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Two lonely teens find each other and more at midnight.

He opened his eyes and gave a smile through his sleep filled eyes.

"What you doing Pooh? How long you been awake? Why didn't you wake me up?"

She sat up and started answering his questions as he finished opening his eyes and using the bathroom.

"Been up for about an hour, didn't wake you because you were still tired, and I was touching you."

He walked out of the bathroom with a toothbrush hanging out of his mouth and said, "Uh Yeah I guess, we still on for breakfast?"

She didn't answer. She sat there on the edge of the bed waiting for him to come back. She loved him; she could feel it every time he walked back into the room. He made her feel special, wanted, needed and sometimes even beautiful. She would look at him and get lost. Allow her mind to drift into questions her heart never wanted to ask. He would ask her what was wrong when she looked at him like that. He said it was creepy, strange, or weird. To her it was just allowing her heart to enjoy the love and giving her body the chance to finally exhale.

He walked back into the bedroom and started talking about breakfast, getting dressed and warming up the car. He stood there in front of her with a pair of shorts on. She kissed his belly and ran her hands up the back of his legs until they came to rest on his ass. She moved her lips lower and kissed again. He tried to back away saying something about going out for breakfast. She held him tight and ran her tongue across his cock. She wanted him to make love to her. She wanted to feel close to him. She placed her mouth over the head of his dick and ran her barbell around it. He began to get hard. She could feel him swell and slowly she allowed the rest of him into her mouth. Through her lips, across her tongue, rubbing against the roof of her mouth until she could feel the head rub against the back of her throat. She pulled her head back until he was resting on just the tips of her lips. She then did it all over again. She liked teasing him, not to be mean, just enough to get his heart beating fast. She stood up next to him and gave him small butterfly kisses all the way up. He looked at her and sat on the bed placing his hands on her hips and pulling her close to him. He kissed her belly and then she placed her hands on his shoulders and pushed gently for him to lay back. She crawled up the length of his body allowing her tongue to lick anything it touched on the way up. She straddled him, leaned down, looked in his eyes and felt a fire stir inside of her.

She kissed his chest and teased his nipple with her barbell. He squirmed a little as she kissed him again; giving it a gentle nibble. Her lips kissed everywhere, his ear, down his neck, over his chest, and back to his lips. He touched her back and placed his hands on her hips. She could feel his cock knocking on her pussy and his hands trying to move her where he wanted. She raised her hips just enough to allow him to slide inside of her. She lowered down slowly and moaned as he found the spot they had both been looking for. She rubbed her hands across his chest, moved her hips and rocked just enough to tease him. She kept herself moving slow, not allowing herself to lose control. She wanted to feel him inside her. Their bodies entangled, their hearts connected, and nothing else being more important than that moment. She wanted to hear his breathe quicken and feel the passion rise from deep inside of him. His hands began to control the movement of her hips. She allowed him to continue this a few minutes; she wanted to ensure that he was enjoying every movement. Then she leaned forward and held his hands above his head. Just when he was about to cum she changed her movement, slowed her rhythm and didn't allow him the release his body was screaming for.

His kisses were strong.

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