Memoirs

Memoirs

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By Chrissy and Peyton

Chapter Four

Samantha

It had been two years since Kim and I experienced having sex together. I spent many nights dreaming of her and me together and the books we read while masturbating. Our secret was still ours, well at least I hadn't told anyone of what we had done together or how I felt about other girls. Throughout the next two years of school I spent many times in and out of class looking at other girls wondering if they had ever done anything like I had done with Kim and if I would ever find someone that I would experience those feelings with again.

Gym class was the best as we would all have to change and shower in the open areas so I could see all of their bodies. I tried to act normal and not stare at anyone in particular but sometimes I would get lost in thought before something or someone would say something that would snap me out of it. This one day in particular I was feeling horny and was trying to take in everything I could so when I got home I would have a clear vision of some girl or girls to masturbate to. I must have been too lost in thought or staring as the girl next to me put her towel over my head covering my face.

Pulling it off I said, "Hey, what was that for?" acting like I was upset.

"You know why," she said and smiled taking her towel back.

"No, I don't," I said but didn't pursue it because actually I knew she must have seen me staring at someone. I continued to get dressed for my next class too embarrassed to look up at her.

She had finished dressing and had her backpack up on her shoulder when she leaned over before she walked out of the locker room. "Sit with me at lunch today. I'll be at the far end by the stage." Then she smiled and turned to walk out.

I didn't even know her name as we only had gym class together and being the beginning of the year I didn't know everyone in this class. My next class was art and my favorite class. I had dreams of becoming a famous artist and owning my own studio in New York or London or Paris displaying my artwork and selling paintings for hundreds of thousands of dollars. One of the nice things about art class was we sat at pedestal tables where you sit high in the air. Why I don't know unless some artist liked to stand and work because when you stood you were at the same level as when you sat. The nicest thing about these tables though is you could see everyone's legs when you sat at the tables as the table tops were at a slight angle. For me and I guess for the boys, this was the best part because any girl who wore a skirt unless they were very careful, at some point their legs were open or their skirt rose up and you could see up their legs and sometimes get a peak at their panties. Maybe that's why the boys were always dropping their pencils, charcoal or paint brushes so they could look up someone's skirt. That wasn't usually a problem for me as I mostly wore pants but did on occasion wear skirts.

After art class was lunch and I went through the line and got my meal. I went to find a table where I could sit completely forgetting about the girl who told me to sit with her. I had placed my tray on a table and was taking my backpack off when the same girl came up to me and picked up my tray.

"Did you forget to come sit next to me or were you going to ignore me?" she said as she took my tray and walked over to the table she was sitting at placing my tray next to hers with our backs to the stage so no one could sit behind us.

I followed her mainly to get my tray back without causing a scene but also curious to know why she wanted me to sit with her. I took off my backpack and placed it on the stage behind me before sitting down.

"I'm Samantha by the way," she said.

"Julianne," I replied.

"Nice to meet you Julianne. What grade are you?"

"I'm a freshman," I told her.

"Cool, that explains a lot. I'm a sophomore," she said as we took bites of our lunch as we only had twenty-five minutes to eat.

"What do you mean it explains a lot?" I asked.

"It means, were you looking at anyone in particular or were you scanning the locker room to see what you could see and being too obvious about it?" she asked me.

Playing dumb though I felt like she had caught me staring in the locker room I said, "I don't know what you are talking about."

"Okay, play the I'm so innocent game, but you had better be careful. You were being too obvious in your stares and if you get caught especially with upper class girls in there you will be in some deep shit," she said and went back to eating.

We didn't talk for the next few minutes as I think she was waiting for me to make the next move. "I'm sorry. I didn't mean to insult you. I guess it was too embarrassing and I didn't want to admit I was staring."

"Apology accepted. And your secret is safe with me. To be honest with you I have been checking out some of the girls in there too. You just need to learn how not to be so obvious." She smiled at me and for some reason I felt a warmth flow run through my body when she smiled at me.

"Listen, I have to run as my next class is in the science building and it takes me almost ten minutes to get there and use the restroom before I go in to class. I would like to talk with you again tomorrow at lunch if you would like. Same table? No one usually comes down this far so we have mostly the table to ourselves," she asked.

"I would like that. See you tomorrow in gym class first," I said as she got up to leave.

"Oh hey, are you going to eat that roll? I love those things with a little butter on them. I usually take one with me and have it in the afternoon for a snack," she asked.

"No help yourself," I told her though I loved the rolls too but she was being so friendly and since she was a grade older, I didn't want to have her upset with me.

That night, I kept going over in my mind what she had said. I needed to learn how not to be too obvious in my stares and more importantly that she had been checking the girls out too. What did that mean? Was she like me or was she trying to get me to admit something so she could use it against me. The last thing I needed was for someone to know and broadcast it around school. I would die if it got out. I would be laughed at, ridiculed and shunned like I had the plague. Then once it got back to my parents I would be grounded for the rest of my life.

