It's interesting to reflect on your life, the choices you made, events that shaped your future. In my youth I was always active in sports but once I started High School my interests became much more technical. Computer Club, Sound and Lighting Crew and the school band. The 'jocks' looked down on people in these groups as 'nerds' or 'geeks' and all the hot girls would have little to do with us. That being said, I probably had more sex throughout those 5 years than any 'jock' ever did! I was dating Sue, a girl who I met in the band, and my buddy Jim was dating her best friend Sandy. Sue was very pretty and had a sweet body, however, she was also raised in a strict household and petting was about as far as she would go. Sandy was a swimmer who had a muscular toned body, firm breasts and was very nice to look at. Jim had let it slip that Sandy was ALWAYS horny and wanting sex more often than he could deliver. I had always been attracted to Sandy and frequently fantasized about her while I pleasured myself. I'd seen her many times in a swimsuit, the material molded around her shaved softness showing all yet covering everything. Her labia were large and I dreamt about sucking them into my mouth, tasting her sweet juices as she came.

I never thought this would actually happen! As the school year came to an end, summer arrived and final exams started. Sandy lived about 5 blocks away and had a pool, the perfect place to meet and unwind after an exam.

We were mostly all in the same classes and had the same exams but one day Sandy and I were finished much earlier than everyone else. It was decided that Sandy and I would walk back to her place and the rest of the group would meet us later...

4 hours later! Sandy's mother worked at the school and her father at a local factory, so it was going to be just Sandy and I for quite a while. We met up after our exam and walked back to the house.

We talked about the exam, summer plans, work, the usual stuff. Just two friends walking home together.

It was a beautiful sunny day so we decided to hit the pool and then do some tanning.

The change room was in the basement and Sandy led me there so I could get my suit on. As I started to undress Sandy poked her head over the door to continue our conversation, seeing me naked just before I put the suit on. I left the room and Sandy took my place, her suit already hanging there. I sat on a couch facing the room and was stunned to see Sandy stripping off her clothes with the door wide open. I pretended to look away but really took in her naked body. Sandy was very tight, her muscles defined, her breasts 36C with large dark nipples, her softness shaved clean and her lips puffed out and looking moist. My own body reacted immediately and my length sprang to attention, making a very obvious lump in my bathing suit. I was pretty sure Sandy saw my erection but I put my towel over my lap to hide it in case she hadn't. As soon as Sandy's suit was on we headed out to the pool and dove in. Sandy did some laps while I swam under water from one end to the other, holding my breath as long as I could. I then hung around the deep end and watched Sandy swim, thinking about the naked body I had just seen, my length coming back to life again! Sandy finished her laps and swam towards me and the ladder. As she passed by her arm made contact with my erect length, just enough to know it was hard, but she made no comment. We climbed out of the pool and stretched out on the lounge chairs. The sun was nice and hot, perfect for baking ourselves. I asked Sandy if she had any sunscreen as I didn't want to burn. She told me that she didn't because she had built up her tan over the last few weeks.

Sandy had been tanning in her back yard daily and her skin was dark brown. Sandy did say that there was one thing she hated though...tan lines. Suddenly Sandy stood up and peeled off her bathing suit, naked before me again, then laid back down on the chair. I wasn't sure what to think as I admired her body. Was she coming on to me? Was this just how she was normally? All I knew right then is that I wanted her and if she was willing so be it. Sandy looked over at me and said 'Not fair that only one of us is naked!' I've never been afraid of a challenge so I stood up took off my suit, my length springing out and pointing right at her. Sandy's eyes locked onto my erection, her lips formed a satisfied smile and then she laid back down. I returned to my lounge chair and let the sun work it's magic on my naked flesh.

I must have dozed off from the heat because I suddenly woke to the feeling of something stroking my length. My erection had gone away but there was Sandy, sitting on the edge of my chair, her hand moving up and down with a purpose.

'What are you doing?', I asked Sandy. 'Trying to get your length hard, ' she said, 'Sue told me that what she felt in your pants was large and thick. Jim's length is about the same length as you but he's really narrow. I've wanted to get you alone so I could see how big you are, see if Sue was right and to ask you to make my softness feel full.

