below her shorts. Wanting to do more than this, he brought his hand up the inside of the thigh and ran two fingers over the clothed folds of her labia, bringing his hand up to the top of her shorts, then back to her thigh. He repeated this action a couple of times and then left his hand resting on the crotch of her shorts. Mary felt his hand there and pushed her pelvis into his hand, and spread her legs a little wider. Now, he ran his fingers up and down the crotch of her shorts, pressing lightly at first, but then more firmly as his pace increased. Mary's hand had fell onto the side of his thigh and he felt her move it until she was resting on his noticeable bulge. She squeezed softly and then harder, matching the strokes of his hand. They both were breathing heavier and both rubbed their bodies up against each other, enjoying the sensations each were experiencing. Still pushing herself against him, Mary moved her hand upward and then slid her fingers under the waistband of his shorts. She explored the top of his leg with her fingers, moving under his briefs and rubbing the inside of his legs. She slowly moved through his pubic hair and then to the base of his shaft. She grasped his prick between her thumb and two fingers and slid up, bringing the skin up over the head. As slow as before, she stroked her hand back down again, repeating the process until she was quickly moving up and down his cock. Jeff quickly followed suit and felt his way down the top of her shorts, sliding over her silk panties. As his fingers pressed down on the material, he could feel the warm wetness that was soaked into the crotch of her panties. He pressed the panties down and felt the material slide into her crack, getting wetter and wetter the more he pressed. Jeff then slid his hand back up and under the waist of them, until his fingers were running over the clump of skin at the top of her slit. He pressed down on it and knew he had found her clitoris, because she immediately pressed herself into him heavily, and started to thrust her hips at him. He flicked the little bundle of nerves and enjoyed the reaction he got from Mary. Moving downward, his hand slid along the folds of her labia and then into the warm flow of her juices. Slipping in them, two of his fingers dove into her wet hole and pressed against the rough surface inside. As her hand stroked harder and quicker, he started to pump two fingers in and out of her pussy, listening to the wet sounds he was making, and feeling her vaginal juices flow even more. Hoping to get a better hold on his cock, Mary pulled his shorts and briefs down a little. Jeff, instantly thought she wanted something else. He stopped his motions and looked into her eyes. "Do you want this?" he said, as if the world was upon his shoulders. "Yes." Pulling his hand from her hole, he pulled her shorts down to her ankles and then took them off. The aroma of her sex was overwhelming. She, in turn, tugged his shorts off and tossed them aside. Scooting back against the side of the couch, Mary spread her legs wide and smiled beautifully. Jeff moved forward, keeping his eyes locked with hers, and guided his dick towards her crotch. She took hold just below his head and guided it until it was right above her canal. Pushing his body forward, he thrust his hips forward slowly, but couldn't enter. Finally, after he thought that he'd never enter her, his dick slid into the dark channel and slipped all the way to the hilt. As Mary gasped, Jeff suddenly thought, "She wasn't a virgin!" But this only made his desire double and he started to pump his rod in and out of her, feeling the muscles in her pussy clamp onto him each time he slid deep. Drooping his head onto her shoulder, he moaned and began to pant. Mary's passion doubled each time his pelvis smacked into hers, and it pushed up against her clitoris. That nerve center sent feelings all over her body and she began to sense the beginning of her orgasm. Her vaginal muscles tried to keep that prick inside her and each time it slipped away, she wanted him more. Jeff could feel his balls tighten up against him, and he knew that he would fire his semen soon. Trying to attain that orgasm sooner, he pumped faster and faster into her, loving the way her juices made him slip easily into her. Suddenly, the pair heard the front door open downstairs. The chatter of Mary's brothers reached them and they both froze, Jeff still buried in her furry warmth. He instantly pulled out, hating the loss of warmth around his cock, and dove for his shorts. She too, was frantically putting her pants back on, although as he glanced at her, some of her juices were running down the inside of her legs. When both had dressed they sat back down on the couch and held each other for a long while, thinking over the act they had done. Both didn't regret it, but were frightened that something could have happened. They kissed and held each other until Jeff left twenty minutes later. As he rode home, he kept remembering the wetness and feeling of closeness that he had felt when he pushed his way into her snatch. Jeff knew that he wanted it again...