Still there was something about Samantha that was intriguing. She was being nice to me and that isn't easy to do for someone in a grade higher. I wasn't exactly the most popular girl in my grade and she had nothing to gain by befriending me so what was up with her being nice.

The next day at gym we exchanged hi's and how's it going before getting in line for roll call and stretching like we did before whatever activity we were doing that day. Samantha stayed by my side most of the class. This particular day we didn't do anything strenuous to require us to take a shower so changing back into our other clothes was all we needed to do. Today I made sure my face was turned towards my locker as we changed so I wouldn't get accused of staring.

"Not checking anyone out today?" Samantha asked while we were changing.

"Shh!" I told her. "Someone will hear you."

"They're too busy trying to best each other at being the prettiest most stuck up snob to notice us right now. Voting is coming up for homecoming court and they all want to be on it so they are brown-nosing to win votes. I'm surprised they haven't said anything to us but I guess we don't count if we aren't in their little circle of friends," Samantha sarcastically said. I could tell it bothered her some that the other girls thought they were better than us.

"It doesn't matter to me who is or isn't on the homecoming court. I won't be going to the game or the dance anyway," I told her.

"Why not? Don't you want to have fun while in high school and be able to look back and say you were there or you did this?"

"I am having fun. But I'm not into sports and I don't intend to pretend having fun at a dance that I don't want to attend. It's all about dressing to show off who has the most money and who is the most popular person."

"Is that the real reason or is there another reason too?" she asked and I could tell she was now trying to get deeper into why I might be checking out other girls.

"I'll see you at lunch," I said as I was finished dressing and didn't want to get into that conversation at least not in the locker room where it could be overheard.

Art class was going great. In fact my teacher liked my work so much she called me up right before class ended to talk to me.

"Julianne, your work is very impressive. Have you had some training in art before this class?"

"No ma'am," I replied. "I find it interesting and like to draw and paint. I'm always drawing or painting something at home."

"Well your work is extraordinary and if you are going to take art class next semester or next year I would like to recommend you for the advanced class with Mrs. Collins. She teaches the advanced students or those who wish to pursue a career in art or design. Would you consider moving into her class?"

"Yes ma'am. I would love to be in advanced art. I don't mean to be disrespectful but I feel somewhat bored in this class because it is too basic and I need something more challenging," I told her.

She smiled and chuckled then said, "No disrespect at all Julianne. This is a basic class for beginners to satisfy an elective requirement and not for those like yourself who already have a talent for art. If we had known you were above this level or had a desire for art, we would have placed you in Mrs. Collins class from the start. I will try to give you some different work this semester to make it more challenging for you. Plus, I would like for you to be my aide and help me with the supplies and some instructing if you are up for the challenge?"

"I would love that, thank you," I told her. She then told me to come back tomorrow during homeroom time and she would show me the things she wanted me to do.

I left for lunch very excited that I had been recognized as having talent and was going to help her as an aide during the rest of this semester. I had no one to tell until I got home but then I remembered I was to meet Samantha at lunch.

Once I got my tray, I headed for our spot seeing her just getting to the table before me. I put my tray down and then my backpack and sat down. "Guess what?" I said all excited.

"What? You seem to be high as a kite!" Samantha asked me.

Since we hadn't really discussed ourselves other than the incident in the locker room Samantha didn't know of my passion for art. I told her I wanted to be an artist and what Mrs. Jefferson had told me about being talented and recommending me for advanced art plus being her aide and helping her with instruction for this semester.

Samantha was all smiles as I told her about what happened and it seemed she really cared that I was happy about it too. "I'm so happy for you Julianne. That is so great!" she said and she gave me a hug.

I was happy, very happy in fact, but the hug she gave me was such a surprise. I pulled back a little and looked around to see if anyone noticed.

Samantha noticed this and said, "Fuck them. Don't worry about what they think. This is a major accomplishment and can be easily explained as a congratulatory hug as many girls do to each other."

"I know and I'm sorry. Thank you for allowing me to gloat for a minute. You are a good friend," I apologetically told her.

"Thank you, you are a good friend too and I hope we can get to be even better friends," she said and looked at me as if she was analyzing how I took that.

Not knowing what to say as I still did not know if she was baiting me or was possibly into girls as I was I didn't say anything back.

"We don't seem to get much time to talk here at school. Would you like to do something on the weekend?" she then asked.

"I guess so. What did you have in mind?" I asked.

"How about we go to the mall? We can window shop and it will give us time to walk around and talk to get to know each other. Plus going into the stores we get an idea of what each other likes or doesn't like by the things they look at. It will be fun and a way for us to spend time together away from school."

"Cool, that sound like fun. I'll have to ask my parents first to see if they can take me to the mall," I replied.

