Note: This story was dynamically reformatted for online reading convenience. Kelly's Passion: A Prelude Kelly stepped out onto the deck of her beach front condo. It was almost noon and the morning shadows had moved off the back of her home, bathing it in the warmth of the summer sun. She leaned against the solid railing and gazed at the deep blue of the Pacific. The sounds of the surf crashing on the shore and the salty smell of the ocean never failed to put her in a wonderfully relaxed mood. The bright sun was now high in the cloudless sky and felt warm on her bronzed skin. Kelly watched as a pair seagulls flew low over the water, loudly squawking to one another in their ongoing pursuit of their next tidbit of food. One of them suddenly dove down and caught a small fish that had come to near to the surface. As it rose up, the second bird flew in close, harassing it unmercifully. They squabbled and bickered over the unfortunate fish until, inevitably, the prize was dropped back into the water below. Kelly laughed as the birds circled around, plaintively mourning their lost meal. "See, that's what happens when you fight over something that small!" The sights and sound of nature always had a way of making Kelly feel alive and she sighed in contentment at the beautiful day. She felt that it was perfect for some nude sunbathing and her deck, elevated as it was above the beach, offered just enough privacy for her to remove her bikini and enjoy the sun in the most natural of ways. But first she just wanted to enjoy the moment and found herself reflecting on the course of events that had brought her here. Over all, Kelly considered herself to be a very fortunate woman. She was twenty two years old and on her own, living in the paradise of Coastal California. She was an extraordinarily beautiful woman, having been blessed with a body that possessed all of the feminine curves that drove men to distraction. That was not merely vanity, but simply a fact. Her breasts were large and firm, her belly was flat, and her hips curved sensuously around her shapely ass. She kept herself in shape with a daily aerobics regimen. Kelly had made sure to make the most of her looks because her entire life style depended on it. She had come to California just after she had turned eighteen. Being unusually open minded for a girl her age and possessing a very healthy sex drive, Kelly had gotten a job at a high end strip club. She quickly found that she loved to show her body off for the men, and the occasional woman, who frequented the place. It hadn't taken long for her to be discovered by a photographer from a prominent men's magazine and by nineteen years old, she had become quite popular with the magazines' readership. These days she was still a favored model for several skin mags and web sites. She was doing some regular web cam work now as well, flirting and playing with herself in front of guys from all over the world. Some, especially her father, might have looked down on her as being a whore or a slut, but Kelly didn't care. She was living life on her own terms and wouldn't have traded it for anything in the world. She loved the freedom of her sexuality. The serenity of the moment was suddenly broken by angry voices from below. Kelly looked down in the direction of the commotion. Just a few feet from the bottom the wooden staircase leading from her deck to the beach were four bare chested young men closing in on a young man wearing a white t-shirt. She had seen these four hanging around the beach many times before. They were an aggressive and territorial bunch, prone to harassing anyone who managed to attract their displeasure. She couldn't make out their exact words at first, but it was clear that the bullies had taken a strong dislike to the young man. Considering the odds against him, Kelly felt that he probably should have backed down and walked away. Instead he had chosen to stand his ground and the four brutes had eagerly accepted the perceived challenge. Now the young man's avenue of escape was cut off by the four and one of them, a muscular guy with long blond hair, had gotten right up into the unfortunate boy's face. The hostility displayed by the four made her blood run cold. Kelly had contempt for violence in any form and absolutely despised bullies. She quickly looked up and down the beach for anyone else who might be watching, but while there were several people within earshot, none of them looked as if they were willing to get involved in the rapidly escalating confrontation. Kelly opened her gate at the top of the steps and started down to the beach. As she approached, she began to be able to make out just what the thug was saying to the trapped young man. "Listen Dip-shit, how many fucking times do we have to tell you to stay off our beach? No girls are going to come over and hang with us as long a fat assed dusch bag like you is around! The outnumbered boy's response was both nervous and defiant. "This is a public beach, and I didn't do anything to you guys. I was just walking by minding my own business and you gotta go and shoot your mouth off! Why do always have to make a scene about everything Scott?" "What the hell Jeffery, you lose a couple of pounds and all of a sudden you're a tough guy? Keep it up and I'll knock your fucking head off asshole" Just as Kelly reached the bottom of the stairs, one of the guys standing behind Jeffery hit him hard in the back of the head, knocking him