[bms549]

While a freshman at college, away from home and my girlfriend, I made friends with a girl I met in a computer class. Turns out she was from the same hometown, but I didn't know her prior to our college class.

I helped her a LOT with programming homework, and we became close friends at school. She was not unattractive, but I had a girlfriend and she knew it. "T" had huge breasts and gorgeous eyes, but for whatever reason, I never entertained the thought of anything sexual between us. We spent a lot of time at the library, in my room, and a little time in her room.

Eventually she asked me to a turnabout dance for her sorority, and qualified it with the obligatory "We'll just go as friends" comment. We had a good time as friends, but again, absolutely nothing sexual. However, she always was sure to tell me what a great build I had. She commented frequently that she was a "chest" girl, meaning she liked men's chests, and I had a great one - though I don't remember ever showing it off to her.

One night we found ourselves in her room at the end of a long week doing homework. She was on the couch, me in a chair, and she must have commented how tired /stressed she was and just basically unwilling to study any more. When I mentioned leaving her alone to go to sleep, she asked if I wouldn't mind massaging her upper back a little before I left.

I remember starting out a massaging round her shoulders and neck, over her shirt, with her her seated at the end of the couch and her legs on the couch, sitting so her butt was against the armrest. I was standing at the end of the couch. As I massaged, and she relaxed, I naturally progressed to lifting her shirt and placing my hands on her bare back as she leaned forward. This went on for some time, and I was passing over her bra strap repeatedly until she reached back and unsnapped it. I continued on, concentrating on the innocent shoulder and back massage for some time as she became more and more relaxed (aroused I wonder while thinking back?)

Anyway, I progressed closer to her waist and sides, and a few times as I worked my way up towards her shoulders my hands were a bit outside and I would push the barrier a bit at rubbing against the outside of her breasts. She never indicated any discomfort or resistance, so I kept massaging more and more as I went, even working around to her stomach.

Then, as I was reaching around her stomach from behind, she slid down onto the couch so she was face up, and my hands immediately found themselves on her breasts, shirt and bra riding up around her neck. The thing is, I continued massaging around her breasts, fully exposed, but not touching them. Was it because of my girlfriend back home? Not wanting to risk going too far? She reached up and pulled her shirt and bra off in one quick motion and said, "It's okay, go ahead."

I took her 36Ds into both hands and massaged. She had a great body, but there was still no desire to jump on her. I was doing a friend a favor. As I worked my magic, my hands would occasionally dip down to her beltline and the tips of my fingers would dip beneath the tops of her jeans ever so slightly. Again, no resistance from T, but now I was going to take my time and torment her. At first, I only went south on her stomach every few minutes, and not far at all. Like I said, just under the fabric of her jeans at first. It seemed like forever until I was reaching just slightly further each time I went below her breasts. The jeans weren't loose by any means, so at one point I remember unbuckling her belt and unsnapping her jeans, lowering the zipper to expose her black panties. Again, no resistance.

With the jeans looser, I was able to continue massaging her breasts, stomach, abs and now pubic area. I couldn't see much downstairs, and as my fingers got closer and closer to the promised land, she drearily said "I'm having my period."

F*CK!

Maybe it was a good thing. Maybe she knew I would regret it later. Maybe she was, maybe she wasn't. I didn't want to find out for sure, so I continued to enjoy the breasts for a long time.

After what seemed like an eternity. She sat up, buckled her pants, put on her shirt and stood. "Tim, (not my real name) I don't want you to stop being my friend because of this. It doesn't have to happen again because I know you want to be faithful to _______." We talked a bit, and then I sat on the couch innocently enough. She placed her warm hands on my shoulders and said something about returning the favor - which I wasn't about to turn down! I leaned forward and let her hands go to work on my shoulders and back, her now fully dressed and having swapped positions from 10 minutes earlier.

It didn't take her nearly as long to work her way to the front of me. I was laying on the couch with my shirt on at first, but when she pulled it up towards my neck you would have thought she was seeing Charles Atlas. "God, I love your chest! It's proportioned so well! I would love to just massage it all night." She did massage it, for a long, long time.

And then, just as I had done earlier in the evening, she started slowly running just the ver tips of her fingers towards my jeans. And then under them. I was starting to get hard at the thought of her seeing my dick, knowing how sexy she thought I was. I had thought through several times before this night that I know this girl would love nothing more than to see my naked. Should I give her the opportunity?

She worked her hands under my jeans a few inches at first, not even to the pubic hair, but arousing the hell out of me. There was going to be no turning back if she continued. And then she did. She unbuttoned my jeans and lowered my fly to allow her hands a little more working room. My now growing dick was plastered down the side of my leg and she wasn't doing anything on the outside of my pants. Rubbing mostly my nipples, abs and just under the tops of my shorts. As she did so, I slid on my back towards the arm of the couch where my head was. It had the effect of pulling my pants and shorts lower, so that just the base of my cock was exposed. She immediately gasped and took it as a green light to play with my pubic hair. She worked delicately around the base of my cock without touching it. She was driving me insane.

I couldn't take it any more and so I reached in and pulled the tool upward. The top half was exposed and she looked for a long time, not touching but remarking how well I was built, how sexy and what a great body. Why wasn't she touching it? Because we were good friends? I was about to explode and I was only getting teased mercilessly. I think now, looking back at the event, that she was having fun with me. So I reached down and started stroking myself.

I don't think she had ever seen a guy stroking himself before. She was mesmerized, and so I pulled my pants around my ankles and continued. She placed her hands on my thighs watching, rubbing everywhere but my dick and balls. She left that up to me. Then she finally cupped my balls and started playing with them while I worked my shaft into orgasm. I came all over her couch with her watching. Then I closed my eyes, laid still and rested.

T went to work wiping up after me. She didn't dress me though. She pulled me up and walked me (pants around my ankles) to her bed (we were in her dorm room and her roomate was gone.) I passed out there.

I woke up the next morning with a vague recollection of the previous night. I was sticky on my thighs, and still naked under a sheet. She was sleeping on the bunk above.

I left that morning, and we remained friends after that, never mentioning it to anyone.