Al had decided that tonight was going to be the night. Either he would get somewhere with Carol or would give it up. He was tired of being a 25-year-old virgin.

Carol and he had been going out for almost two years and all he had to show for it was some dry humping at the end of the night and a lot of jerking off at home.

Sure once he had her shirt open, her bra up and got to suck her nipples but she didn't let that last long and about a month ago she had let him rub her pussy through her jeans but then she sent him home for another night of jerking off.

He had rented hotel room and stocked it with her favorite drink Rum and Coke. He was going pick her up, take her to a show and then stop by the hotel bar for a drink. Then he would suggest they go upstairs to have some more to drink and watch some TV then he would see what he could accomplish.

He knew some people thought they didn't belonged together, she was the daughter of a lumber company Vice-president and he was the son of a machine shop timekeeper but he loved her or at least lusted after her. Sure at five foot nine inches she was almost as tall as him but so what. His friends thought she was to skinny at 125 pounds but her 34B bust and long legs drove him wild.

Carol was getting ready for Al to pick her up. She thought it would probably be another OK date. A show, a couple drinks some rubbing at her door and good night. For this all she needed was a bare midriff blouse and a pair of shorts. She knew the bare midriff and her long legs would drive Al nuts.

Al was a nice guy but not in her class. He had shown up at a picnic wearing crew socks rather then knee highs and had no idea of the correct wine to order. She knew he wanted to get her in bed but it was never going to happen but she enjoyed teasing him and leading him on. He made it easy because for some reason when a girl said NO or STOP he actually stopped.

She had lost her cherry to Jeff the son of another VP and hoped they would get back together after he completed studies for his Master degree. They had had sex several times. The act itself had been OK but she didn't see why some of her friends were so thrilled by it. Jeff had told her six inch long, one inch diameter cock was a little bigger then normal and she had no reason not to believe him. The first time pain had not been bad and after that the few minutes of rubbing was pleasant but nothing special, maybe someday she would come to enjoy it.

After the movie and a drink he asked Carol if she wanted to watch some TV upstairs and much to his surprise she accepted. Once in the room he turned on the TV, made them a drink and they leaned on the bed headboard to start watching some talk show.

Al put his arm around Carols shoulders and started to kiss her ear, cheek and neck slowly working his way to her mouth. Once there he ran his tongue around her lips before she opened her mouth and their tongues played with each other. While this was going on he twisted their bodies sideways so that the ended up lying down.

Carol thought the "invitation to watch TV" was a little obvious but accepted because she knew she could control him and he needed some teasing, besides if there was one thing Al could do it was KISS. His tongue was so long she had almost gagged on it the first time he put it in her mouth. His kissing and stroking had driven her nuts several times but she was careful not let him know. She sat on the bed and let him pull her to him. Then he started kissing her, it sent shivers down her spine and their dueling tongues was spectacular. She allowed him to lay her flat on the bed. She was thinking that he was really going good tonight he certainly knew how to kiss and stroke a girl. He was doing so well she might even let him cop a feel of her breasts.

Al continued kissing Carol and slowly ran his hand from her ear down her neck and back over her butt and thigh to her knee. Then he gently ran the back of his fingers up the inside of her leg pressing down slightly when he reached her mound but then moving on before she could object. When he reached the bare skin above her shorts he ran his hand in a circle the top just going under her blouse and the bottom just under the waistband of her shorts.

He was now approaching what he called the "ROADBLOCK"; Carol kept her hand on the side of his neck and her elbow down firmly to her side completely blocking access to her tits. He moved his hand to her elbow and tried to move it. To his surprise she put both her arms over his shoulders allowing access to her breasts. He ran his fingers in a spiral starting at the base of her left breast and then pinched her nipple. He slid his hand over to the other breast and did the same thing. Along the way he undid a couple of buttons. Now he proceeded to move his lips from her neck down her chest using his nose and tongue to move aside her blouse and his hand to push up her bra until he had a nipple between his lips.

Carol enjoyed the way Al was kissing and stroking her. His hand up the inside of her legs and the pressure on her mound felt great. The light touch on her stomach and under her cloths was wild. She decided he had earned a feel of her breasts so she put both her arms around his neck. His light caress was wonderful but when he started to move his kisses down her front she knew it was time to stop him. Suddenly she realized that her blouse was undone, her bra pushed up and his tongue playing with her nipples. How had he accomplished that? She wasn't sure but she knew she had to stop him, but maybe not just yet. Her nipples had never been this swollen and hard or felt this good. She moaned and felt empty when he pulled his head away to take off his shirt. When he got it off she pulled his head down so he could continue to suck and nibble on them. It felt so good she didn't notice what his hand was doing.

Al was in seventh heaven; he continued to tease her nipples with his tongue and pinch them with his lips sometimes gently and sometimes a little rough, she moaned and pressed on the back of his head. He wasn't sure how far she would let him go but decided to continue until she stopped him. He moved his hand down to her hip and undid the button and zipper on her shorts. Then he ran his hand down and up the inside of her thigh ending on her mound and fingered her slit then repeating the movement. He started to move his mouth down dipping his tongue into her navel and giving her love bites on her stomach.

Al decided it was time to go for broke. He spread Carol's thighs and moved his body between them. He kissed and licked her stomach running his tongue under the waist band of her shorts then moving to the inside of her thighs. While he was doing this he undid his shorts and lowered both them and his briefs to his knees. He ran his hands under her butt, grabbed the top of her shorts and panties and pulled them off.

