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Rachel knew she had been a naughty girl and absolutely loved it. Last night she had ridden Mark cock, giving him two orgasms and herself several. And the best part, the most delightfully delicious part, was that he had slept through the whole thing. Woken up this morning none the wiser, and hung out with her as always. Treated her no different from how he always did.

Rachel on the other hand had predicted correctly when she had cuddled up to him the previous night. She was totally climbing the walls today! She just had to have a second round, and he had to be asleep for it! She just couldn't wait. Most of her day was spent in a state of intense sexual arousal. Many times she had been tempted to find some place private and finger herself to orgasm, but each time she decided to save it for Mark.

Today he seemed totally different to her too like when watching him eat, which was something that would usually gross her out, had a very different effect on her. At Taco Bell, she was totally mesmerized while watching him eat a taco. The way he leisurely devoured it, occasionally licking loose drops of cheese, and nibbling away at his favorite bits. She'd never realized what a long tongue he had. Or how well suited his entire mouth would be to giving pleasure.

Sitting right there across the table from him, she started fantasizing that he'd finished his taco, and dropped under the table for a little desert. Her panties were down, his head was under her cheerleader skirt and once again he was leisurely devouring his meal. Licking at the loose drops, and gently nibbling away on her tastiest bits. God those big ears would make fantastic hand holds as she ground her pussy into his face, and demanded more and more! Rachel was almost ready to cum just thinking about it, before she was cut off by Mark.

"Rachel?"

She blinked out of her trance. "Hm?"

"Why are you looking at me like that?"

Snapping out of it and regaining her composure, she blushed. "Oh. Sorry Mark, guess I was day dreaming."

Good old gullible Mark accepted that, and didn't inquire any further about her strange look. They had to head to go to Comic-Con now anyway. Sadly Rachel found that she didn't stay composed for long, and again her hormones started to take control of her. Their best friend Drake had whipped up a villain’s outfit for each of them, and Rachel went dressed like Cat Woman.

As she looked at herself in the mirror of the public bathroom she had changed in, she decided she looked really sexy. It hugged her figure so well it looked painted on, and the tail and the cat ears gave her a real sultry look. She wondered if Mark would find it sexy. And how long it would take him to make her purr...

"Mmmm..." she moaned out loud, as her mind started to wander. She was a bad kitty, a very, very bad kitty and she wanted Mark to stroke her until she purred! God she needed it! She was in a public bathroom, but if he locked herself into one of the stalls she could easily give herself a nice orgasm within a few minutes. Especially when she was turned on as she was.

But that would be such a waste! She knew cumming on Mark's cock would be so much more satisfying that doing it herself, so again she decided to save it for him. Besides, he was waiting for her outside the Convention Center; she'd better not keep him waiting.

The time she spent at the convention didn't help her state of mind much either. She was getting really grumpy by now, as well as horny, but things were about to get worse. There were a couple of things she never told anyone, not even Mark. And one of those things was that after a good fight, especially a fight with Amy who was probably the best fighter Rachel knew; she would get horny, very horny. One of the main reasons she kept a vibrator in her bedside drawer, was that after a mission where she fought Amy she always had some vigorous masturbating to do.

But the fact that she had been way hornier that usual going into today's fight, things were much worse once Amy and Bob (Amy’s boyfriend) escaped. To be precise, she was so mad with lust, she was about ready to jump Mark then and there in the convention center. Tear off his clothing and hers, and ride his cock until she orgasmed over and over... In front of everyone at the convention.

Fortunately she managed to stifle that urge... Barely. Mark got knocked out by Bob who had been dressed as Darth Vader, and he seemed to have hurt his head. So she then took Mark home with her, where they hung out until it started to get dark.

"It's getting dark. Maybe we should go to bed," Rachel suggested, ready to burst after a day of waiting.

Mark frowned. "Rachel. It's only 6pm!"

"Oh... okay." 'Damn!'

A few minutes later, Mark started complaining that his head still hurt from the fight and that he felt weird. Again Rachel jumped at a chance to get what she wanted.

"Really? Maybe you should have an early night."

Again Mark frowned at her. "But Rachel it’s too early."

