Nick and Megan met the day he was moving into the apartment below hers. She decided to help him move in and in the process let him know the cons of living in a house that had been renovated into an apartment. The biggest thing she told him was that you can hear EVERYTHING through the floor. After 2 years of living in the same place…they knew that was true. Nick could always tell when Megan and her boyfriend of one and a half years were getting along really well! She could make her boyfriend moan so loud Nick wondered what she was doing to him. Megan could also tell when Nick was dating cause she could hear the shouts of pleasure coming through her floor. In fact, those sounds sometimes helped Megan through some lonely nights, if you know what I mean! She imagined her 26 year old neighbor pumping his dick in and out of his date. He was a beautiful man. 6’5” and around 200 pounds. He was built like a well muscled athlete. He had coal black hair and piercing blue eyes. They had become such good friends in the 2 years since Nick moved in that they left the doors to their apartments open and it felt like they had one big house instead of 2 separate apartments. The rules were that if the doors were closed but unlocked knock once then come on in, if they were wide open, you could come and go as you pleased, locked meant do not disturb! Nick was getting ready to head out to the grocery store when he decided to run up the steps to Megan’s place and see if she needed anything. She and her longtime boyfriend had broken up a few months ago and she had been kind of mopey since. Her door was closed, but when he tested the knob it wasn’t locked. He gave a light knock then opened the door and walked in, closing the door behind him.

Nick heard a sound coming form her living room so he stepped down the hallway and into the room. Taking a few steps forward he all of a sudden came to a quick stop and listened closely. He heard it again. Megan was moaning. Maybe she was sick! Then he caught sight of what was on the TV. Porn! The full force of what was more then likely happening on the other side of the couch hit him and he felt a bulge in his pants start to grow.

He quickly stepped off to the side to avoid being seen in the mirror that hung opposite of Megan’s couch. The second he looked into the mirror he couldn’t help but stare at the reflection that came back at him. There sat his best friend completely naked! Her legs were spread wide and she had her blonde head thrown back and her dark blue eyes shut as she moved a vibrator in and out of her clean shaven pussy! Nick had always admired her figure and wondered what she looked like naked. In fact, he had relieved himself many nights imagining her naked body on his. Megan’s 25 year old body was about 5’5” and 115 pounds. She was pure curves from head to toe. Even for her somewhat petite frame she was all legs. She had a nice chest, about a 38 D if he missed his guess. And by looking at the way her naked breasts with their perfect round and rigid nipples rose and lowered as she played with herself, he was right. The bulge in Nicks pants was threatening to burst open his zipper. Nick knew that he shouldn’t be standing there watching her, but at the same time he couldn’t tear himself away from the most beautiful thing he had ever seen! Standing there watching Megan pleasure herself he made a decision. He discretely removed his t-shirt and stood there trying to formulate a plan as the moaning on the tv, and from Megan, continued.

All of a sudden Megan stopped and threw the vibrator to the side. “This is just not working for me,” she sighed, “there is just no substitute for the real thing!”

Nick, sensing that his moment had come, quickly stepped around the couch. “Maybe I can help you out then.” As he said this he hit his knees in front of her.

“Nick what are you doing,” Megan gasped! But she didn’t get the chance to pull back. As soon as Nick had hit the floor in front of her he had attached his mouth to her hairless cunt. “Mmmmmmm…,” Megan moaned. “You really shouldn’t be here. Oh my God! That feels sooooooo good!”

Nick looked up at her and grinned. “I just thought I’d help you out.” So saying he lowered his mouth back down to her juicy cunt. He had never tasted anything so good before. He started kissing the outside lips of her pussy. When this started to make her squirm enough, he stuck his tongue out and licked from the bottom of her hot, wet, pussy to the top eliciting a deep moan from Megan. He smiled and spread her pussy lips open and licked again. Megan moaned again and ran her fingers through his black hair. She couldn’t believe this was happening. She had been so lonely since she and her boyfriend had broken up. Not to mention horny. It had been a couple of long lonely months since she had a guy pleasuring her. Nick was a great friend, but she had always wondered what kind of lover he would be. Right now he was proving to be the best kind. He slowly licked her pussy from bottom to top a few times. Then spreading her pussy lips he leaned forward and flicked her clit with his tongue sending shocks of electricity threw her body. He slowly circled her clit with his tongue eliciting a series of small whimpering noises from her. Then once she had tensed her whole body up, concentrating on the path of his tongue, he put his whole mouth over her clit and sucked it into his mouth.

