Angelica and I had been friends for quite a while and knew each other really well.  Our lives took different paths because of our age difference, but we were great friends and enjoyed hanging out.  This day Angelica had invited me over for no particular reason, and after a while of talking, she asked would I mind if she ran on the treadmill for a while and we could keep talking.  I didn’t have any issue with this, so we went to the other room and she got on the treadmill and I sat nearby so we could keep talking.

Angelica went to get on the treadmill and, as she did, she pulled off her top revealing that she was going to run with her leggings and sports bra she had on.  I was stunned and definitely did not see this coming, but I was totally turned on!  She acted as though this was just nothing, simply removing it to run, but it seemed like so much more to me as now I got such a great view of her breasts which I’ve always fantasized about in so many ways.  As she stepped on the treadmill, there was no longer the long shirt, so now I had a perfect view of her amazing ass in those leggings.  I’m not sure if it was how she dressed or I was just so focused on everything else, but suddenly I was blown away by how great her ass was!  As she started, she was talking to me, but honestly, I didn’t hear a word she was saying because I was so fixated on how great her ass was and thinking how I had never realized how incredible it was before now.

As Angelica was running, we continued to talk and I tried to stay focused on what we were talking about, but honestly, I was just focused on her body.  She looked so good in that sports bra as her breasts were just the right size, and her ass and thighs just looked incredible in the leggings she was wearing.  The whole time I just kept wondering how did I not notice how incredible her ass was before now.  I’m normally a breast guy, but sitting there staring at her ass as she ran, my cock was straining against my boxers and clearly her ass was having an effect on me!  I started trying to look for the panty line in her leggings and the more I looked for that, the more I just noticed how great her ass looked overall.

Angelica finished running and said she had worked up a sweat, and asked me if I would mind hanging out and waiting while she got a quick shower.  Initially, I didn’t think anything about it, and told her I’d wait here while she got a shower.  The second she was out of the room I started thinking about what was happening in there.  I walked toward her room and saw her starting to undress.  She had no idea I could see her as she probably never imagined I’d be standing here.  She pulled off her bra and I immediately saw the most delicious pair of breasts and knew I had to get my mouth on them.  She shook her head as she pulled her bra off and seeing all that gorgeous hair go back and forth also caused her breasts to bounce a little was an incredible sight.  Her hair has always been beautiful, but something about seeing it swing back and forth against her naked back was an incredible sight. 

My cock was already so hard seeing her like this.  Then clearly she didn’t know I was here, and she started to slide her leggings off.  As she slid them down, she revealed the most incredible ass, especially for a white girl!  I was mesmerized by what I was seeing and couldn’t help but start to have naughty thoughts about Angelica with such an incredible ass.  She looked so sexy in just her panties, but as she pulled those off to become totally naked, I was simply blown away by what I saw, and my cock somehow found a way to get even harder.  Angelica had no idea I was watching, but this show she put on was so amazing I thought I might cum just watching her undress.

Angelica headed out of view towards the shower, and I immediately realized I needed to make a decision.  We had been platonic friends for years, but what I just witnessed was so erotic and sexy, I didn’t feel I’d just be able to turn around and go back to the other room. 

I felt like it was now or never, and just decided to go for it.  I walked towards the bathroom and started undressing.  I approached the shower and opened the door.  She turned around a little startled for a second then smiled that sexy coy smile she has and asked what had taken me so long?  She planned this!!  She knew I’d watch her undress and possibly follow her in here!  I loved how she had entrapped me.

I got in the shower and she turned around to face me.  Seeing her totally naked was an incredible sight.  She was so beautiful, with mesmerizing eyes and a smile that lights up the room, but seeing the rest of her was so great.  I put my hands on her hips and pulled myself towards her and we began to kiss.  Her lips were so soft and she was an incredible kisser.  I could kiss her for hours.  I’m not sure anyone has ever kissed me like Angelica was kissing me right now!

My hard cock pressed against her and she moaned a little and kissed me harder.  My hands started to explore her body while we kissed.  I’m not sure I had ever been this turned on in my life.  There was something about the combination of what was happening with how beautiful she was and how sexy I found her, that all together was almost overwhelming.  I was afraid I was just going to cum right then without even being touched!

I started to explore her body with my mouth.  I could tell she was sensitive and enjoyed being kissed in different places.  I kissed around her ears, and her neck, while one of my hands slid behind and started to feel that amazing ass.  It felt just as good as it looked.  I slid down a little more and put one of her luscious breasts in my mouth and wow, they were perfect!  She loved having her breasts sucked on, so I made sure and really focused on them.  She loved it, and that made me love it even more.  I mean of course I loved having her breast in my mouth, but hearing and feeling how much she was enjoying it just turned me on even more.

I moved my other hand down to her pussy and started to rub it with some pressure while I continued to enjoy sucking on her breasts and nipple.  As my other hand played with her ass, my finger slid inside her, and she moaned so loud, and grabbed on to me really tightly.  She put a hand on the back of my head and pressed me against her chest even more.  I sucked on her nipple harder and my fingers were enjoying her soaking wet pussy.  I pressed against her.  Angelica was clearly enjoying all of this, as she was moaning more and more and her hand on the back of my head was really intense.

I looked up from her breast for a moment and looked her in the eye from down there and told her “cum for me Angelica, I want to hear you cum.”

This sent her over the edge, and so I started really going crazy on her breast and nipple.  First I’d suck and lick the nipple repeatedly and play with it with my tongue, then put as much of her breast in my mouth that I could and sucked on it.  Meanwhile, my hand was pressed against her while fingers were sliding in and out of her pussy.  

I could feel she was about the cum, so I tried to stay focused on just doing the same thing repeatedly where I pressed my hand against her and slid my fingers in and out, and suck on her nipple and some of her breasts with my tongue playing with the tip of her nipple in my mouth.  Her hand pressed against the back of my head even harder.

Angelica practically started to scream as she came.

“Oh baby, oh god baby, don’t stop baby, that feels so good baby.”

Listening to her and feeling her cum was one of the sexiest moments of my life.   And her calling me baby as she did it had me so turned on.

Angelica caught her breath a little then lifted my head up to hers and kissed me even more passionately than before.  After a few minutes of her incredible kissing, she pulled away just enough to smile.

“Wow” was all she said.

She gave me that naughty devilish smile I loved so much and then she looked me in the eye.

“My turn now and make sure you look me in the eyes as you cum for me.”

Wow, that may have been the sexiest thing anyone’s ever said to me.  And with that, she put a little soap in her hand and looked me in the eyes and her hand wrapped around my cock.

And she moaned as she started to stroke it...