"I can get my brother to drive us there and pick us up. He's eighteen and has his own car. He won't mind unless he already has something else planned. I'll ask him tonight," Samantha explained. Lunch time was over and of course I gave my roll to Samantha.

The weekend arrived and my parents had given me permission to go to the mall with Samantha for the day. Her brother was to drive us and my parents were hesitant about an eighteen- year-old boy driving me to the mall until they found out he was in the military and was home on leave for a few weeks. My dad who had been in the military respected that and said if he was home after his advanced training and on leave before returning for assignment he was a responsible young man and I could go.

Samantha's brother was really nice and dropped us off at the mall. We told him what time to pick us up and which end of the mall before we got out and went inside. It was a fairly new mall with a lot of the big named stores inside and it was two levels which made it even better.

Samantha and I walked around at first then began to go inside the department stores to see the clothing and accessories they had like earrings and necklaces. We really had similar taste and found that despite a year difference in our age we were almost identical in sizes. She had one size larger shoe than I did but we wore the same size pants, skirts, and blouses. Our bras were close too, hers being a thirty-five B and mine of thirty-four B. We got to know each other better finding we liked the same kind of music, the same kind of movies and the same television shows. Going to the mall with her was the best thing ever as our friendship grew minute by minute as we got to know each other.

We were on our way to the food court in the mall to get something to eat when she grabbed my hand and pulled me into this store called Spencer's Gifts. I had never been inside it before as the only other times I had been to the mall was with my mom. As soon as we walked in, I could see why my mom never stopped in this store. They had all sorts of party supplies of the oddest kind and a wall of t-shirts with sayings I would never be allowed to wear even if only around the house. In the back they had a section of sex items like costumes for parties and sexy lingerie. This is where we ended up as we walked through the store.

"Here you should get this," Samantha said and handed me a costume teddie outfit. "You would look so good in this."

"Samantha! No way I would wear that!" and laughed at her placing it back on the rack.

"You would look good in it though," she said a little quieter and more serious.

Then she got distracted and pulled me over to the wall on the other side. "Oh my god, look!"

There on the wall was a collection of dildo's and some other sex toys. "Oh, geez!" I said and looked around to see if anyone else was watching us. "I didn't know you could buy those here in the mall. Actually, I'm not sure I know what all these things are?" I said a little embarrassed.

"Me either," Samantha said. "But some of them look like they would be fun to try and others look like they would hurt."

"Let's get out of here before someone sees us looking at them," I said and tried to pull her out of the store.

Once we were out in the mall I asked her, "Do you know what you do with those things?"

"Yeah most of them are to simulate a dick and for women to use on themselves to get off," she said. "Have you ever tried anything like that in you?"

"Samantha! No. Have you?"

"Well....," She hesitated.

"Oh my god, you have haven't you? " I asked and pulled her arm to stop her from walking.

"Shhh, not here in the open," she said. She pulled me over to the middle where there wasn't anyone walking. "There is something I need to tell you but not here in the area where anyone can hear us. Let's get something to eat and take it outside to the patio area."

We went to the food court getting chicken sandwiches with fries and a coke and took it outside where they had a little outdoor patio and sitting area. We found a table where no one else was around and sat down facing the door so we could see if anyone was coming towards us.

"Okay, now spill. Tell me what is so secretive you couldn't say it in there? All I asked was if you had ever used one of those things before," I questioned her.

Usually I was the one who was shy and reserve about talking but today being around Samantha I felt I could talk about anything... well almost anything. Now, though she was the one being shy and reserve.

After a few minutes of her looking at me then her sandwich she finally said something. "Yes, I've used something like those things before."

"No way? How? What did it feel like?"

"This is why I didn't want to say anything inside around people because I knew you wouldn't be able to accept a simple yes without a lot more questions flying out of your mouth," she said.

"I'm sorry. I didn't mean to pry. It's none of my business. I'm sorry."

"No Julianne. You're not prying. I wasn't sure this was the time to have this discussion because we have had such a great time today and I didn't want to risk losing you as a friend," Samantha said and seemed really worried.

"Samantha, what is it? You are my friend unless all of this was a ruse to get me to say something you were going to use against me. I honestly felt we were friends and could talk."

"I'm not sure what you mean but I wasn't trying to trick you into saying anything. I like you and thought we were becoming good friends too."

"Then tell me what it is that you are afraid to tell me. I promise you that you will still be my friend unless you murdered someone then I'm out of here," I said and laughed trying to ease her tension.

"That's it. I'm a serial killer and I use sex toys to kill my prey," she came back and we both laughed a fry shooting out of my mouth causing us both to roll with laughter.

"Do you promise whatever I tell you, you will still be my friend?" Samantha said now almost pleading.

"Yes Samantha," I said reaching for her hand. "You will still be my friend. I always wanted a serial killer as a friend just in case I need someone taken out."