"No buts Mark, if you hurt your head you should sleep it off," she said, pretending to give a damn about his stupid sore head. "You're going to bed right now, and that's that!"

Pouting childishly he stood up and Rachel followed him up stairs to her loft bedroom. "Man! You're worse than my Mom!"

Smiling widely, Rachel waited for him to change into his pajamas as she changed into hers. Why was he taking so long, he had been in the bathroom changing for thirty whole seconds! He was too slow! At second thirty two though, he finally came out in his pajamas and headed to the bed, rubbing his head again.

"Man I'm feeling way weird."

"Just go to bed Mark, you'll probably feel better in the morning," she suggested. 'I know I will,' she added to herself, with a wicked smile.

He climbed under the covers on Rachel's bed, and then laid down. "I mean something's going on in my head. Thoughts are going through my mind that don't usually. Like I want to do something bad, or naughty or something."

Rachel smiled widely, at that moment not really giving a shit. 'Oh I'll be doing enough naughty for the both of us, don't you worry,' she thought. "Yeah whatever, Mark. Good night."

She climbed into her side of the bed, and he looked at her. "You're coming to bed early too?"

Why wouldn't he just shut up and go to sleep already?! "Um... Yeah Mark, I'm really tired. Now go to sleep!"

He rolled back over so they had their backs to each other, and he grumbled under his breath. "Geez, someone's cranky tonight."

He had no idea. But when things finally started to quiet down, and Rachel was about ready to start jumping for joy. Finally, that wonderful cock was all hers again! She was going to be cumming all night long!! Better check to see if he’s asleep first though.

"Mark?"

"Yeah?"

'DAMMIT!!! STUPID FUCKING INSOMNIAC BASTARD!!!' Taking a moment to calm herself, she answered through clenched teeth. "Um... Nothing Mark. Just checking to see if you were asleep."

He chuckled. "Maybe I will be, if you give me more than twenty seconds before asking again."

Biting down her frustration, she forced a laugh. "Yeah. Okay."

Had it really only been twenty seconds? Man, she needed it bad! If he didn't go to sleep soon, she'd just jump him and fuck him silly while he was awake, whether he wanted to or not. The thing was she really REALLY wanted him again while he was sleeping. Call it what you want, a fetish, an obsession, but Rachel wanted it. Now!

This time she stared at her digital clock to make sure she waited longer. Once Mark got to bed it didn't usually take him long to doze off. She decided to give him five minutes, before she checked to see if he was asleep again. But as she watched the clock she came to realize something.

One minute was a really long time, let alone five! Barely two minutes had passed before she started to get frustrated. Was her stupid clock broken or something?! It hadn't even reached three minutes yet, but it felt like she'd been watching it for hours! Oh wait there was minute number three. But could she really wait two more that was a long time! She needed to cum right now! Maybe if she slipped her hand down the front of her pants and teased her clit a little that would take the edge off?

No, no! She had waited all day do give it to Mark, she could wait two more minutes. Besides while she was thinking, the five minutes were probably already up, so she took another glance at her clock. Nope, hadn't even hit minute four yet! ... OH FUCK THIS, THREE AND A HALF MINUTES WAS MORE THAN ENOUGH!!!

"Mark?" She paused and there was no answer. Smiling she called a little louder. "Mark?!" Still no answer, so she rolled over and he still had his back to her. She grabbed his shoulder and shook it, and he still didn't respond.

Jumping up onto her knees, she excitedly bounced up and down on her bed. Finally! Time to whip out that monster of his and put it somewhere nice and warm. In seconds her clothes were gone, her tracks and tank practically vanished. Now completely naked she pulled back the duvet from Mark, and pulled him from his side and onto his back.

This time she pulled his shirt open to reveal a surprisingly well muscled torso. Seems that big cock wasn't the only thing he'd been hiding under those baggy clothes of his. And rather than pull his pants around his waist, this time she pulled them all the way off and tossed them over her shoulder. He wasn't going to be needing those again anytime soon.