straight into the lead thug who he had been talking to. The blond bully immediately pushed him backward again, causing the off balanced boy to fall to the ground. The four of them were paying so much attention to their helpless target that they never saw Kelly approaching until she stepped in between them and their prone victim. Kelly understood the pack mentality that men had in these kinds of situations and was careful to focus her anger only on the one who had hit Jeffery from behind. "Oh that's really fair. Your friend Scott here had this under control, but you gotta go and hit him from behind! That is so uncalled for. How would you feel if someone came up behind you and smacked you in the head?" Kelly bent down and helped Jeffery to his feet as his attackers watched in stunned disbelief. "Oh my God Jeffery, are you okay." Kelly knew she had caught them all by surprise and wanted to press her advantage, so even though she had never met the guy before, she tried to make it seem as if they were friends. She was well aware of the impact that would have on the bullies' opinion of Jeff. "Yeah.....I'm all right." Scott and his friends were totally confused by the sudden appearance of this incredibly sexy bronzed nymph. At this age, young men always measured themselves and each other by the success they had with the opposite sex. Seeing her side with a guy that they had been about to beat up struck them were it hurt most, right in the center of their fragile egos. She knew that the other three would instinctively try to get on her good side. Scott was the first to speak and he reacted exactly as Kelly had expected. "She's right Rob that was a cheap shot. What the fuck is the matter with you anyway?" The others joined in, admonishing their friend and offering apologies to both Kelly and Jeffery. Kelly took one last shot at the group as she slipped her arm around Jeffery's and led him toward the stairs leading to her apartment. "You guys act like your still in high school. Don't you think it's time to grow up a little?" They stood there in stunned disbelief as they watched Jeffery enter the apartment with the sexy young woman. Scott just shook his head in amazement at the guys luck. "Well I'll be dammed. Way to go Jeff." As Kelly led him up the stairs, Jeffery finally found his voice. "Thanks a lot. Those guys just never seem to know when to stop." Kelly's response was filled with contempt. "They're a bunch of knuckle dragging Neanderthals. I wish they would find someplace else to pollute with their childishness" Her reaction made him smile and he let out a little laugh. "I'm Jeffery Taylor by the way, I'm sorry but I didn't get your name." "I'm Kelly, Kelly Woods; it's nice to meet you Jeffery." She opened the sliding glass door and invited him in. "Have a seat on the couch. I want to have a look at where he hit you." He sat down and Kelly sat on her haunches next to him. She ran her fingers through his hair until she found the bump left by Rob's fist. While she tended to him, Jeff couldn't help but notice how incredibly hot she looked. That, and the kindness she showed him, quickly alleviated the shame and anxiety that he had been feeling from the confrontation on the beach. Once she had found the bump she hoped off the couch. "It doesn't look to bad, but let me get some ice to bring the swelling down." She went into the kitchen and started to gather the ice and at clean towel. Most women would have put on a robe or something to cover herself in a situation like this, but Kelly was very comfortable with her body and it never occurred to her that she should hide it. Jeffery on the other hand, was completely new to the experience and could barely keep his eyes off of her as she moved around the small kitchen. She turned to ask him if he wanted something to drink and saw him quickly look away. She smiled inwardly at his shyness, it was a show of vulnerability that she found endearing. "Those guys down there seemed to know you. Have they been giving you trouble for long?" Jeff dropped his head in embarrassment at the question. "Just Scott. We went to high school together. I was a lot heavier then and he's never let me forget it. That explained the fat ass comment. Kelly thought it was out of place. Jeffery might be a little thick around the waist, but he certainly wasn't fat. Kelly sat next to him and handed him the compress and set an ice tea on the table in front of him. "Really, how much did you lose?" "Almost a hundred pounds, that's why I was walking down the beach, I try to get some exercise every day." "That wonderful Jeffery, it's really worked for you, you look great!" "That's nice of you to say. Losing that weight was the hardest thing I've ever done." Kelly sat back up on her knees and gingerly held the compress to his injury. As she leaned against him, his shoulder found the valley of her exposed cleavage. Her body felt so warm and soft that Jeffery could barely stand it. This was as close to a woman as he had ever gotten and he became so nervous that he was almost shaking. He dared a glance in her direction and was greeted by close up view of her fleshy mounds. It was a heavenly sight and his penis reacted involuntarily to it. He quickly became petrified that his ogling would offend her and forced himself to look away. She was like an angel to him and he was just certain that she would throw him out if she knew what he was thinking. Jeffery was genuinely grateful for all her