It was four in the morning, and I was incredibly turned on. The room was dimly illuminated by starlight and the glowing green numbers on the alarm clock. I could hear rain spattering the window and the soft snores of a half-dozen of our friends. His hand was on my hip, and I could feel his warm breath on the back of my neck.

A few hours ago, our group was ordering a final round at the bar. He and I had flirted before, but for some reason, tonight the spark ignited into a bonfire. We couldn’t take our eyes off each other. We sat side-by-side in a booth, perhaps a little closer than we needed to. I pressed my leg against his. He whispered jokes in my ear.

The party migrated to the studio apartment he shared with his roommate. Although their place was tiny, it was a conveniently close to the bar. Despite the short walk, we all got a bit wet in the rain. He loaned me a dry t-shirt, and when I peeled off my wet top in the bathroom, I left my bra hanging on the towel bar.

We sat together on his bed, smoked some weed and listened to some music. The vibe grew more chill. Everyone found a spot to settle on the floor or the little couch they’d managed to squeeze between two beds, dressers, and desks. I leaned against him as his roommate put on a movie, too distracted by the way he caressed my arm to pay much attention.

One by one, everyone else dozed off. When he finally turned off the TV, the room was plunged into darkness. We both shuffled out of our jeans, and climbed under his blanket by touch. There’s not much space on a twin bed, but we didn’t mind. He lay behind me, with one warm hand on my hip. His breath on the back of my neck sent shivers down my spine.

Very slowly, he slid his hand down my thigh and back up. I leaned back against him invitingly. He started kissing my neck, and I’m not sure if I’ve ever been more aroused. When he lightly nibbled my earlobe, I squirmed, and his bed let out a warning creak.

“We have to be quiet,” he breathed in my ear. I could only inhale shakily in reply.

He moved his other arm awkwardly, below my head and over my shoulder, to cup my breast. My nipple tightened under his palm, and I wished I had thought to take my shirt off, too. I slowly shifted against him, gratified to feel a growing firmness against my rear.

I reached behind me to grab his ass, though he needed no encouragement, and we could get no closer. His fingers teased along the waistband of my panties, and when he slipped under, I let out a breath I hadn’t realized I’d been holding.

As quietly as I could, I moved my leg over his, spreading my thighs as he reached lower. His fingertips brushed over my trimmed hair, and my heart pounded with anticipation. When he discovered how wet I was, he squeezed my breast eagerly.

I stifled a gasp as he pushed a long finger inside. We squirmed together as slowly as we could, trying to avoid the bed making any noise. His rapidly hardening cock throbbed, nestled between my cheeks. I turned my head, desperate to find his mouth. The angle wasn’t quite right to kiss, but we tried.

I rolled my hips as he added another finger. He thrust against me a bit too enthusiastically, and the bed frame creaked. We froze momentarily as someone made a noise in their sleep, but his fingers never stopped working their magic.

I reached between our bodies and pushed my hand into his boxers. He let out a shuddering breath as I wrapped my fingers around him, squeezing and pulling. His shaft was swollen, and when I teased my fingertips along the sensitive ridge of his head, he shuddered and bit my shoulder.

The way his fingers curled put pressure on my clit, which thrummed at his touch. I wanted badly to hump against his hand, to satisfy the growing need in my core. Instead, I bit my lip to avoid making any sound and rocked my hips as much as I dared. From the way he throbbed in my hand, I could tell he was struggling to hold back, too.

Eventually, I couldn’t take it anymore. As slowly as I could manage, I rolled over to face him. Our lips met with passion, subdued only by the need to avoid making noise. He pulled his fingers out and reached around to squeeze my ass as I wrapped both hands around his cock. I bit his lower lip as he thrust into my grip. He twitched, and I felt precum lubricate my palm. I eagerly rubbed it into his skin. His breathing was ragged when I finally broke our kiss.

He let me push him slowly onto his back, and I climbed on top, wincing with every creak of the mattress. I raised my shirt and shifted forward. He wasted no time taking my breasts in hand and wrapping his lips around my nipple. I shivered and bit my tongue to avoid crying out as his tongue swirled, sending sparks through my nervous system.

He squirmed below me as I shifted my weight. I was barely able to stifle a gasp as his tip prodded me. He lifted his hips to grind against me, excited by the contact. There was a growing need inside me, but I didn’t know if I could give into it without waking everyone in the room. With my breast in his mouth and his cock mashing against me, I could only rock in place, trying not to moan.

All I wanted to do was shift our underwear out of the way and let him bury himself inside. God, it would feel so good. Just the thought sent a series of fluttering sensations through me. He thrust harder, as if hoping he could somehow tear through the thin fabric separating us. The mattress creaked ominously, and he squeezed my breasts hard enough to make me gasp. I rocked against him, shivering with desire.

Abruptly, he released my nipple. He looked up at me, pleading, begging for more. He was getting close, I could tell. I held a finger to my lips. He nodded. Slowly, I scooted down between his legs. He watched with wide eyes as I tugged down his boxers to free his erection. I had soaked right through my underwear. He bit his lip as I ran my tongue up his shaft.

When I wrapped my lips around his head, he pulled the pillow over his face to avoid making any noise. In the heat of my mouth, he twitched against my tongue. The only thing in the world I wanted at that moment was to make him cum.

I sucked hard, gripping the base of his shaft. With my other hand, I cupped his balls and teased my fingernail against the sensitive skin below. His legs stiffened, and his head swelled in my mouth. I barely managed not to moan as he lifted his hips to thrust deeper.

I felt him tap my shoulder and realized he was trying to warn me. Happily, I swirled my tongue faster, moving my hands, willing him to do it. His balls tightened, and I felt his shaft pulse right before his cum started filling my mouth. I was unable to avoid letting out a satisfied moan.

As I milked the final spurts from his throbbing cock, he shuddered and pulled away from my lips, overwhelmed. I swallowed, savoring how hard I’d made him cum, and slowly crawled back up into his arms.

As my heart rate slowed, and I calmed down enough to think about anything besides the heat of our bodies, I whispered in his ear:

“My apartment next time.”