“Oh my God! That feels sooooo good! Don’t stop!” cried Megan!

Nick obliged and continued to suck on her clit driving Megan absolutely wild. He wrapped his arms around her middle to hold her still.

“Ooooooooohhhhh…, I’m gonna cummmmmm! That feels sooooo good!” moaned Megan as she twisted one of her hard nipples.

Just as Nick felt her get ready to explode he took his long, middle finger and shoved it roughly in to her cunt and started pumping her cunt vigorously while sucking her clit. He felt her pussy muscles tighten around his finger as she started to cum. Megan shouted as she came harder then she had even in her last few months with her ex. Nick kept on sucking and pumping her cunt until all her juices had stopped flowing. He licked up all her juices, relishing the taste. He looked up at her heaving chest as she tried to stop shaking and catch her breath. He wondered just what she would do and say now that he had made her cum.

“Nick! What the hell was that all about! What made you come in here and think that you could just start eating me out!?” cried Megan.

Nick sat back on his heels and looked at her with a look between sorrow and satisfaction. “Look,” he said, “I’m sorry that I just barged in on you. I’m not sorry for what I did though. I have been wanting to do something like that to you for a long time. I just figured I was helping you out.”

So saying, he stood up. Megan couldn’t help but notice the huge bulge in the front of his jeans. She always wondered just how big Nick was. Truth be told she wasn’t really mad at him, how could she be after the amazing orgasm she had just had, she had just been shocked. Megan looked up at him then smiled. “Well, I guess there’s only one thing to do.” So saying, and to the shock of Nick, she reached up and undid his zipper. “I have to return the favor you know. I hate debt,” Megan said coyly.

Nick looked down as she pulled down his jeans with a look of surprise on his handsome face. Then he just grinned. He couldn’t wait for this. From the sounds he had heard from down below she was a hot piece and he couldn’t wait to experience even a portion of it.

Megan pulled his boxers down and released his huge boner. “Wow,” said Megan. “I always wondered what this thing looked like.” She stared at his fully erect cock and guessed it to be at least 8.5 inches. “Yummy,” she said. So saying, Megan leaned forward and lightly kissed the head, making Nick feel a little weak in the knees. It had been a long time since he had a hot girl giving him some head. Megan stuck her tongue out then and ran the tip down the underside of his cock. She reached out with her soft hand and took hold of his thick, throbbing shaft. Then she proceeded to lick his cock like a lollipop. Then she blew all over it making the air feel cold on his cock. Then she plunged his cock into her hot mouth. The abrupt temperature difference made him moan. She started bobbing her head up and down his cock. The most amazing part was that as she did this he could feel her tongue swirling around his cock. Megan couldn’t quite get his whole cock in her mouth. Her ex had only been 7.5 inches and she could deep throat him, but Nick was a whole inch longer. She remedied this by stroking him as she bobbed her head up and down his cock. Reaching up with her other hand she started massaging his balls eliciting another moan form him. That made her smile. She loved oral, both giving and receiving. Making a guy shake and moan while she had his cock in her mouth never failed to turn her on. She then removed her mouth from his cock and giving slow sucking kisses down the underside of his shaft she used her tongue and licked right where his cock and ball sack met driving him crazy. Then she took his balls into her mouth one at a time sucking on them as she stroked his cock with her soft hand. Moving her head back up his cock she started to focus on his head. Taking her teeth and nibbling around the top she then started to tongue it. Then sucking on it while stroking his cock and massaging his balls. She could tell he was getting close. His moaning got louder and a little faster.

“Oh God! You are soooo hot!” said Nick as he grabbed her hair off to the side so he could look down and see what she was dong to him. Megan looked up at him and locked eyes with him. Then she winked as she plunged his cock back down her throat. That made his head fall back as he groaned. “You’re gonna make me cum,” he said.

Megan pulled her head back and stroking him said, “Good, I want to taste you.” Then she plunged his cock back into her mouth and started sucking and stroking him faster. Nick could feel the pressure building up in his balls as Megan started to stroke his cock against her tongue, her mouth open and waiting. All of a sudden he let out an animalistic cry as he unloaded his cum into Megan’s waiting mouth. She quickly took his shooting member into his mouth and swallowed as much of his cum as she could.

When she was all done she looked up at him. He took a shaky breath and looked down at her and said, “That was amazing. I knew you were good,” and quickly added at her surprised look, “I could hear you through the floor.”

“Oh,” she said. “Yeah, you tend to forget about that when your cumming. Speaking of which,” She looked up at him with a sultry smile, “you up for another round?”