There was no hesitation tonight when she knelt down next to him and grabbed his cock. No erection tonight, but that was easily remedied. So she did one of the many things that she had fantasized about today, by stroking his length a few times then eagerly taking it into her mouth.

"Mmmm!" He started to harden immediately, and the feeling of power she got from that delighted her. He tasted so good, and it wasn't long before he was rock hard and leaking pre-cum into her mouth. That just added to the delicious flavor and she came to a decision right there. She wasn't going to stop.

Initially she had planned to suck him until he was hard enough to enter her aching and yearning young pussy. But now she remembered just how much she had enjoyed making him cum last night. And she found herself getting tremendously turned on by the prospect of making him cum, and having her face nice and close to witness and taste his pleasure.

That thought had her slurping away with even more enthusiasm and both her hands got in on it too. One hand running up and down the length of his shaft, the other cupping and massaging his balls; as she slurped vigorously on his cock head. It was so tasty, but she knew it was going to be even tastier once she got the creamy treat she wanted.

Mark sure had some staying power though. Rachel was pretty certain most guys his age would have cum by now under this treatment, but Mark just groaned and held back. He was such a stud. But whether he held back or not, she was going to get that cum. As she slurped harder dirty thoughts went through her mind. That cum was hers by right, but selfish Mark wanted to keep it from her. No matter though, he wouldn't be able to hold back forever and soon that cream would be in her mouth where it belonged, getting swallowed.

In time she felt all the tell tale signs she had learned last night. His breathing got louder and quicker, his body started to tense up, he grabbed handfuls of the sheets beneath him and his toes started the curl. Then the last most critical sign had her moaning anxiously and sucking harder than ever, when she felt his balls tightening in her hand.

The first shot of cock cream she'd ever had in her mouth hit the roof of her mouth and then pooled all over her tongue. Delicious! Many more spurts followed, and she kept massaging his balls and stroking his shaft to make sure it kept coming. And she moaned with pleasure as she gulped down everything he gave her. The truly shocking thing though was that she was cumming too, without even touching herself. And she was cumming hard. She'd never had an orgasm without at least touching herself before, and was shocked what a good one it was. She had been craving that first orgasm all day, and she knew there were many more to follow.

Mark had a lot of cum to give, but despite this Rachel knew it would never be enough. Proof of that was her disappointment when the spurts died down and her meal came to an end. She slurped his softening cock for a little longer for good measure, then sat up, swallowed a few more times than smacked her lips.

"Damn that was good," she sighed. Smiling widely, she then crawled up the bed until her face was right next to his ear, then whispered, "your cum is sooo yummy, baby." She giggled and pretended to listen to him as she grabbed his cock and stroked it until it started hardening again.

"What was that Mark? You want me to do that again? Well how about we slip this big cock of yours in my pussy for a while, and then when you're ready to pop again I'll finish you off with my mouth. Would you like that?" She pretended to listen again, and smiled evilly. "I knew you would."

By now his penis had gotten a second wind thanks to Rachel's diligent hand, and she didn't waste a moment mounting him. She lowered her dripping wet pussy onto the hard tip of his cock, and then groaned as it slowly started to sink into her. Noting that there was absolutely no discomfort like there was last night; just pure pleasure.

She took her time sliding the full length in again, and just relished in the feeling of penetration as he gradually got deeper and deeper. It felt so good, she'd been wanting this all day, more than she'd ever wanted anything! Nothing could be better than this. As soon as she had every inch inside of her, she didn't hesitate to start bouncing her hips so he started sliding in and out. And as horny as she was, it didn’t take long before she was approaching her second orgasm of the evening.

"Be a good boy and hold back that cum for me! Please! Rachel's so horny tonight she needs to cum a lot on this big fat cock! Think you can do that for me, lover?"

Like last night her own naughty words got her even hotter, and moments later her inner muscles were tightening around his rod, and she was releasing her pleasure juices all over him. "Ohhh, yeah baby! More! I need more!"

She continued riding him, her hands running up and down his chest, and several times over the next half hour or so Rachel's eyes rolled into the back of her head and her toes curled as she orgasmed. More than a few of them were intense multiple orgasms, that nearly had her passing out. But she wasn't going to pass out; she was going to keep going until the whole day's sexual tension was completely and utterly satisfied. And that was probably going to take all night.