"Seriously, I need a friend and I don't want this to come between us," she said.

"Seriously, you are my friend and I promise I won't let whatever it is come between us."

"You remember I told you I had just started at this school last spring which is why I still didn't know a lot of people?"

"Yeah, I remember that."

"The reason I am attending this school is I was having trouble at my previous school and it got so bad our house was being t-peed and signs put in our yard so my parents sold the house and we moved here to get away from all of it."

"Oh my god Samantha, what happened? Did you really kill someone?"

"No, but I wish I had, then my parents wouldn't have had to go through all of this because of me. You see there was a reason I knew you were checking other girls out in the locker room. I do it too. I do it because I'm sexually attracted to girls and seeing you look at them made me think you were too and you were someone I could be friends with because you would understand."

I didn't respond fast enough for her because I was trying to decide how to phrase my response so she came right out with her next question. "Was I right in my intuition?"

"Yes, I didn't realize I was being that obvious though. You don't think others noticed do you?"

"No, they didn't. I was watching. But if you had kept looking they would have. I didn't want you to go through what I went through so I put my towel over your head."

"Thank you, but what happened to you?"

"Where I lived before I had a girlfriend and we had been together for almost a year. We had sex and taught each other how to make the other feel really good and do different things. As for the sex toy, she found one in her mother's nightstand and we used it on each other. I've also used other items too like a cucumber and even the handle of my hairbrush. Anyway, no one knew about us except my brother who was cool with it until one day someone saw us holding hands as we were leaving a football game. The next day at school everyone made fun of us and it just got worse as the year went on. By spring time we broke up from the pressure and her parents sent her away for some type of religious therapy. My parents, while disappointed, were more understanding but once the bullying spread to my house it was too much and we moved.

"Oh my god, Samantha I'm so sorry," I told her as I took her hand in mine. "Thank you for telling me. I guess I should tell you my story and confess to you. "Yes, I was checking out the other girls. Three years ago my best friend and I found some sexy books and magazines. We would read them and eventually one thing led to another until we were masturbating together. That led to us kissing and having oral sex. We never used anything other than our mouths or fingers on each other though. No one knew about us but the peer pressure got to her and she started dating a boy and after that we no longer talked. She moved away not a year later and I haven't heard from her since. Now I masturbate thinking of the times we had together and dreaming about the girls in the locker room wondering what it would be like to have sex with them."

"We have that in common then too," Samantha said. "Since Gretchen and I were together I've been afraid to let anyone know because I don't want what happened at my last school to happen here. But I go home at night and masturbate thinking of being with some of the girls too."

"Your secret is safe with me and I hope mine is with you too. You can count on me if you need to talk about things. I won't judge you or turn you away. I consider you my best friend, one who I can trust," I told Samantha looking her in the eyes as I said it.

"Your secret is safe with me too. I will be there for you too and consider you to be my best friend," Samantha said and smiled back at me.

We finished eating and went back into the mall doing more window-shopping going in all the stores just to see what they had in them. It was getting close to the time her brother was to come get us and we were at the store next to the exit where he would be picking us up. Looking at some pretty tops, Samantha grabbed two.

"Follow me," she said.

We went to the changing rooms and got a card from the attendant for the two items and Samantha pulled me into one of the changing stalls with her. Once inside she closed the door and hung the items on the hook on the wall. She turned to me and I was wondering if she was going to pull her top off in front of me. Instead she moved to me placing her hands on my neck and cheeks.

"We won't get any time to do this once we leave the mall but I have to do this before we leave," she said then leaned in pulling me to her kissing me on the lips.

At first I was stunned but then feeling her lips against mine brought those same feelings back I had with Kim. I didn't pull away instead I began to kiss her back.

"I've so wanted to do that ever since I saw you in gym class," she quietly said to me.

"I didn't know you wanted too. I thought you were just being nice to me," I told her.

She moved closer and we kissed again this time our lips parting and our tongues caressing each other's tongue. I moaned a little maybe too loud as she broke the kiss. "Shhh, we don't want to get caught," she whispered.

"Sorry," I whispered back. "This is all new to me." Then I kissed her again.

We kissed a few more minutes then she said we should go as we had been in here more time than it should have taken to try on two tops. We left the changing area giving the attendant back the card for two items and hanging the tops we never tried on back on a rack outside the changing room. As we walked out of the mall towards where her brother was to pick us up she took my hand and squeezed it.

"Maybe next weekend you can come over and spend Saturday night at my house," she said.

I looked at her squeezing her hand back before we let our hands go, "I would like that."

The following weekend my parents wouldn't let me go to Samantha's as my grandmother was coming over and they insisted I be home with all of them. Samantha and I made plans to try for the following weekend. She asked me to come over around noon on Saturday and spend the night going back home around noon on Sunday. My parents dropped me off at her house because they insisted on knowing where I was going to be since they did not know Samantha's parents. Samantha's mom and dad came out and met my parents easing their concerns about the unknown family I was spending the night with.