“Really,” asked Nick surprised.

With a grin Megan stood up and headed back to her bedroom. Nick watched her cute, tight ass then quickly followed. As soon as he walked through her door it closed behind him. Then all of a sudden she was in his arms and there tongues were tangling with each others. Nick’s hands ran down her bare back and then cupped her ass and lifted her off the floor. Megan wrapped her legs around him and he carried her over to the bed. He laid her down and came over top of her, his tongue still in her mouth. Then he broke the kiss and started to slowly make his way down her body. He finally got his mouth on her beautiful tits. He sucked on one rigid nipple then the other eliciting small moans from Megan. He grinned then lightly kissed down her body. Coming down to her hairless snatch he inserted his tongue as far as he can, making her arch her back in pleasure. He then replaced his tongue with his finger and started pumping her with his finger making her moan louder. Then he inserted a second finger and pumped her faster.

“Mmmmmmmmmmm, ooooooooooooohhhhhhhhhhhh….You’re gonna make me cum! Faster!” moaned Megan.

Nick obliged and just as he felt her ready to cum he leaned forward and sucked her clit into his mouth and sucked hard. This made Megan scream with pleasure. He kept it up after she was done cumming and then all of a sudden he felt her muscles tighten as she came again. He finally lifted his head then and looked at her.

Once she caught her breath she just looked at him and said, “That was amazing! I never had orgasms that close together before!” Then she grabbed him and made him lay back on her bed and straddled him. “Your turn,” she purred into his ear. She started kissing him on his mouth. Then she lowered his lips to his adams apple and slowly sucked on it . Her mouth followed it as he swallowed. That seemed to turn him on. Then she slowly started kissing down his chest. Taking a nipple in her mouth she sucked on it gently as she rolled the other one between her fingers. That made him gasp sharply. She then switched and sucked the other one. Then she started kissing down his body until she came to his cock. She just started to lick it and it seemed to slowly come to life. She then took it all into her mouth trying her hardest to deep throat him. She couldn’t quite get it all down. While his cock was in her mouth she started to humm making her mouth vibrate around his cock. Taking him out of her mouth and stroking his steel hard shaft she smiled at him.

“Ready to fuck?” she asked him. His answer was to grab her and flip her over onto her back. She laid there with her legs open and he took his cock towards her open slit. Instead of inserting it right away he rubbed his head up and down her slit and around her clit. Megan arched her back and moaned. “Stop teasing me and fuck me,” she said, “I want it. Fuck me hard!”

Nick figured she had enough and slid his full length into her hot cunt. He groaned as he felt her tight pussy walls grip his cock. He started pumping her his full length. Pulling out, and sliding back in. Megan reached back and took hold of the rungs on her headboard as she cried out. He started pumping her harder and faster. Slamming into her as hard as he could she lifted her hips up to meet his with each thrust.

“Mmmmmmm, that is soooooo good!” cried Megan. Nick didn’t have the breath to say anything. He just kept thrusting. All of a sudden he stopped. “What happened? Why are you stopping?” cried Megan.

Nick just grinned and flipped her over. “Time for doggy style,” he said. Megan smiled and stuck her perfect ass up in the air. He took hold of her hips and slammed his whole cock into her. Thrusting as hard as he could, his balls slapping against her ass, he reached around and started to rub her clit.

“Oooooohhhhhhhhhh my God! That feels incredible! Harder!” was all Megan could say. After a few minutes she stopped him.

“What’s wrong,” asked Nick. “Didn’t you like it?”

“Hell yeah I did! I just wanted to surprise you with something. Now lay on your back,” Megan commanded. Nick did as she said and Megan took hold of his cock and slowly sank down on it. Her blonde head fell back as she sat on his cock enjoying the length and thickness of his cock filling her. Then she put her hands on his chest and started to pump up and down on him. Nick laid there enjoying every minute of it but wondering what the surprise was. Then all of a sudden he felt Megan’s already tight cunt tighten even more. She was clenching him! She smiled down at him for a moment. “Like it?”

“Ooooohhh yeah!” said Nick shakily. He then reached up and took a hold of her hips and slammed up into her as she clenched her pussy muscles around him. He felt the familiar building up in his balls and kept thrusting harder.

“I’m cumming,” shouted Megan. As she came Nick thrusted up harder into her pussy then he emptied himself into her with a shout. Megan collapsed onto his chest then. She rolled off his now softening cock.

Nick wrapped his arms around her and pulled her into his chest and said, “Now THAT’S what friends are for!”

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