kindness, but he couldn't understand why she would waste her time with a guy like him. He had never had any luck with girls and had resigned himself to a life of lonely celibacy. Part of him wanted desperately to run away before she realized what a loser he was. It was only his raging male hormones that kept him seated on the sofa. The years of self doubt that he had been living with welled up inside him and made him wonder if she was just feeling sorry for him. That would have been intolerable. The last thing he wanted was her pity. It would have been an absolutely crushing blow to his ego. "I must have looked pretty pathetic out there, getting kicked around like some little kid." Jeffery looked down at his glass. It was ridicules that at twenty years old he would still be getting picked on like that. It reminded him of the bad old days in High School. He probably would have gotten his ass kicked royally if Kelly hadn't stepped in. "Oh jeez," he thought, "I needed to be saved by a girl!" He could only imagine what Scott would be saying about that. It was unbearably humiliating. As Kelly saw the dark shadow of self doubt had passed over him, she thought that he had probably been a victim of that kind of violence his entire life and her heart went out to him. It was like suffering from post traumatic stress syndrome. She knew that if he couldn't improve the image that he had of himself that stress would haunt him for years to come. She put the ice pack down and took his hand in her own. "No, don't say things like that. You were just out taking a walk. Being assaulted by a bunch of jerks is not your fault. You've got nothing to be ashamed of" He looked at her and was comforted by her warm smile. "I don't know, I guess you're right but it just makes me feel so....small." "You know Jeffery, I saw the whole thing and I have to tell you I was impressed by how well you handled yourself. You gave it right back to them even though you were badly outnumbered. I thought you were very brave." Jeffery sensed her sincerity and it touched him deeply. Her beautiful eyes were filled with compassion and understanding for him. He was unused to kindness from others and it meant the world to him to finally be accepted for his looks and respected for his actions. "Wow, thanks a lot, you don't know how much that means to me." Jeffery felt the first real smile he had had in a long while cross his face. She placed the compress back against the bump on his head. It still hurt but his mood had improved enough that he tried a bit of levity. "Standing up to them may have been brave, but I think running would have probably been the smartest thing to do." Kelly smiled playfully at him. "You're probably right." They laughed together, letting the humor of the moment wash away the hurt and pain of the boy's damaged ego. They chatted on for several minutes, making the kind of small talk that men and women do when they were getting to know one another. Kelly was impressed by his gentle, unassuming manor. There was something sweet and innocent about him that really appealed to her. He had an honest, un-inflated attitude about himself that Kelly found refreshing. Most collage guys would have been trying desperately to impress her with grandiose stories of their athletic prowess or financial success, anything to try to charm her into bed with them. It was always so transparently false or contrived that Kelly never took anything guys like that said seriously. She often found the plasticized front that so many men put on to be an insult to her intelligence, and some self aggrandizing story about how great a guy thought he was never failed to be a turn off for her. She was not some empty headed Bimbo who could be easily conned out of her panties. Jeffery had none of those flaws, if anything he was too insecure for his own good. Even so, his obvious shyness amused her. She noticed how careful he was not to do anything that might be considered forward or impolite and seemed to be struggling with himself in an effort to act as if he hadn't noticed that she was a girl at all! It struck her as ironic that he could be as courageous as a lion when faced with four toughs intent on doing him harm, yet be so intimidated in the company of a women half his size. Kelly valued what was inside a man much more than his physical appearance and she felt that he possessed a rare mix of bravery and vulnerability. It was a combination that she found to be very appealing. She wondered if had ever been with a girl and decided he probably hadn't. A boy this shy would have likely been mortified at the idea of asking a girl out on a date. The thought that she could be his first excited her immensely and she felt a faint tickle of arousal begin to pulse through her veins. She welcomed and nursed the warmth of that arousal as it grew like a fire within her. It was a wonderful sensation that, once started, she didn't often ignore. Kelly was not a woman who believed in being coy about her intentions. She was very much in touch with her own sexuality and had no inhibitions or hang ups when it came to the pleasures of the flesh. With a more experienced man she might have just curled up in his arms and let nature take its course. But Jeffery didn't have that experience and Kelly felt that if she were that forward she might end up scaring him off. Jeffery was sitting next to her almost paralyzed by his insecurities, trying valiantly not to stare at her. That