Samantha and I went up to her room to drop off my overnight bag trying to decide what we were going to do for the afternoon. It was the middle of fall and too cold to go in her pool but we thought we could listen to some music or go to the park down the street. Her parents called her after my parents had left so she went down to talk with them.

She came back up a few minutes later smiling. "My parents are going out to look for a new washer and dryer and then grocery shopping. They will be gone for two or three hours at least. My brother is with some of his buddies and may not be home at all today or tonight. I told them we were fine and would stay here until they got back."

Somehow, I knew what she had in mind with the smile she had on her face but it didn't bother me. I was actually hoping at some point we would be able to cuddle and kiss some more. Her parents left and Samantha turned on her stereo. She had tons of cassette tapes of all the popular music. We sifted through some and picked out four tapes to play. She went to the kitchen and got us both drinks and some chips to snack on while we listened to the music and danced around.

It wasn't long before one of the tapes played a slow song on it that was very romantic which we both liked. She held out her hand to me and we began to slow dance to the song moving closer and closer to each other as the song played. Before the song ended, we were pressing against each other her hand in mine and the other around my lower back. My other hand was on her shoulder as we were staring into each other's eyes.

I'm not sure who made the first move but it most likely was both of us at the same time moving our faces closer until our lips touched each other. What started out as us moving in a circle to the music with our lips together quickly turned into us standing still and kissing passionately with our free hand moving up and down the other's back. We both moaned to our kisses which only encouraged us to kiss even harder.

Out of breath, our lips parted and we both placed our head on the shoulder of the other. We stood there a few minutes not moving other than to hold and caress the other's back. Samantha lifted her head and kissed and nibbled on my ear before softly saying to me, "I want to make love to you Julianne and I want you to make love to me."

My body shuddered from her breath on my ears but more so from the excitement I was feeling. Knowing I was spending the night here, I was hoping at some point we would be either kissing or more and it now appears Samantha was hoping for more too.

I didn't say a word to her but pulled my head back to look at her and with my eyes probably sparkling like two shining stars. I smiled at her and leaned in to kiss her again. I moaned as we kissed and I could feel her hand moving from my back across my bra to my side and over to my front as her hand covered my bra cup. Her thumb was running across my bra onto the swell of my breast above the cup. Even over my shirt it was stimulating to feel her hand there and I moaned even more when she touched me. I was wearing a long sleeve button up blouse. We broke the kiss and she moved her head back enough so she could see what she was doing looking at me to gauge my reaction as she began to unbutton my blouse. It wasn't tucked into my jeans and once she had it unbuttoned she left it on me but open. She looked at me smiling as her hands came back up to cup both of my breasts over my plain white bra. I looked back at her my face showing my excitement yet also revealing for her to not stop what she was doing.

Samantha leaned in and kissed me again as her hands moved around my back finding the clasps of my bra and unhooking it. Her hands were now under the straps as she brought her hands forward on my skin until she cupped both breasts with her hands her thumbs immediately finding my nipples and running back and forth over them. All I could do was moan and kiss her back. Having long sleeves on there was no way to take my bra completely off so it hung down just below my breasts. I tried to take my shirt off but she stopped me at first then told me take it off to get me bra off then put it back on as it was more erotic with my shirt on, open and my breasts bare. It wasn't until I got home the next day did I look in the mirror seeing what Samantha was saying and finding it was erotic to have your shirt open and no bra on.

After I complied with her request, I reached over to her to take her top off which was a pullover light sweatshirt. Lifting it off of her I smiled at her breast covered by her light blue bra. Her breasts were the same size as mine and I could see the swell at the top where the bra didn't cover and the small cleavage she had. My smile got bigger as she reached behind her to unclasp her bra letting it fall to the ground at our feet. My hands reached out to cup both of her breasts and she closed her eyes and moaned and shivered a little when my fingers touched her. We kissed and stayed like that touching and feeling each other's breasts for a while before her hands left my breast and lowered to my jeans. She unfastened the snap at the top and then unzipped them her hand touching the top of my panties as she unzipped the jeans.

She left her hand there moving so her palm was against me as she pushed her hands down over the front of my panties under my jeans. She moved over my mound and down my vulva until I could feel her fingers spreading my labia and sliding up inside of them. My hips on reflex moved into her hand and I grabbed her sides holding her tighter from her arousing touch.

"You're already so wet," she whispered to me.

"You did that and you are going to make me cum any minute too," I whispered back.

"Let it cum. We have time for much more. Don't hold back," she said as she applied more pressure into my slit with her finger.

"Oh, god!" I moaned. Her fingers plus her sensual talk had me on the edge and I didn't think I could last any longer as I felt my orgasm quickly rise. "Oh, god, Ahhhhwww!" I moaned and came hard my hips thrusting up into her hand and my hands pulling her body into me.