Thankfully Mark, the big stud, was still holding off on cumming. And she was very excited by the knowledge that she was probably going to get to play with this nice hard cock for quite a while longer, before he came again. This was good because she’d only had eight orgasms so far, and only half of them were multiples. She wasn't even close to being done yet.

She giggled at those thoughts. Most girls would give anything to have a guy that could give her eight orgasms in one sitting. And not only could Mark do that and more, he did it all in his sleep. Now how many girls could say that about their lovers?

Smiling she went on riding, twisting her hips every which way to heighten her own pleasure and his. She may have asked him to hold back, but what was the fun in making it too easy for him? She enjoyed a few more climaxes, but soon came to the most intense and prolonged orgasm of the evening. She groaned long and loud, biting her tongue to keep from screaming, and moving her hips in a blur to further prolong her own pleasure. Absently she gripped his shoulders and dug her nails in as she continued to cum.

"Rachel?"

She kept her eyes closed as she came down. Mark talked in his sleep a lot while she rode him, so she thought nothing of it. "Ohhh Mark, that was the best one yet!"

"Am I dreaming?"

Her eyes shot open and she looked down to his face. His eyes were half open, and he was sleepily looking up at her. Not quite fully awake yet, but almost. She had broken the skin with her nails when she had squeezed his shoulders just now. What was she going to do?! Thinking quickly she pressed her thumb gently into a pressure point in the side of his neck.

She had learned this trick from a Cosmo magazine, from one of the articles. If this point is pressed hard it will render a man unconscious, but more gentle pressure would cause a more sleepy and disoriented state. Looking down into Mark's confused, sleepy eyes she smiled as a naughty idea crossed her mind. Keeping the pressure on his neck with her thumb, she resumed her riding.

"Yes, Mark. You're dreaming," she purred, huskily. "Do you like this dream?"

Disoriented and confused, Mark went with an instinctive answer and nodded. "Uh-huh."

"Mmmm!" she moaned still riding and smiling down at her semi conscious lover. "Would you like to do something for me Mark? Something I've always wanted but never had? Please, I would enjoy it so much!"

Still on the edge of unconsciousness he answered without thinking. "Sure Rachel... Sure."

Moaning in anticipation, Rachel lifted herself up off his swollen penis, and then shuffled forward on her knees. With a quick move of her hand, she moved it behind herself and put her thumb back to the point on his neck. Then she slowly lowered her dripping wet crotch onto his mouth.

"Lick my pussy, Mark. Please! Lick me out; I wanna feel your tongue sooo bad!"

Without any questions from him, he simply started licking as he was asked. And before long the most incredible pleasure rose up though her body, followed by the sounds of his slurping.

"Oh God, yes! I knew you'd be good Mark, keep licking! It’s just like a taco, never to be eaten in-Ahhh!!-in... haste! And if you keep it up it’s going to get very, very tasty! I promise! Mmmm!"

Rachel and Mark both groaned as he worked away at the offered meal. She had fantasized about this so many times, always knew a tongue would feel wonderful down there. But she never dreamed it would come close to being this good! She wasn't going to let him stop, it was too good. Even if he wanted to stop, too bad! She'd eaten his cum, now it was his turn to eat hers!

"That's it baby, sooo good! Now my clit, my... Ahhh, yesss! So close, I'm sooo close!! Nibble it, really gentle, nibble... Yeah! Yeah!! That's it!! Cumming!! I'm... Cuuummiiinnnggg!!"

Rachel shuddered and her juices flowed into Mark's mouth, which was followed soon after by more of his slurping. But she was just getting started; no way was he going to stop yet!

"You like that yummy pussy? Rachel loved that! And she wants more baby, more! Don't stop!" And to her delight he didn't stop. He continued to eat with gusto, and five more times that night there were sounds of Mark slurping as he made Rachel cum. She was in heaven. She was also going to be delighted the next time they did this, when she discovered that Mark was one of those people who 'ate in their sleep'.

