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Asleep & Awake

Category: Lesbian Sex
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Gina was lying in bed beside her best friend, Denise, and unable to sleep simply stared up at the dark ceiling. Although she could hear the steady breaths signifying Denise’s slumber, she found her mind racing in too many directions in order for her to find her way to her own restful dreamland. Turning her head on the thick pillow, she again looked over at her friend’s peaceful face while she slept.

Gina looked silently at her friend, admiring the way Denise’s jet black hair pooled around and framed her beautiful face, highlighting the perfectly even light caramel color of her flawless skin. Gina had always been envious of Denise’s skin tone. Since Denise was of Asian-American descent, she had a perfect tan all year round while Gina had to struggle to maintain her own color that, while nice, was no where near Denise’s. As Gina’s eyes fell to the tender perfectly formed slopes of Denise’s lips, that were slightly open to allow soft breaths to escape, her mind again turned to the event earlier that evening that was currently keeping her from much needed sleep.

The two of them had been at a party with some friends from school; drinking, flirting, and just having the usual brand of fun. However, as the party wound down until only a few people were left, someone had suggested a game of Truth or Dare and, always up for a fun game, Gina and Denise happily joined in. The usual round of questions and dares popped up until Gina dared one of the guys to run around the living room with his pants around his ankles. Of course, everyone had a good laugh as he did so, shuffling around with his pants around his feet and his Sponge Bob Squarepants boxers on full display. However, not to be outdone, the victim of her dare turned to the other guys present, when she was foolish enough to accept a dare from him in return, and asked for ideas. The boys huddled around and whispered before they all sat back with telling grins on their faces. With a wide challenging smile, the guy had dared Gina to kiss Denise on the lips for one minute. That wouldn’t have been that big of a challenge, except he further clarified that it had to be a French kiss and with “plenty of tongue.”

The girls initially refused but after plenty of good-hearted teasing and complaining by the guys, the two of them eventually gave in and agreed to the dare.

Gina could still remember how green Denise’s eyes looked as they turned to face each other then slowly moved towards one another. Even as she rested on the bed, she could still smell Denise’s subtle perfume that had so suddenly enveloped her senses as they nervously leaned into each other until their soft lips made contact. She could feel the warm tingling begin to build within the soft flesh that she held hidden beneath the dark blue material of her panties as she closed her eyes and remembered the way their soft lips had parted in order to allow their tongues to meet. The silence of the dark room surrounding her reminded her of the hushed excitement from earlier as their friends watched her and Denise explore one another’s mouths with the probing lengths of their dueling tongues. She imagined how they must have looked, her own blonde hair contrasting against Denise’s straight black strands while their open mouths allowed their tongues to meet in a moist dance. Before she was even aware that she was doing it, Gina moved her hand over and let it rest against her silk encased mons.

Her trembling gasp seemed loud in the quiet room as her fingers began to slowly slide along the fragile silk of her panties while they traced along the soft edges of her labia. The quiet tingling that emanated from within her suddenly erupted into a throbbing demanding need as her fingers teased along her hidden folds. Her fingers pressed more firmly against her warm dampening slit as she remembered the delightfully perfect taste of Denise’s mouth, the warmth of her breath washing against her own parted lips, and the inviting scent of Denise’s skin mingling with the soft aroma of her perfume.

Bending her right leg, she opened her thighs further, giving her fingers better access to the invigorating pulse that thrummed from her sex, while she turned her head and opened her eyes to carefully look at her sleeping girlfriend. She could hear the rhythm of her own breathing quickening as she looked at Denise and teased the sensitive nub of her clit through the thin curtain of her panties. The blankets from the shared bed were stretched warmly across Denise’s stomach, leaving the gently rising and falling hills of Denise’s large breasts exposed as the fleshy peaks stretched the soft purple silk and black lace covering of her cami. Gina was unable to prevent her eyes from dipping down and lingering on the full rounded globes of Denise’s smooth breasts, and the deep valley of her cleavage, as they rose from the top of her cami. Unable to stop herself, Gina began rubbing the pads of her fingers in short quick strokes over the swollen pearl of her clit, sending delicious rippling tremors coursing from her eighteen year-old pussy up her frame before they curled in delightful vibrations around her tight extended nipples. Her clinging baby tee felt constricting as it molded to her own pert breasts while she stared longingly at her friend’s much larger ones.