was the first thing she would have to change. She leaned back into the cushions of the couch, forcing him to look more directly at her. When he did, she was happy to see that he finally let his eyes roam over her exposed body. She shifted herself slightly into a more provocative pose, her legs parted slightly and one arm bent up with her hand behind her head. She wanted him to get a good look at what she was about to offer him. "Jeff, do you mind if I ask you a personal question?" He swallowed hard. He may not have ever been in this situation before, but his natural instincts clearly understood what her body language was saying. He hoped desperately that he wasn't misreading her intentions. "Yeah, you can ask me anything you want." "Do you have a girlfriend or anyone special that you're seeing?" The question almost made him choke on his iced tea. He couldn't bare the idea that she would find out how inept he really was. When he finally was able to answer his voice almost failed him. "No, I'm not with anyone right now. I just haven't found the right girl yet." He didn't know where she was going with all of this but the stress was becoming more then he could stand. Kelly let her free hand flow casually over her belly in what she hoped would seem an absent minded gesture as he answered her. He watched her for a moment, trying to think of something intelligent to say. His mind was going blank on him and the one question that he really had slipped out before he could stop it. "What about you? You must have a boyfriend or something. I bet the guys are always asking you out." Kelly shook her head at him. "Not really, I think most guys just expect me to be with someone. The truth is I'm not very good at relationships. I don't want to be tied down yet." Jeffery emptied his ice tea, trying to buy some time to think. His penis had become rock hard and was making an embarrassing lump in his swim trunks. His hands were shaking as he tried to place the empty glass back on the table and to his horror, he dropped the glass on the carpet, spilling the few remaining ice cube out onto the rug. "Oh my god", he thought, "How could I be so stupid!" "Oh Jeez, I'm sorry, right on your clean rug too" He started to move to clean it up but Kelly stopped him with a hand on his arm. "It's okay. It's just ice, nothing to worry about...." When she leaned forward she found herself looking directly at the large bulge his erection had made in is shorts. Jeffery knew she had seen it and felt like the world had come crashing down on top of him. "Kelly, I sorry, I can't help it. I'm just not used to being around someone as pretty as you....." Kelly slowly dropped to her knees and picking up the spilt cube, put them back in the glass. She looked again at his erection and stood up in front of him. "Well I guess that's it then, isn't it" He was certain that she was going to ask him to leave. The whole thing was making him sick to his stomach, but his damned hard on refused to go away! Kelly had given up on efforts to seduce him. It was obvious that he just wasn't up to the subtle approach so she decided to be more direct about her intentions. "You said that you didn't have a girlfriend, but that's not really the whole truth is it. You've never been with a girl, have you? You're still a virgin right?" The question was painful to answer, but she didn't seem at all angry with him. Instead, she still seemed as kind and caring as she had from the moment he had met her. It made answering her actually bearable. "Yeah, I'm still a virgin. That's pretty pathetic right?" "Why do you say that, there's a first time for everyone." She held his hand and captured his gaze with her deep blue eyes. "I would like to be you're first, if you'll let me." He swallowed hard as digested what she said. He wanted to jump for joy, to scream "Yes! Oh my God yes", but repressed the urge. He just couldn't understand why such a beautiful woman would be interested in him. It was completely beyond the bounds of his experience. Fear and excitement tore through him as the realization of what she was offering truly settled in. His emotions boiled and churned in him so strongly that he was almost at a loss for words. When he finally did speak, he was relieved that he sounded much calmer then he actually felt. "I would love that Kelly. It would really mean a lot to me." Kelly bit her bottom lip self consciously, revealing just a bit of her own shyness. "Me to, it's not every day a girl get to bust a guys cherry." "Wow, really, I mean you actually like the idea?" "Of course I do, wouldn't you?" That surprised him, he knew that any guy would jump at the chance to be a girl's first, but it never occurred to him that women might feel the same way. "Yeah, I guess so, it's just all so new to me." Her openness was so refreshing that he had to laugh. He had always thought of women as mysterious and unapproachable, but Kelly had a way of connecting with him that he found irresistible. Jeffery said nothing more as Kelly led him into her bedroom. Words could not begin to describe the emotions that rolled through him as he followed behind her, and he feared that anything else he attempted to say would come out as senseless babbling. She stopped in front of the open window and drew the shade wide open. The ocean view was breath taking and they both paused, allowing the grandeur of nature to set the mood as their moment approached. He stood close behind her, looking over her