Climbing down from his face, she lowered herself onto his cock and returned it to its warm sheath. Then she looked into the still dazed eyes of her lover, smiling.

"That was sooo good Mark. Did you enjoy licking that for me?"

"Yes," he replied groggily.

"Did it taste good? Would you like to do that for me every night?"

"Yes... God yes..."

"Good boy! Now its time to go back to sleep, baby." Applying more pressure into the side of his neck, his eyes fluttered shut and he returned to his usual deep sleep. Then she started riding his cock again.

The total sex machine of a man managed to make Rachel cum three more times on his cock, before he started showing the warning signs of his own climax. She moved back until she was kneeling between his legs then took him into her mouth to finish him off. She noted that being coated in over an hour's worth of her pussy juice made him even tastier than last time.

After receiving all that attention from her tight pussy, making him cum for the second time didn't take too long. She stroked him with one hand while she sucked, and used her other hand to play with her pussy. And within moments she was cumming right along with him, and gulping down a second helping of her new favorite treat. This load seemed bigger than the last one, yet it still wasn't enough, and she found herself disappointed when the flow started to stop.

She allowed his limp and completely drained dick to flop out of her mouth, knowing she wasn't going to get much more use out of it for a while. Last night after she'd drained him for the second time, she'd tried to get it back up for a third round but it had stayed soft. Not that it mattered tonight though, she was thoroughly satisfied. It had been even better this time.

Wanting nothing more than to just curl up next to him and go to sleep, she took a few moments to pull her PJs back on, then slipped Mark's pants onto him. She did however leave his pajama shirt open so she could cuddle up to him and rest her cheek on his bare chest. Then as she slowly drifted off to sleep, she came to a decision.

She was going to throw out her vibrator. She didn't need it any more.

***

Again Mark awoke the next morning to the sun shining through Rachel's bedroom window. And again he found his best friend snuggled up next to him, with her cheek rested on his chest. Only this time his shirt was wide open and his chest was bare.

"Um... Rachel?"

"Hmmm?" she asked, without opening her eyes.

"Should I start wearing a Teddy Bear outfit to bed, because this is the second time we've woken up like this."

She smiled. "That sounds sexy."

"Wait. What?!"

Finally she opened her eyes and looked up at him, still smiling. "Relax Mark. Kidding."

He smiled back now. "A bit different from how you normally kid."

She shrugged at that, and just closed her eyes again and lay back down. "I'm usually different this early in the morning."

"Oh, okay." He climbed out of bed and stretched. "I'm going to take a shower,Rachel. You catch some extra Zs if you need to." Before leaving he grabbed Rachel's Teddy from his perch on the bedside table and handed to her. "Here, to keep you company until I buy that outfit."

She giggled at the joke, and cuddled the toy. "Thanks Mark."

Mark walked into the bathroom and closed the door behind him with a frown. He had felt weird last night, but now things were just getting freaky. He'd had the most intense and realistic wet dream of his life last night! And he thought the night before was good. Rachel had climbed onto his face and practically begged him to pleasure her with his tongue.

And boy did he ever! It was so real, and so vivid. He could actually smell her, and taste her delicious juices... Still could actually... Damn, must've been a good dream to leave a nice taste in his mouth. The weird thing thought was that after a dream like that he would have expected to have cum in his sleep, or at the very least woken up with a huge boner. But neither had happened. Stranger still, he didn't even have the desire to masturbate.

He decided to just forget about that and count his blessings. If he had messed up Rachel's sheets having a dream about her like that, he would've been so humiliated when he woke up. And if she'd woken to find his boner making a tent in his duvet, forget that! He didn't even want to think how she'd react to that sight!

So yeah. He'd just count his blessings. He'd had hot vivid sex dreams two nights in a row, and no embarrassing after effects to explain to Rachel. Except he was really sweaty and... kinda sticky now. Mostly around his groin and face, but he chalked that up to sweating because of the sexy dreams. He'd jump in the shower to clean himself off, brush his teeth, and everything would be as good as new.

As he climbed in though, his thoughts went to something unrelated and completely weird. The plans for a new Xbox 360 game formed in his mind. Yeah! Zombie killing time!

***

To be continued...

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