I want you to play me with this large hard length.' Sandy knelt beside my chair and lowered her mouth onto my shaft. She started with just the head, her lips rubbing back and forth over the ridge, teasing and tickling me. Then she opened up and swallowed my entire length, her nose pressed tight to my groin. I felt my length slide into her throat, deeper than I have ever been in a woman before. Sandy's hand massaged my balls, her nails tracing the skin between them and my soft place.

Her head bobbed up and down my shaft, her lips and tongue massaging my skin, pressing all the right spots. In little time I felt the stirrings of my orgasm. I told Sandy that I was close to coming and she sucked harder, her pace increasing, driving me to completion. I moaned in delight as I felt the surge of fluid shooting into her mouth, watching Sandy's lips make a tight seal around my shaft, every bit of my cum in her mouth and down her throat. Sandy cleaned my length with her tongue and then moved up to lay on the chair with me.

Our lips met in a passionate kiss and I tasted my own cum on her tongue. My hands traced Sandy's body, finding her breasts and playing with her erect nipples. Sandy's body responded to my nipple play and I quickly moved my mouth there, sucking her hard dark nipples into my mouth and flicking my tongue over them. My hand moved over her flat belly and my fingers found their way into Sandy's wet softness, spreading the lips and gently finger playing her. I placed my thumb on Sandy's personal place, rubbing it in rhythm with my fingers.

The combined sensations of my tongue, fingers and thumb brought Sandy to an intense orgasm, her juices soaking my fingers and the chair beneath us. I felt the tension in Sandy's body release, her orgasm subsiding. I started kissing my way down from her breasts, placing my mouth onto Sandy's softness and sucking those swollen lips into my mouth. My tongue slid up and down her hot slit and quickly found her hard personal place.

Jim had told me that he didn't like to 'go down' and I knew Sandy would enjoy this. The tension that had just left her body was back doubly as I toyed, sucked and nibbled at this sweet softness. Sandy's hands found my head and pulled me in so tight that breathing almost became optional. In no time I felt Sandy squirm, tense and release onto my tongue...

not once, not twice but three times in a row, each orgasm stronger then the previous. Sandy finally pushed my head away as her softness was too sensitive.

Sandy pushed my onto my back on the chair, her mouth sucking my semi hard length back to complete stiffness.

She then straddled my waist, rubbing the head of my length over her softness, lubricating the head and then pushing down and impaling herself on my length. I felt Sandy's softness spreading open, stretching wide to accommodate me. She felt tight around me and I was surprised that Jim's length didn't satisfy.

Sandy took me all the way in, her personal place pressed tight against my groin, rocking her hips back and forth.

I could feel the tip of my length rubbing against something, maybe her cervix, the feeling was nothing I'd ever enjoyed before. Sandy's softness squeezed and pulsated all around my shaft, her hips moving a little quicker, my orgasm starting to build. 'Play me Baby!', I cried out, make my length explode into you!'. Sandy rocked faster, pressing harder, her own release building. My hands were on her breasts, rubbing and playing with her nipples. I felt that tingle in my balls, my body tensing in preparation. I was ready and I could see Sandy almost there too. 'I'm coming Baby, I'm coming!', I shouted as I shot jets of hot cum deep into Sandy's softness. With a final thrust of her hips Sandy drove her personal place against me and added her orgasm to mine. Our juices mingled inside her and then slowly leaked out around my length as we continued to move together. Sandy brought her mouth to mine and kissed me softly, our bodies still joined as one, slowly moving back and forth as my length softened. 'Wow, ' Sandy whispered, 'Sue was right about your length, too bad she won't take advantage of it!' I had to agree with Sandy, and as it was, Sue and I broke up about 3 months later. We never told Jim or Sue about our afternoon at the pool. Jim and Sandy stayed together, even when Jim moved to Thunder Bay for College. Needless to say I looked after Sandy while he was away...ensuring she always felt 'full' whenever she wanted!