shoulder at the blue water below. He wanted to touch her so badly it hurt, but he couldn't quit build up the nerve. Kelly leaned back slightly until her back was against his chest. When she spoke, she sounded as if she were in awe of the vista outside. "I love the ocean. It can be so calm and peaceful on the surface, but underneath it holds an irresistible power. I've felt the same qualities in you Jeff. You try so hard to be a gentleman, but somewhere inside you a storm is brewing. I can feel the depth of its need and it makes me feel nervous and excited. You don't have to hold the storm back anymore. I want to feel its strength." Without moving her gaze from the window, Kelly reached back and guided his arms around her waist. As he pulled her more closely to him, she tilted her head slightly and brushed her thick hair away from her exposed neck. Jeff took the offering and brought his mouth down to the succulent flesh where her neck and shoulder met. He kissed and bit at her lightly, all the while holding her exquisite body in his arms. The salty sweet taste of her skin was intoxicating. His excitement had grown to levels that were hard for him to contain. His mind swam with nervous frustration at his own inexperience. He knew what the basics of lovemaking were, but it pained him that he had no idea how to proceed. He could only hope that she would like what he was doing. As his lips and teeth raked against her neck, Kelly let out a small moan of pleasure. His body felt hot against hers and she could feel trembles of excitement passing over him. His hands began roaming over her belly and side, causing her skin to tingle at his touch. She noticed happily that Jeffery's hands felt warm on her exposed flesh. She loved to be caressed, and cold hands were a turnoff that Kelly would have been hard pressed to overcome. She stayed in his embrace for several moments while his kisses on her neck were sending wonderful shivers of excitement down her spine. By now her nipples had become as hard as bullets and poked erotically through the material of her bikini top. Seeing these protrusions, Jeff's lust finally overcame his timidity and he brought his hands up and cupped both of her firm orbs in his palms. Kelly gasped as he flicked her nipples with his thumbs, sending shockwaves of electric pleasure coursing through her. She reached behind her back and pulled apart the knot that fastened her top to her bosom. Jeff felt the material of her bikini bra come free in hands and watched in wonderment as her perfect breasts came into view. "Oh wow, no tan lines? That is so cool!" He pulled the garment off of her and began fondling her boobs with almost reckless abandon. Kelly cooed at his enthusiasm as he worked her pliant flesh. "I like to sunbath in the nude, and my deck is just perfect for it." Kelly turned to face him and he immediately bent down to take one of her pointed nipples in to his hungry mouth. He sucked gently, and flicked his tongue against her sensitive bud. The feeling was delicious and Kelly held his head to her breast like she might have done with a small child. "Use your teeth a little, roll it in your mouth........oh yeah just like that, don't worry you won't hurt me." After a few seconds, she shifted him to the other breast and let him suck on that one too. Kelly was a fiend for breast play and reveled in his oral assault. When he finally pulled away she guided his head up and kissed him deeply. His mouth tasted of lemon and mint from the tea and left her moist lips tingling for more when the kiss was over. Kelly helped him take his shirt off and then dropped to her knees to slide his swim trunks down onto the floor. His cock sprang free and rampant as soon as it was released from the confines of his shorts. She held his shaft gently but firmly in her hand and saw the almost pained expression come over him from even this modest contact with his manhood. As she swiped her thumb over the crown she smeared a large dollop of precum over the taunt skin. Seeing how close to orgasm he already was, she squeezed the base of his shaft firmly until he had calmed a bit. This was a critical time for him she thought. If he had cum all over her hand at this point he would likely be overcome with feelings of regret and inadequacy, and while she had managed to prevent it for the moment, she knew that he couldn't last much longer no matter how carful she was. Kelly was aware that while a man his age should be able to recover quickly, those negative feelings could cause stress and performance anxiety. That could be emotionally disastrous for him in a way that he might never be able to overcome. He needed to cum soon and in a way that would not cause him to feel less than the man she knew he could be. Besides, she intended to get as much use out of his youthful virility as was possible, nothing less would come close to quenching the fiery longing that now course through her as well. She had condoms in her nightstand but didn't care much for them. She preferred the feeling of a man's bare skin inside her to the latex of the condoms. She wasn't worried about pregnancy because she'd been on the pill ever since she turned eighteen, but as sexually active as she was and with multiple partners, she was concerned about the myriad of diseases that were an ever present threat to her lifestyle. That was another reason Jeff's virginity appealed to her. He would be about as safe as a man could be and she could