Samantha held on to me while my orgasm rose and fell keeping me from falling to the floor. She kissed my forehead and cheeks as I was recovering her fingers easing back the pressure finally letting it go as she hugged me with both of her arms.

"Oh god, that was quick and powerful," I said when I had finally recovered. "You had me so turned on before you even touched me it was amazing how quick and hard I came."

"I take it with your previous girlfriend it was all getting right to it and no foreplay?" she asked.

"We never thought about foreplay. We did some turning each other on at first. But what you did was unbelievable," I smiled at her.

"From where I stood it was pretty amazing and unbelievable too."

"Why don't you take these off," I told her as I hooked my fingers in her waistband of her sweat pants pushing them down. "Then let's get in your bed so I can try to show how much what you did to me felt like."

She pushed her sweat pants down revealing her light blue matching panties smiling at me as she crawled into her bed and moved over giving me room to get in next to her. I removed my jeans and pushed my already wet panties off crawling in next to her completely naked. We wrapped our legs and arms around each other kissing and holding on to each other as we rocked back and forth. Our breathing increased as our kissing became more intense my hand on her breast playing with her nipple.

"I like how you touch me Julianne. You have such a gentle touch that is getting me hot and wet. Suck on my nipple and put your hand between my legs," She whispered to me as she spread her legs allowing me room for my hand to touch her.

Her talking to me and telling me what to do was so erotic. She encouraged me to move with more confidence as she was telling me what she liked for me to do to her. My hand moved lower on her stomach and over her panties. I could feel the heat between her legs and the moisture on her panties as I lightly ran my hand over her. Samantha moaned and lifted her pelvic area up when my hand touched her and she began to undulate her hips as my hand moved up and down between her legs. I could feel her slit open up as my hand moved up. When I got to the top of her panties her hand grabbed my wrist and she moved my hand underneath her panties and pushed it down to her bare pussy.

As my fingers slipped between her lips and I could feel her moisture she whispered to me, "use two fingers inside of me."

I stuck two of my fingers inside of her listening to her moan as they entered her and watching her hips push up to meet my fingers. "Yes, yes, that's it Julianne, now faster, yes, yes," she moaned.

I was pushing my fingers in and out of her at a pretty fast pace and her hips were bouncing up and down to match my motion. "Put a third finger inside of me. I'm close to cumming," she said almost out of breath.

I added another finger and was amazed at how easily it slipped inside of her and pumped my hand back and forth as my fingers tried to hit her spongy spot behind her clit. I used my thumb to rub her clit as my fingers moved faster.

"Oh, God yes, that's it. Harder Julianne, I'm right there," she moaned and then her hips moved up and down a few more times before she grabbed a hold of my shoulders as her body jerked and her stomach seemed to tighten up. Her head fell back into the bed and she gasped her face screwed up making a funny look. "Ahhhwwwwggg! Yes, oh god yes!" she squealed and came hard. I could feel her juices increase when she came and I knew there was going to be a wet spot on her bed underneath her when we were done.

I slowed my fingers as her high began to settle back down and I moved up next to her. She had a little bead of sweat on her forehead and lying there so peaceful I thought she was the most beautiful girl in the world. I kissed her forehead trying to clean the sweat off of her when she opened her eyes and smiled up at me.

"Now that was an orgasm!" she said. "Wow, you are really good with your fingers. I thought I had died and gone to heaven when I came."

"Well thank you but you were the one telling me what to do. Without you saying what you liked I wouldn't have known to add a third finger."

"It would have been the same results with only two. You really do know how to use those fingers hitting all the right spots inside of me."

We hugged and kissed some more before we both became aroused again. "I have to taste you," she told me. "But I want you to lick me at the same time. Are you okay with that?" she asked me.

"Do you want top or bottom?" I smiled back at her.

"This time you can be on top. Next time we'll switch," she said with a devious smile.

"Ummm, that means there is going to be a next time? I like that," I smiled back at her as I moved and reversed my position so I was now straddling her head and I was able to lower my head between her legs.

I had just got in that position when I felt her tongue take a long lick through my slit. I moaned as my head was no more than an inch from her pussy. I could see her pussy lips seemed to quiver slightly when I moaned and my breath blew across her pussy. I focused on what was before me trying not to react too fast to her tongue which was already driving me up the wall. I drove my tongue inside of her lapping up the wonderful taste of her juices. I'm not sure how long we were able to hold out but it wasn't very long and both of us came almost simultaneously as we ate each other to not one but two more orgasms.

I collapsed on top of Samantha out of breath and energy. I could tell she was in a similar state as her body didn't move for a while even with my weight on her. She was the first to move though telling me, "hey, get your fat ass off of me. I can't breathe," she said and kissed my ass cheeks.