Gina had been aware, and had grown comfortable, with her own bisexuality since that aspect of herself had been awaken the previous summer when she had been seduced by the woman whom she worked as a dog walker for to earn extra spending money. As she looked at her best friend’s large, perfectly developed breasts, she marveled at how much larger they were than her previous lover’s. She tried to imagine how it would feel to have those large mounds of flesh spilling from between her fingers as she held them. How Denise’s skin would feel, smell and taste as she pressed her heaving swells against her face, allowing Gina to take one of those rounded hills into her suckling mouth.

She could feel the silk crotch of her panties sticking wetly to the dewy surface of her pussy as her fingers ground in firm solid circles against her clit. Succumbing to the loud demand surging from her moist cunt, Gina moved her hand up then slowly wiggled her fingers under the snug waistband of her panties. She watched her friend’s beautiful face, with a mixture of need and the fear of her waking up to catch her, as she slid her fingers through the thin strip of trimmed hair then along the slippery wet surface of her slit. Her breath caught in her throat for a fleeting second before it was released with a quiet whimper as she felt the soft slick folds of her pussy being spread by her fingers. She felt her eyes roll back before they were hidden under the closed lids of her eyes as she teased the dripping opening to her pussy with a finger before she slid it smoothly into the wet warmth. Afraid of waking Denise, Gina bit down against her lower lip, hoping to stifle the whimpers that threatened to leap from her mouth, as she began to slowly piston her middle finger in and out of the gripping tunnel of her pussy. She could feel the silk backing of her panties being wedged into the snug crease of her ass while she pulled her probing finger back, only to add a second finger before she slid them smoothly into the slippery tissue of her pussy. Her short jagged breaths seemed loud as she continuously mined her fingers into the dripping cavern of her sex, while her slender hips began to squirm against the mattress.

Her tight nipples were throbbing, demanding attention as they were teased from the suddenly coarse sensation of her tee, as it pressed against her larger than a handful sized breasts. The fleshy hills were aching to be touched, squeezed, but Gina was too afraid to tend to their need since her free arm was pinned between her and Denise’s bodies. In order to quell the ache in her breasts, Gina pressed the heel of her hand against her throbbing clit, grinding against it while her fingers deliciously probed inside of her clenching dripping cunt. She could suddenly smell the husky scent of her leaking, finger-filled cunt as it rose from beneath the covers. She began working her twin fingers faster, stabbing them into the clenching flesh of her pussy as she imagined Denise laying atop of her, both of them naked with their hands exploring one another while their tongues probed into each other’s mouths.

Arching her back, allowing her tee to stretch deliciously over the puckered pebbles of her nipples, Gina pressed her writhing hips down against the grinding heel of her palm, mashing her clit delightfully beneath it, as she thrust her fingers completely within her clenching cunt. Even with her biting down on her bottom lip, she was unable to prevent the seemingly loud whimper from jumping from her throat while she swirled her fingers within the sensitive walls of her slightly stretched pussy.

Just as she began to resume her fingers forward and back thrust, allowing her thin fingers to spear through the puffy folds of her dripping slit, Gina felt Denise move beside her. Before she could register what was happening, Gina felt Denise roll over onto her side and lay her left arm across Gina’s stomach. Freezing with her fingers still buried within the yearning depths of her pussy, Gina carefully peered over to her friend. She saw Denise, her eyes closed and apparently still asleep, laying against her and she was suddenly aware of the soft warm pressure of her friend’s breasts pressing against her arm that lay pinned between them and the presence of Denise’s smooth legs lighting touching her own. But what was worse, or better, was that Denise’s arm was lightly resting just beneath the rise of Gina’s own breasts. Gina lay rigid, even as her center demanded that she resume her self-serving attention, until she was sure that Denise was still sleeping.

With small subtle pokes, Gina began slipping her fingers into the anxious opening of her slippery sex again. Closing her eyes again, Gina delighted in the feel of Denise’s body so close to her, the feel of her warm breath washing softly against her arm, the light pressure of Denise’s arm laying across her as if holding her, the warm smooth length of Gina’s leg that had slid atop of her own but, mostly, the delicious pressure of her girlfriend’s breasts as the silk covered pillows of Denise’s breasts nuzzled against her arm. Her fingers began working in long deep strokes, slowly filling then emptying the gripping furnace of her cunt. She knew she should stop, well aware that her friend could wake at any second and catch her with her hand inside her panties and two fingers buried inside her slit, but the danger of being caught, coupled with the vivid images of Denise naked and enjoying her body, caused her excitement to override any common sense she may have had.