let herself enjoy him to the fullest. Her decision made, Kelly slid her bikini bottoms off of her hips as she stood back up in front of him. "I can't wait any more Jeff. I need you now. Will you make love to me?" "Yes, of course yes. I would do anything you want me to." She moved to the bed a lay on her back, waiting for him. He looked in amazement at the vision of beauty that she was. He saw that her tan did indeed cover her entire body and that her pussy was shaved completely clean. He lay down between her open thighs and she took hold of his penis and guided it toward her waiting channel. She wanted to tell him one more thing before he slid home inside her. "I don't expect you to last long this time Jeff, so don't try. Just do what feels right and everything will be okay." "Okay Kelly. I just want you to like it too." "Don't worry about that, baby. I'm going to love every moment of it" With that said, Kelly guided him to the entrance of her moist opening. Jeff felt the wet softness of her sex and pushed forward. Her petals opened before him and he slide into her deeply. He felt her angle her hips for him and she groaned loudly as he drove his cock home. Kelly felt the fullness of his penetration deeply within her and wrapped her legs around his thighs, pulling him in ever more deeply. At first she guided his pace, showing him how to use the regular, even thrusts that would eventually bring her to climax. "Oh yeah Jeff that's it, just like that, you feel so good inside me, oh fuck yes...." Her words gave him the confidence he needed and he loved her for it. He lowered himself over her but was careful to support his weight with his arms. He moved closer still until their lips met in another deep soul kiss. Kelly accepted his tongue into her mouth and entwined it with her own. It felt heavenly to share that kiss while he plunged his cock into her again and again. That kiss seemed to throw a switch inside him. He lifted himself over her and she saw an animalistic lust appear in his eyes. He thrusts became harder and faster, driving his hard length into her over and over again. Kelly held on tightly as his movements became frantic. The walls of her cunt stretched full on each downward stroke and his shaft dragged itself over her clit, causing her pant with desire. Kelly was one of those lucky women who could achieve a vaginal orgasm from being penetrated, and Jeff's relentless pounding was beginning to bring her close. She knew she had told him to let himself go and she relished the hard fucking he was giving her, but she hoped he could hold of just a little bit longer so that she would be able to join him in his coming ecstasy. He was slamming into her wildly, like an animal in rut. His lustful passion was as every bit as exciting to her as the hard fucking she was getting. He was about to cum inside a woman for the first time and Kelly knew that there was no way to stop him now, she just had to slow him down long enough to reach her own peak before he filled her with his thick hot cum. She grabbed his shoulders, trying to slow his pace just enough. "Oh fuck Jeffery, I'm almost there......just a little more....oh yeah that's it, fuck me like that, fuck me like that......" Through the clouds of lust swirling in his mind he heard her plea. The need to cum warred with his desire to see her orgasm underneath him. With a will he never would have guessed he had, he slowed his pace and allowed her motions to guide him. He concentrated on the erotic vision of his beautiful mate nearing her moment. Her head was thrown back and her breathing came in deep, heavy breaths. He felt her hips gyrating against him, searching for that extra bit of friction against her clit that would open the door to her innermost passions. In a glorious instant, Kelly passed through the threshold and her orgasm exploded within her. Her body writhed and convulsed as the intensity of the sensations cascaded over her. Jeffery felt her pussy clasp tightly on his shaft and instinctively knew she was ready for him to join her. With one last thrust, he buried his cock fully into her and planted his seed deeply into her receptive body. Jeff pumped himself into her several times, blasting hot bolts of cum into her with each thrust until he had no more to give. Finally spent, he rolled off onto his back next to her. Kelly curled up next to him with her head on his shoulder and slid one leg over his hip. He slipped his arm around her back and they lay together in the afterglow of it all. After a minute or two Kelly felt him begin to doze off and she watched him as he drifted in and out of sleep. She was okay with that, the release of so much pent up energy, and the following state of relaxation was bound to make him tired. She casually looked over his body, He was a little flabby but not all together unsightly. He had the fair complexion that made tanning difficult. Much to her satisfaction, his chest was almost hairless. That was a definite plus in her mind. Another thing that pleased her about him was his hands. They were large and strong. His nails were well groomed, but she could tell by the calluses on his palms that he was no stranger to hard work. Kelly gently ran her finger over one of his small nipples, watching it harden at her touch. Whether she was with a man or a woman, this was a sight that never ceased to fascinate her. She wetted it with her finger and blew on it softly, making it pert and pebble hard. He awoke