We carried on making out in front of him and I noticed he had his hand in his jeans and was masturbating, to be honest this shocked me at first but it... only natural- he was almost ten years younger than us and incredibly fit(earlier in the club I said to another friend that I thought he might be gay, as he was so buff, and my girl later told me that right from the start of the night she thought the same and had decided that one of us was going to have him that night!).I started to eat out her. My penis deflated and she pulled back to witness its fall from grace. A tiny pearl wept from the tip but her tongue quickly flicked out to capture and devour it.A great lassitude suddenly possessed me and I automatically held out my arms to enfold her. She slipped into my embrace with her head resting against my chest. My heart thundered with the excitement of what had just happened.As we snuggled together, a whole raft of questions played through my mind. I couldn't comprehend why she had. My need for her makes it real for us both. Now I feel her touch!That fire of need is stoked even higher as she seems to float down on top of my body. She lays fully astride me now. Her eyes plead for gentleness, yet they glow brightly with excitement at what she is about to experience."I love you, Billy" Then she kisses me. I can't find the words to describe it. She was there, yet she wasn't. The same with her kiss. It was the most passion filled kiss I've ever had, yet her lips were still so. I was trying to hold back,but I coughed and started to choke a little,like sallowing the wrong way and tears were in my eyes.He said try and stop worrying as he pulled me up some and put his arms around me again. Telling me everything will be ok. He let up on the hug and holding and when he did that the blanket went down below my waist,I was now scared. and almost crying,trying to hold back the tears,and when I leaned over to hug him the blanket got pushed off of me,andhugging him I held on.