I rolled off of her and reversed my position crawling up to her. "I didn't hear you complain about my fat ass when you were eagerly licking away at it," I chuckled to her.

"Never, you have a beautiful ass and you can lay on me like that anytime you want too. Just don't lay too hard so I can't breathe."

"Well if someone wouldn't take all my energy out of me when I'm on top of them then I wouldn't have collapsed on them."

"Mmm, come to think of it maybe it was worth it," she said and we hugged and kissed planting kisses all over our faces and our lips as our eyes never left the other.

"I want to spend the rest of the day in bed with you but my parents will be home soon and I don't want them catching us like this. It would be too much for them. Let's get dressed and go down stairs to get something to eat and drink," Samantha said as she moved to get out of bed.

We dressed going down stairs to eat then we settled in to her family room and turned on the television. It was good timing as we could hear the garage door open letting us know her parents were home.

That night after we went to bed we fingered each other making sure we kissed so as to not let our moans and groaning come out too loud for her parents to hear.

The rest of that semester Samantha and I sat for lunch together in the same spot me saving my roll for her every day. In gym class we always paired up with each other when we could pair up. As the semester moved on I had begun assisting Mrs. Jefferson in art class. This seemed to get me noticed more and other girls and boys were paying me more attention. Sometimes they would come and sit where Samantha and I would sit for lunch. Samantha never said anything but I could tell she didn't like someone intruding in on our time.

Homecoming came and Samantha tried to get me to go but I was adamant I did not want to go even though I had been asked out by a few of the boys from my grade level. Samantha asked me if I minded if she went as she had been asked by a boy from one of her classes. I told her to go for it but remember she was my girlfriend. She told me not to worry as boys did nothing for her sexually. She went to the prom telling me she had an okay time but I could tell she had more fun than she wanted to admit to. I think it was the attention she liked as she was making more friends from her grade level now that she had been in school for months.

We made it through the semester though there were times I was worried that our relationship wasn't going to make it as Samantha didn't like other people interfering with our time together. She wasn't possessive to the degree of being obvious but it was apparent she felt we were a couple and didn't like anyone else bothering us.

The holidays were here and Samantha seemed to be much happier. Then again with school out there was no one who could take away from our time together. We spent most days of the holidays together either at her house or mine as our parents were gone during the day at work.

It was one of those days she introduced me to her homespun toys since we didn't have access to real ones. We had just finished having oral sex in a sixty-nine position and were cuddling resting from our orgasms which with Samantha were always big ones.

"I want to try something different," she said to me.

"What else is there to do? There are only so many ways we can use our fingers on each other or have oral sex?" I asked.

"Wait here," she said and she got up out of bed going into my bathroom as today we were at my house. I heard her opening and closing cabinets and drawers and was ready to go see what she was doing when she came out with my hairbrush.

"Unless we go through your mom's things to see if she has something better this will work?" she asked holding the brush up by the bristles showing me the handle.

I then realized what her intentions were and knowing or at least thinking I knew my mom would never have the real thing I got a smile on my face and said, "Oh, mmm. Let's try that first."

She smiled back and got back in bed with me. "You want to go first or you want me to go first?"

"Ah, why don't you do me first so I can see how to use it on you," I reasoned but really was afraid of it hurting me. At the same time I also didn't want to hurt Samantha either.

She leaned down and kissed me then sat up and moved so she could see what she was doing. My hairbrush had a round handle that was plastic and smooth with no finger grips on it. The tip was smaller than the middle of the handle so it was perfectly shaped to use. She spit some of her saliva on the handle then wiped with her finger to get it wet all over.

"Are you ready?" she asked as she smiled a sensual smile at me. I nodded my head as I bit on my lower lip.

Samantha placed the end of the handle at my opening and ran it up and down inserting the tip inside of me. She did this a few times then placed the tip at my entrance. She used her other hand to tease my clit as she slowly inserted the handle inside of me. As soon as I could feel it part my lips and begin to enter me I moaned and opened my legs a little more.

Seeing how receptive my body was to accepting the handle she pushed a little harder and the handle slid inside of me up to her hand on the bristles. I gasped and my hips reacting by flexing up to meet the handle as it slid in.

"Oh God, it actually went in. It feels good but it is cold," I said.

"It will warm up in a minute or so. I will go slowly until you are more comfortable with it in you," she replied.

She slowly moved it back and forth my body warming it up fast. Her pace increased and soon I was moaning and my hips were moving back and forth trying to match her motions of pushing it in and out of me. Her thumb continued to touch my clit and my breathing became rapid and shallow.

Samantha could tell I was rapidly approaching an orgasm and she quit teasing my clit with her thumb instead replacing it with her mouth. She placed her tongue on my clit and twirled around it.

"Oh God, Samantha, oh fuck, oh," then I came with my body erupting in an orgasm jerking as she kept moving the brush handle back and forth rapidly inside of me.