Carol had never felt anything like she felt now. When Al's mouth had left her tits she felt empty but his hand running up her leg and rubbing her mound was great. Why he was kissing her stomach and thighs she didn't know, there was nothing down there for a mouth or tongue. But it did feel good. Suddenly she was naked, he had pulled off her shorts. WHAT THE HELL DID HE THINK HE WAS DOING? SHE WOULD PUT A STOP TO THIS SHIT.

Al was in trouble. He had planned on pulling Carol's shorts off and immediately moving his body over hers and trying to enter her. But after he got them off and in his rush to move up he had hooked her right leg over his left shoulder. Now what should he do? If he took the time to try to untangle she might tell him stop. Then he remembered his friend Doug saying "women like their cunts licked" but had no idea what that meant. The only thing to do was to keep her busy by kissing whatever was closest to his mouth.

Al kissed and nibbled his way up Carol's thigh till he reached an area with some hair around it. He guessed this must be her cunt/pussy call it what you will. He planted a kiss on it and ran his tongue up the slit. Carol jerked her body but did not pull away. So far she had not told him to stop, in fact most of the sounds she was making were moans, and what words she said made no sense. He continued kissing and licking the area, he also found an opening and slid a finger in. In feeling around the area he discovered a fold of skin with a little nub in it, he decided to lick it and pinch it. Carol almost came off the bed.

Carol was just about to tell Al to stop when he started kissing the inside of her thigh and working his way up, for some reason her body seemed to like it so she let him continue to see what would happen. Maybe she would even let him screw her it wouldn't be the end of the world and he would enjoy it. But what was he doing down there.

What are you doing? You can't kiss that!

Oooh, yes.

No, stop that.

Oh yes, don't stop.

GOD! OH GOD! OH...OH...OH!

OK that's enough stop, please stop.

YES, YES RIGHT THERE, DON'T STOP, OH PLEASE DON'T STOP.

Al had found her clit and Carol was having the first organism of her life. He being a novice himself stopped.

"I'm sorry did I hurt you."

Carol pulled his head back between her legs.

"Finish me, if you stop again I'll kill you."

Al went back to work. He was enjoying the licking and kissing and fingering and tasting he was doing. Carol tasted sweet and clean, now a musty taste was starting. All in all it was wonderful. He only had three problems; one - keeping in place as Carol thrashed around, two – breathing, and three was his cock was getting harder and harder with no relief in sight.

Carol was out of her mind with pleasure as she had organism after organism. She writhed under his mouth and tongue as he licked and sucked at her clit. He didn't do anything fancy just long continuous licks – she came with a series of loud moans. Finally she calmed down and decided to let Al have his turn. After all he had done more on his first try then that fucking Jeff had ever accomplished. She spread her thighs and pulled his head towards her mouth.

Al had mixed emotions when Carol pulled his head up. He was enjoying the taste of her cum and of being the cause making this very self-controlled women lose all control but his tongue was exhausted and felt like it would never move again. Then he realized that what Carol was going to allow him to do, finally he would put his cock into something other then his fist.

His first effort at entry was too high and rubbed across her clit causing her to yelp it was the first time she had felt his cock. She had been convinced that Jeff's 6-inch cock was large and the feel of Al's 9-inch long 2-inch wide member puzzled her.

"Stop, what is that down there. What are you trying to put in me?"

Al moved a little and continued to push. Even as wet and aroused as she was, the feeling of Al pushing into her caused to cry out in pain. "Stop! Stop...wait, wait. Take it out it won't fit."

She panted as she felt the muscles of her cunt strain as the head of Al's cock slid past her outer lips.

"We'll take it easy" he said. "It'll fit."

"No it won't. It's too big." she said. "I don't know what you're trying to put in me but STOP IT."

Al was beyond stopping; maybe a bucket of ice water could have slowed him down but nothing else. But he didn't want to cause her pain. With a series of slow and gentle strokes, pulling out to the head and then pushing in deeper each time, Al finally filled her. He was too new to attempt long, slow sex. He started to pump hard and fast. In a short time he felt his balls tighten, his cock swell and he unloaded years of pent up cum into Carol's hole. Then he collapsed, panting for breath and his dick becoming limp. His last thought before taking a nap was "If sex gets any better then this I may not survive."

Carol wondered what Al was trying to put in her. She told him to stop but he continued pushing. She felt the lips of her pussy spread and something huge and hard slipped in. She begged him to stop but he kept on pumping in and out spreading her wider and deeper then she thought possible. After a few strokes she found if she relaxed it didn't feel bad in fact it felt good, no great. She wanted more but he was as deep as Jeff had ever been so he must be finished. Carol looked down their bodies wanting to see their pubic bones joined. What she saw was 3 or 4 inches of male cock still not in her pussy. "OH GOD, Give it to me, I want it all!" she cried. For the first time in her life she locked her legs around Al's butt and pulled as hard as she could burying him completely in her. As fast as he pumped she arched her hips receive him, she couldn't get enough of that wonderful cock.

Finally Carol felt Al's cock swell even larger as he buried himself as deep as he could get. Then with Al's hot cum filling her she exploded, raising her hips higher, pulling with her legs even more locking herself against Al until her trembling ended. She collapsed alone with Al, panting for breath and feeling his dick becoming limp. Her thoughts were "Jeff is a lying sack of shit weenie. I wonder how long it will be until Al is ready again."