With steadily increasing thrusts of lust filled determination, Gina began feeding her needy cunt her twin fingers, pressing them inside herself until they were completely hidden within her gripping slit. Her breaths were leaping from her parted lips in jagged labored gasps while her fingers tended to her undeniable hunger and brought her closer to the release she needed so badly. She swam within the intense shudders that rippled through her while her fingers repeatedly dove into her dripping pool and she was held in her friend’s soft sleepy embrace.

She was unable to stop the sudden breathy gasp of, “Oh god!” when she felt the unexpected movement of Denise’s hand smoothly slide up the rise of her right breast before her friend’s palm molded to the fleshy swell and laid still. Leaving her fingers entombed in the slippery grip of her cunt, Gina opened her eyes and peered down. She felt another trembling ripple race through her as she looked at her breast and saw the cotton-covered mound held lightly within the palm and spread fingers of her best friend. She could feel the sharp tingle of her nipple as it stabbed against the fabric of her top, aching to touch the bare flesh of the palm that rested against it. Although she left her hand still, pressing her palm to her dripping mound, she was unable to keep her fingers from their needed work. The long slender digits curled and straightened before curling again as she held them buried inside of her, allowing the pads of her fingers to drag across the giving tissue at the roof of her pussy.

Then something totally unexpected happened that caused Gina to suck in a hissing breath and had her teetering on the edge of a mind-numbing orgasm. She felt Denise’s, presumably asleep, hand begin to slowly move along her breast. Her flesh seared with intense tingles as Denise’s hand explored the round fleshy mound of her breast, the slender fingers of her hand occasionally pressing into the yielding flesh with soft squeezes. Wiggling her fingers frantically within the gripping confines of her cunt, Gina pressed her head into the soft surface of her pillow as a low mewling whimper escaped her lips. Gina felt another sharp shudder reel through her small frame as she felt Denise’s fingers sliding slowly over her breast then graze across the turgid sensitive bud of her nipple. She could feel the intense sensations curling from her tight bud, as Denise’s fingers traced slow circles around the tight point, and slithering down her body before coiling deliciously in the pit of her stomach. When Denise’s hand again pressed against Gina’s cloth covered breast, her fingers spread wide over the plump mound, a strong shuddering spasm caused her needy frame to tremble sharply.

Looking over, Gina suddenly felt her body tighten and butterflies slap sharply against the insides of her stomach when she saw Denise’s head turned towards her and her eyes very much open.

Her body froze as she stared wide-eyed at her friend, waiting for the expected words of shock from her friend. However, the slow careful movement of Denise’s hand on her breast reminded her of what her friend was doing prior to her seeing that Denise was awake and she felt herself relax a bit. She could feel the muscles of her pussy gripping at her fingers, trying to draw further movement from them as she stared into the beautiful green pools of Denise’s eyes and whispered, “Denise, I-“

Denise cut her off with a smile and a whisper. “Shhh,” she breathed as she raised her torso up upon an elbow while the tips of her fingers slowly glided across the trembling hill of Gina’s breast. “Don’t say anything. Just don’t stop. You look so good and seem like you’re so close.”

Without another word, Denise leaned over and pressed her lips against Gina’s. The pressure of her friend’s mouth upon hers, gave Gina’s hand permission to continue. Her fingers resumed their delving inside of her creamy slit, stabbing steadily into the hot embrace of her sex, as she parted her lips, inviting Denise’s tongue inside of her mouth. Gina was unable to prevent the loud lingering moan from vibrating from her throat as she felt Denise’s soft wet tongue slide into her open mouth. While her fingers continued to stab inside of her leaking hole, the palm of her hand squirming against her swollen slit and clit, she hungrily feasted on her friend’s tongue. She desperately revolved her own tongue around Denise’s while their lips pressed almost bruisingly against one another. Her moans and whimpers seemed to come unceasingly now that she knew that Denise was awake and was actually encouraging her actions. Gina swam in the mind numbing sensations of Denise’s slender fingers as they gently kneaded and squeezed the firm hill of her breast and her own fingers anxiously stabbed into her quivering clenching center.