at the attention and quietly moaned. "Mmm that feels really nice." "Does it now, most guys don't seem to like their nipples played with." Jeff smiled with his best boyish grin. "Well I never thought about it before, but I have to admit it's kind of turning me on." "Really, well let's see how you like this. Kelly bent over and sucked the small bud into her mouth, swirling her tongue around it. "Oh wow Kelly that feels really good." He caressed her back while she nipped and kissed both of his nips until they were rock hard. She felt his chest rise and fall with each breath as she played with them. He couldn't know it, but feeling his body react to her like this was doing wonderful things to her as well. She glanced down at his cock and saw that it had began to lengthen again. It was not unusually large, but she felt it was beautifully formed and his thick, circumcised head was positively delightful. She started kissing and nibbling her way down his body, paying particular attention to his belly button. She lifted her head and dragged her hair over his chest, further inciting the growth of his manhood. When she embraced his length in the valley of her breasts, it actually twitched with anticipation. Jeffery sighed as she caressed his cock with the pliant skin of her boobs It felt incredible to have his cock squeezed between her breasts, but more than the physical pleasure, the sight of her slowly stroking him like that was driving him crazy with arousal. Kelly moved herself lower slowly, bringing the crown of his cock closer to her mouth each time it passed through her cleavage. When she grazed him with her parted lips he flexed his pelvis upward, trying to thrust it between them. "Oh my God yes, please suck on it, oh jeez....." Kelly denied him no longer and slid her mouth down and over him. She took him to the back of her mouth several times, sucking hard. She then pulled off and caressed the underside of his cock with her moist lips, making his entire shaft glisten with her saliva. Once again she took him deeply into her mouth and this time she didn't stop until his entire length had slipped down her waiting throat. Jeff was amazed at what she was doing to him. He could actually feel the tight channel of her throat squeezing and caressing his cock. It was an amazing sensation, one that rivaled her velvety cunt. She bobbed her head several times before she pulled back for a breath. Ropes of saliva clung from her lips to his cock as she pulled away. "Oh shit that feels so fucking good!" Kelly eyes sparkled as she flashed him a naughty grin. "I love sucking your cock. It fits my mouth perfectly." She went down on him again, using her tongue to tickle and caress his shaft as her lips traveled up and down his length. Soon she felt him stiffen and she knew he was about to cum. With practiced expertise, she pulled off and squeezed the base of his shaft, quelling his immediate urge. As she did, she sucked his balls into her mouth and prodded them with her tongue. Jeff was shocked at how good it felt to have his balls licked like that. Her magical touch had enabled him to hold off cumming, but still kept his arousal at a fevered pitch. "Where in the hell did she learn that", he thought. Kelly was torn by what to do next. She would love to suck him off, she could almost taste his cum already, but her pussy was itching with a desire to be filled by his thickness. In the end, she decided to let him make the choice. She rubbed his cock against her lips playfully before she asked him. "Jeffery, do you want to cum in my mouth? Or you can fuck me again. What do you think?" He almost couldn't decide, the blowjob she was giving was driving him nuts, but he couldn't pass up another chance to fuck this incredible beauty. "That's a tough choice Kelly, but I would love to do it again." "Mmm, my feelings exactly!" Kelly turned around on her hands and knees and wiggled her tight ass at him. "Come over here and ride me, I love it from behind!" Jeff moved up behind her and she reached between her legs, guiding him to the entrance of her wet channel. "Don't move Baby, let me do it." Once she felt him slip in, she pressed back and drove his entire length into her soaping cunt. "Oh fuck yeah, you feel so thick inside me" Kelly pressed hard, grinding herself against him. From this angle his curved shaft dragged deliciously over her clit. She pulled forward and slapped her ass hard against him several more times. It came to a point that Jeff could no longer be passive. He took hold of her hips and began thrusting into her, hard and fast. The shape of her back as it tapered from her shoulders to her slim hips was almost mesmerizing. He wanted to touch every part of her, so he leaned in and ran his hands up her spine. When he did, her arms seemed to give way, letting her head fall against the sheets. It was a truly memorable sight. Kelly's passion was growing to an uncontrollable level. Jeff had been transformed from a shy youth to a dominate male, driving her toward uncharted heights of pleasure. She felt her thighs ache from the strain of resisting his powerful thrusts, and the pain only seemed to spur her arousal forward. There was only one thing missing now, one thing that would push her over the edge. "Pull my hair Jeff, drag me back against you." He thought it an odd request, but he was in no mood to argue. He gathered her long brown hair in his hand and pulled her head up and back. He instantly understood why