As my body eased down from my orgasm she slowed her motion with the brush and then pulled it completely out placing it in her mouth sucking all my juices off of it.

"I take it you liked it?" she said with a smile when I had recovered.

"Oh god yes. Now I can't wait to try the real thing!" I replied.

"You mean a boy's dick?" she questioned.

"No, I mean a real dildo not a hairbrush," I said and laughed.

"Yeah, you need to. They are really great. But this is all we have. Now it's my turn," she said and gave me the brush as she lay on the bed and opened her legs up for me.

I tried to do just as she did first by spitting on it then wiping the spit around before running the tip of it up and down her slit. Samantha moaned as it slipped inside of her and her hips began to flex back and forth as I moved it in and out of her. She was pushing hard and I could tell she wouldn't last long much like I didn't either.

Oh fuck Julianne, more, more, faster, please?" She moaned. Then her orgasm overcame her and she about bounced off the bed when it hit her. She grabbed the sheets and rocked back and forth holding my hand with the hairbrush still inside of her. After a minute of trembling she collapsed on the bed her chest rising and falling as she tried to catch her breath.

"Fuck, that was oh my god so good," she exclaimed when she could talk.

A few days later at her house she introduced me to fruit. She had her brother take her to the grocery store where she bought a zucchini. We liked it better than the brush as it was longer but after we used it on each other you had to throw it away.

The second semester started and we no longer had gym together nor did we have the same lunch periods as I had the early one and she had the later one. We seldom saw each other at school having completely different classes and lunch schedules. I had begun my class in advanced art with Mrs. Collins and loved the challenge of being in her class.

Samantha and I still saw each other as much as possible outside of school but it was apparent our relationship was not what it was before. I don't know if it was me or her but I could sense she was spending time with me only because she felt more obligated and was afraid of breaking it off for fear I would either tell on her or she would be alone. I knew something was up though and finally I confronted her.

"We need to talk," I told her one morning as we arrived at school and I saw her walking in the hallway.

"What about?" she asked in between saying hi to this person and that person.

"Can you meet me after school at Johnnie's?" Johnnie's was a neighborhood store halfway between both of our houses that sold various things from toys to party costumes everything geared towards the younger age group. It even had an arcade in it which attracted many kids after school and on weekends.

We met at Johnnie's and I made it a point not to waste any time beating around the bush. "What's wrong with us? You don't seem to be as interested as before and I feel you are just going through the motions."

Samantha hesitated and I could see her eyes get red and knew I had struck a nerve. "Julianne, I don't know what to say."

"Have you found someone else?" I asked her.

Again she hesitated and I knew the answer. "Samantha, if you have while I am hurt, I don't understand why you didn't tell me. I thought we were closer than that?"

"I didn't want to lose you as a friend. You still are my best friend," she said.

"So you have found someone else then?"

No, not in that sense. No one can replace you or what we have. It's just we are older and in different grades and now that I've been here for a while I've made a lot of friends in my classes this semester and they want me to hang out with them. You are always so busy with your art and all. It just seems that we don't have as much time together."

"Samantha, you will always be my friend no matter what. I promised you that a year ago at the mall and nothing has changed that. I understand if you have made new friends and want to spend time with them. Really, I do."

"But what about us, you know the sex?" She asked.

"You can't have it both ways Samantha. I'm not a slut to be used simply because you are horny and want some pussy to play around with. But that doesn't mean we can't be friends. I still love you as my best friend and if I need a shoulder to cry on, I expect you to be there and vice versa. Maybe some time we can have a mutual fuck but if you are going to be around your other friends you probably should not do that so they don't know about us."

"I didn't expect you to be so understanding. You are making it harder than if you got all mad and never wanted to speak to me again," Samantha said.

"Is that what you want? You want me to get mad and refuse to speak to you?"

"No," she said.

"I didn't think so besides if I did act that way, people would wonder just what was up between us if we didn't speak. Staying as friend's people will not wonder about our relationship," I explained to her.

"Julianne, I do love you and it really hurts to do this to you."

I gave her a hug and kissed the top of her head. "See you around Samantha," I said and got up and left.

Samantha and I remained friends throughout school seeing each other on occasion and filling each other in on what was going on in our lives. We even did have that mutual fuck here and there as we never really got over our attraction for each other. It was through Samantha I was introduced to toys and the joy of using them and most of our later sessions with each other involved the use of some sort of toy.

However later that year she told me she had found a girlfriend she had met at a party she had attended. The girl went to another school so it was a perfect situation for them. I kept in contact with Samantha even when she left for college. Her girlfriend and she were able to room together in college and last I heard they were going strong very much in love. As soon as they graduated, they were going to move to the San Francisco area where it was more common and more tolerant to be gay. Sadly, after I moved to Paris, I lost Samantha's address and we haven't communicated since.

To be continued.....