Gina released a low frustrated groan when she felt Denise withdraw her mouth from hers, her tingling lips demanding that the tender press of her girlfriend’s lips be returned, and she opened her eyes to look at Denise. Gina found her breath sucked from her chest as she saw Denise’s beautiful green eyes hovering above her, the long straight black hair of her friend hanging down and hiding their faces in a soft black curtain, while her hand pressed firmly into the heaving swell of her breast. The two girls silently stared at one another. Denise stared down with warm loving eyes as she leaned against her friend, feeling her breast pressing into, and gently pancaking against Gina’s while her hand continued to caress and squeeze into the giving flesh of her friend’s other breast. Gina’s eyes looked on need fully, the wide blue orbs glazed while her jagged breaths broke against her friend’s so close lips, her body releasing small jerks and shudders as she continued to feed her wet slippery fingers inside of her anxious cunt. Gina felt her inner walls clamp tightly against her deep probing fingers as she heard Denise’s soft whisper. “God, Gina,” she breathed. “You look so beautiful. Can you think I can watch?”

Gina felt a fresh rush of warm juices slice over her fingers and coat her palm as she heard Gina’s soft voice. Afraid of voicing her thoughts, Gina simply nodded in response. With a bright smile, Denise started kicking at the covers, pressing them down with her foot until the blankets lay in a heap around both of their knees. Denise turned her head and peered down Gina’s body. She silently watched the motion of Gina’s pistoning fingers, the movement of her hand causing the blue silk of her panties to raise and lower with the motion of her hand. She felt Denise’s hand slowly slide from her breast before the warm palm skimmed over the surface of her tight flat stomach. Denise’s palm burned delightfully against her bare stomach, skimming along the hem of her short tee, while her friend watched her hand feed itself into the dripping hungry hole of her sex through the concealing curtain of her panties. “God, that’s so sexy,” Gina breathed as she watched the pistoning motion of her friend’s fingers.

Turning her head, she looked at Gina and found her friend’s eyes closed again as she enjoyed the sensations she was giving herself. Darting her eyes down, Denise watched the rise and fall of her friend’s pert breasts, the firm hills trembling with the ripples of her body, and found her eyes lingering on the definite points of her friend’s nipples as they puckered the tight fabric of her top. Sliding her hand over the trembling surface of her friend’s taut stomach, Denise hooked her thumb under the snug hem of Gina’s tee shirt and began sliding it up her torso. She felt the sharp shudder reel through Gina’s body as she pulled the shirt higher, the fabric catching on her friend’s plump breasts before slipping over the upraised mounds. Leaving Gina’s shirt gathered across her chest, Denise gazed at her friend’s freshly exposed breasts while her tongue instinctively washed over her lips as she saw the hard turgid pebbles of her friend’s nipples. Moving her hand down, Denise cupped the warm flesh of Gina’s breast and lifted it while she leaned down. Parting the slopes of her lips, Denise allowed her tongue to extend then slowly trace around the steely tip of Gina’s anxious bud. Denise felt Gina’s free arm worm underneath of her before wrapping itself around her back. As her friend clung tightly to her, Denise drew Gina’s breast into her mouth, her tongue rolling and flicking against the hard nipple.

Denise heard Gina suddenly gasp, the loud breath mixing with the low throaty moan that surged from her lips, as she suckled at her breast, unaware that Gina had just joined a third finger inside of herself. Denise’s lips pressed tightly into the smooth flesh surrounding her friend’s nipple while her tongue and teeth teased the engorged bud with wet swirls and careful scrapes. She could easily hear the wet sounds of Gina’s fingers thrusting inside of herself as she fed on her trembling breast and her ears filled with the delightful sounds of Gina’s whimpering pleasure.

Denise found herself being drawn to the wet sounds of Gina’s mining fingers, her own hand slowly skimming over the smooth warm flesh of Gina’s stomach, as she felt the enjoyable bite of her friend’s fingernails digging into the small of her back as her friend clung to her tightly. Denise’s hand slowly joined her friend’s as she slid it beneath the waist of her panties, feeling the thin strip of hair before the pads of her fingers met the damp swollen pearl of Gina’s clit.

Gina’s back lurched upward, mashing her breast solidly against her friend’s frantically suckling mouth, as she felt the waist of her panties being stretched even further when Denise’s hand slid beneath it. She released yet another needy moan as her body was tortured deliciously from the rapidly rubbing pads of her friend’s fingers as they brushed across the sensitive nub of her clit. Thrusting her three fingers completely inside of the dripping hole of her cunt, Gina shuddered wildly and writhed against her fingers and her friend’s tightly pressed body. Denise captured Gina’s hard nipple between her teeth, biting softly against it as she pulled on it and stretched it slightly from the surrounding flesh before letting it fall from her lips. Denise could feel the wet palm of Gina’s hand tapping against the back of her fingers while she pinned the tiny bud of her friend’s clit between two fingers. While Denise kissed and licked up her friend’s chest, before finally moving to Gina’s soft throat, she began scissoring her fingers back and forth, rubbing the digits along either side of her girlfriend’s tender nub which drew a loud groan of “God, yes!” from Gina’s lips.