she had wanted this. The angle of his penetration changed and he felt as if he were thrusting deeper than he ever had. For Kelly, the mixture of the pain and pleasure shot through her whole being. Her clit was on fire and her poor pussy was being stretched enough to make it purr with delight. Before she knew it was happening, her orgasm was upon her. As the waves of pleasure spread over her body like liquid fire, she bucked and heaved against him, but his grip on her hair and his hips against her ass held her in place while he continued to fuck her hard. As her moment past, Jeff felt her body relax and let go of her hair. Her cunt had become so wet that he easily slid out of her as she collapsed in front of him. It had been a mind blowing sight to see her so consumed by the pleasure he had given her and he felt a strong sense of pride that he had been able to affect her so. He lay down next to her and took her in his arms while she regained her breath. "That was fucking amazing Jeffery. I haven't had anybody give it to me like that in a long time." "I have a great teacher. Honestly, I've never met anyone like you before. You're an incredible woman Kelly." Kelly smiled at the compliment. "You're supposed to flatter a girl before you get her into bed, but I'll accept it anyway." He pulled her close and kissed her. As their bodies came together, Kelly felt his still hard cock press against thigh as they embraced. She reached down and took him in her hand, stroking him up and down his length. "Well, look at what I found. I can't leave you like this now can I?" "I rather hope not. Would you like to go for another round?" Kelly licked her lips sensuously. "I've got another idea." She pushed him onto his back and scooted down toward his rampant erection. She had wanted to suck him off before, but the call of her inflamed passions had demanded otherwise. Now, with her pussy sated, she intended to finish him off with her hungry mouth. Straddling his chest with her back to him she bent over and ran her tongue over his long shaft. The delicious mixture of their fluids filled her senses as she licked him clean. She brought her mouth down over his cock and started sucking him with deep, even strokes. As she laid her body down flat on top of him, Jeff was confronted by the sight of her shaven pussy just inches from his face. He had seen enough porno to know that she would want him to lick and suck on it, but remembering that he had cum in her just awhile before made him hesitate. Although he masturbated almost every day, he had never actually tasted his own cum and the thought scared and revolted him. Long moments went by as Kelly happily sucked his cock. She was going slow and easy, not trying to drain him too quickly. He remembered that she had offered to let him cum in her mouth and now it seemed as if she was going to follow through on the offer. "Well", he thought, "if she liked the taste it couldn't be that bad." Jeff made his decision and slowly let his tongue slip out and slid it down the length of her wet opening. The taste was musky and sweet. Her pussy was so wet that it had washed away most of the semen that he had deposited earlier. As he worked his tongue more deeply into her warm folds, she rolled her hips, making it easier for him to find the spots that would set her off again. Kelly was a bit surprised to feel him licking her pussy. A lot of men would never go down on a girl after he had cum insider her and she hadn't expected Jeff to be that adventurous. She pulled his cock from her mouth so she could savor the feeling for a moment. When she felt his tongue brush her clit bolts of electricity jumped across her body. "Oh yeah, that's it Jeff, right there. Do you feel that little nub?" "Right here you mean?" Jeff prodded the hardened bud with the tip of his tongue and felt her jump slightly at his touch. "Mmm yeah, that's it. Suck me right there Jeff, suck me there and you'll make me cum again." Dutifully Jeff did exactly as she asked and soon felt her grinding her hips in time with his movements. He was so focused on her that he barely registered her stroking his cock or her fondling his balls. Kelly was very much in tune with him now and was determined to time everything just right. She gave him just enough stimulation to keep him close while he lavished her pussy with wet kisses. When she felt the first tremors of another powerful orgasm approaching, she covered his rod with her mouth and sucked it down her throat. They both became immersed in the passion of the moment. Kelly felt his cock grow harder and thicker as she suckled him. His body jerked and she felt the first hot blast of his jism flood into her waiting mouth. Just then her own body responded to his and the glorious, wracking release of orgasm exploded over her. The next morning, Scott and his friends were back on the beach getting ready to do some surfing. The next semester at collage wasn't for several weeks and they were going to make the most of the summer's heat. Scott looked up at the beach front condo that he'd seen Jeff go into the day before. There at the top of the stairs he saw the sexy woman walk up to the gate wearing only a short white robe. A second later Jeff appeared. Scott watched in stunned silence as the Jeff kissed her goodbye and came walking down the steps. "Holy shit, he thought, he spent the whole night with her!" As Jeff walked by, he waved at the four and smiled.

Kelly's Passion A prelude