This took place about fifteen years ago while I was still in college. My fiancée was going to college in another state, and we were frequently separated for a month or longer at a time. I was friendly with several of the girls in my dorm, many of whom had serious boyfriends either on-campus or elsewhere. By unspoken agreement, we all pretty much decided that we were pretty 'safe' date material, available for dances, parties, movies and so on, without fear of sexual and romantic entanglement's. Even so, there was a fair amount of sexual 'teasing' going on, we had all participated in late night "Truth or Dare" sessions or had seen each other in various stages of undress.
One of them in particular was a year or so younger than myself, and had frequently participated in these sessions. Between us there was a great deal of mutual attraction, yet we were still playing 'by the rules'. She had seen me changing clothes or naked several times, and while I had seen her sunbathe topless, I had yet to see her fully naked.
My friend's room was on the first floor, with a large window that was easily broken into, while my room was on an upper floor and was quite secure. At one dance sponsored by our dorm, an outsider who was not a student had become drunk and unruly, and had tried to attack my friend, and had to be forcibly ejected. He persisted in coming back on campus, and we were fearful of my friends safety that night, so she decided to grab a sleeping bag and sleep on the floor in my room for the night.
I was accustomed to sleeping in the raw, and told her so. She told me that it didn't bother her, that I was to sleep 'however you would normally', it was my room. She wore an oversize tee-shirt and a pair of gym shorts. After we got settled, we started talking, and she asked me how I was handling my prolonged absences from my girlfriend's arms. I laughed, and told her it was kind of difficult, and tried to let it slide. She then informed me that a week before, while I had been on a late-night phone call with my girlfriend, she had stopped by my room to say hi, and had seen me masturbating while I was on the phone with my girlfriend.
I blushed, and told her that this was part of our routine, we would talk dirty to each other on the phone while masturbating. It seemed to keep some of the day-to-day sexual tension in control, while providing an avenue of intimacy for us. She said that she had been so turned on by this, and that she had gone to her room and had done herself afterwards.
I teasingly protested that this seemed kind of unfair, after all, she had seen just about everything I had, and I had never really gotten to see anywhere near as much of her. I had never even seen her in underwear, though as I mentioned above I had seen her in a bathing suit going topless. Her response was that she didn't know (yeah right!) that I was interested, and that she wouldn't mind correcting this oversight. She got out of her sleeping bag and stood next to my bed. Then she slowly lifted her tee-shirt over her head before tossing it to one side.
Standing next to me, I could see the shadowy outline of her pubic hair, puffing the front of her panties away from her body. I could also tell that her nipples were getting erect, and as it was quite warm, I didn't think that it was from being cold. I could feel my penis getting more erect, and the tension was almost palpable. I asked her if she had seen my orgasm, and she confessed that she had not. Then she said that she would really like to see it right now, if I didn't mind. While waiting for my pulse to slow down, I told her that I thought that this would be more fun if we both did it, and she agreed.
She sat down at the end of my bed, still wearing panties, though her legs were sufficiently spread so as to expose a damp spot rapidly growing in the crotch. I pulled my sheets down, exposing my hard penis to her gaze. I started to stroke myself with one hand, while stroking her cunt through her panties with the other. She let me do this for a little while, breathing more heavily with each passing moment. After a couple of minutes of this, she shed her panties and after inserting one finger in her pussy to get it lubricated, started to tease her pussy lips. After several minutes of this, she started to concentrate on the nub of her clitoris.
We both alternated between gazing in to each others eyes and seeing the excitement grow there, and watching each others hands as our respective stroking became more frantic. After about five minutes of this, she rapidly flexed her thighs while plunging the fingers of one hand into her pussy and rubbing her clit with the other. I slowed my motion and watched a flush move over her body as she arched repeatedly, then after a handful of tense seconds her body suddenly relaxed. She lay there limp for a minute or so, then smiled and looked back at my hand stroking my erection.
Seeing that I was close, she reached over and cupped my balls while I stroked, intently watching my penis as the last couple of seconds passed. Her other hand went under the head of my penis, and she told me that she wanted me to come for her, that she needed me to come for her. That pushed me over the edge, and I filled the palm of her hand with my creamy cum. After this was done, we spent some time discussing the whole thing, and after we both spent some time recuperating, we decided that our while our respective romantic commitments precluded intercourse, there was sufficient latitude for oral sex. I think before the night was over, I had four orgasms, and she had six. Wow!
This was the only time this happened as it was near the end of the school year. We've since gone our separate ways, but I still use the memories of this when I need a little something to help me get off.