Gina was squirming deliriously against her girlfriend as she felt Denise slide up her writhing body, her skin searing as the silk covered mounds of Denise’s large breasts drug along her torso. As she continuously punched her three fingers into the dripping grip of her cunt, Gina slid her hand down Denise’s back until she felt the firm round curve of her friend’s ass fill her hand. She frantically groped and explored the tight curve of her friend’s ass, enjoying the new feel of both her rounded cheeks and the delicate lace of Denise’s thong. While short jagged pants of breath leaped from her mouth, Gina tilted her head back and offered her throat to her friend’s sucking, licking mouth. Gina knew it wouldn’t be much longer before she came since she could feel the familiar tight rumblings growing ever more intense within her.

Thrusting her fingers harder within herself, hearing the fleshy wet sounds of her palm slapping against her slit and Denise’s rubbing fingers, Gina began bucking her hips desperately, forcing her fingers hard and deep into her slippery cunt while her other hand grabbed tightly against one tight cheek of her friend’s ass. Denise must have sensed her friend’s coming release because she suddenly began brushing her fingertips wildly over the swollen bud of Gina’s clit, causing her back to arch violently and a sharp shudder to rake through her body as a loud bark of “Shit!” exploded from her mouth.

Pulling her mouth from Gina’s neck, Denise watched as frantic expressions of lust-filled pleasure ripped across her friend’s face. She felt the tight squeeze of Gina’s fingers biting into the firm rounded curve of her ass as Gina clung to her while she rapidly grazed her fingers across her clit while feeling Gina’s fingers desperately fucking her own wet pussy. Denise’s ears were ringing with the throaty breath of Gina’s choked voice as she gasped, “Oh god! I’m right there. Don’t stop. Don’t stop. Don’t stopdon’tstop!”

Denise felt emotions she never thought she’d experience washing from her to her trembling friend as she leaned her face close to Gina’s, feeling their breaths mingling as they beat against one another’s lips, and whispered, “God, Gina, you’re so beautiful. Cum for me, sweetie, cum for me.”

Gina’s soul burned as she heard Denise’s words, the soft whisper pushing her over that invisible edge. Thrusting her three fingers solidly inside of her cunt, Gina felt every muscle in her body tighten and convulse as her back lurched from the bed and her eyes clamped together tightly. She barely heard the strained cry of “Oh fuck!” explode from her mouth as every nerve in her body shook and trembled as her orgasm exploded within her, causing her teeth to grind against one another as the muscles of her convulsing cunt clamped around her fingers.

Denise watched spellbound as her friend shuddered and her body jerked in violent spasms and loud grunting groans dripped form her lips until she felt Gina’s beautiful body suddenly go limp. Slipping her hand from Gina’s panties, Denise held her close as she pressed her lips gently against her friend’s. The two girls looked at one another, one with excited happy eyes the other with the glazed half-lidded expression of one in recovery. With a warm smile, Denise kissed her friend fleetingly again before whispering, “That was awesome.”

Gina couldn’t help but smile at her best friend. “But what about you?” she asked, knowing that Denise would know what she meant.

With a giggle, Denise smiled and said, “Don’t worry about me. We have all weekend to-“

She cut her words off suddenly as both girls heard the soft sound of footsteps coming up the hall before stopping outside the bedroom door. Both girls gave each other an “oh shit” look as they heard the knock on the door and heard Denise’s mom say, “Girls? Are you still up?”

Denise silently mouthed both of their thoughts as she wordlessly said, “Oh shit,” to Gina who was already scrambling to pull her tee shirt back over her breasts. Turning her head toward the door, Denise called out, “Yeah, we’re just talking, Mom.”

“Oh, ok. I thought I heard you two,” her mom said through the door, which caused Gina to bite down on her lower lip hard to stifle the giggle that threatened to jump from her mouth. “Well, try to get some sleep soon, “Denise’s mother continued. “You father and I are leaving early and we’d like to see you before we go.”

“Okay, Mom,” Denise called back. They both waited motionless until they heard the footsteps recede back down the hall. Looking at each other wide eyed and with bright smiles, both girls grabbed the tangle of blankets and threw them over their heads as they fell against the bed laughing.

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