Billy’s Education

Chapter 1 – Thrashing

Billy had been hanging out with us for a couple of years now. I could still remember when she was playing with Barbie dolls. I think she’d rather eat live cockroaches than be seen with those same dolls now.

I watched her ride my skateboard, somewhat awkwardly clacking through some moves as Shell and I followed behind her, walking. We were just cruising after a trip to the local strip-mall, and it was predictably So Cal warm. The weather hadn’t quite reached the summer peak, but the Santa Ana winds were just starting to flow out from the desert. Shell and I wore shorts and tees, having given up trying to stay “hip”, but Billy was stubbornly decked in bell-bottom jeans and a red stretch top that looked hot in more ways than one.

Shell caught me eyeing the kid.

“She fills out that top pretty nicely, doesn’t she.”

My eyebrows went up. I was thinking almost exactly that, and watching with happy glee the way her breasts bounced up and down when she moved. BB, as we also called her, was eighteen and cursed (or blessed, depending) with an early full rack. All the guys she dated thought it was great, but she considered them a bit cumbersome for skate and snowboarding. She said they threw her balance off. The fact was, she DID fill the top rather well. And the pants too. I think she knew she had a hot bod, and flaunted it like there was no tomorrow. Her current top was a low cut job that left a healthy slice of white cleavage, while still cupping her teats in a wonderfully form-fitting way. It was the kind of top that you skipped a bra with if you were brazen enough, and she was. Her nipples were pretty visible, even from a distance.

“Hey, it’s alright with me if you look…” continued Shell with a smile. “It’s what she wants.”

“Pardon me?” I asked, a little surprised. I was trying to figure out if this was one of those “tests of love” that chicks sometimes played.

“Come on Paul, you can’t tell me you don’t see that she wants you.”

I just stared back at her in disbelief.

“Oh my god, you really don’t see it,” she replied, taking her turn to be shocked. “Dearest, she’s been playing you for a good month now.”

“You’re kidding!”

“Not at all, lover. Our little tagalong has the serious hots for you. I caught it almost at once, but since I was having so much fun watching her tease you, I held my tongue to see where it would go. I guess I should have said something sooner.”

“I can’t believe it. Little Billy?”

“You betcha. She’s got it bad.”

“But I’m taken! I’m with YOU!” I was really sweating this. My mind was rapidly scanning back to all the times in the past month that I had let my eyes linger that extra few seconds, or had accidentally stepped a bit too close. I fully expected the axe to fall at any second. Instead, my Shell surprised me yet again.

“So? I’m a big girl. If Billy wants a crack at you, I say give it to her. It might be educational for her. You would certainly be better than the grunge scum she’s been letting into her pants lately.”

I watched the female in question as she cut a nice groove with my board along the sidewalk in front of us. Now that I thought about it, her outfit WAS pretty sexy for an afternoon stroll to the mall.

“So, what? Do you want me to take her to bed or something?” I asked mockingly, thinking this HAD to be a ploy.

“No, dear,” she replied calmly. “I want you to take her home and skip the bed. I want you to show her the side of sex that she’s been missing. I want you to fuck her brains out!”

I stopped walking for a moment, my jaw hanging open. I knew Shelly was a vixen, but this was pretty outrageous. She snagged my hand and pulled me close.

“Listen Paul, unless someone like you shows her what she’s missing, she going to think that sex is the sloppy groping she’s been getting in the back of some low-rider. She has no idea how much more exciting and fulfilling it can be. I know for a fact that she’s watched us go at it on at least two occasions, so she’s probably thinking that she’s missing something. If you happen to be the one she wants as a teacher, then I say, go for it! Slam her box until you both pass out from exhaustion!”

I shook my head in disbelief. “Wow… I guess I need you around to rock my world once in a while.”

“Damn straight!” She said with a smile. “So if an opportunity comes up, say, later this afternoon, I want you to take that girl and rock HER world. Got it?”

“Uh… Yes, ma-am!”

As it turned out, my lover didn’t wait more than an hour to make an opportunity. We all ended up at my place, and were trying to decide what to eat for lunch, when she suddenly stood up, fixed me in the eye and said, “I’m going out for pizza. What do you two want on it?” The way she pegged me down with her gaze, I knew that if I wasn’t getting Billy off in less than twenty minutes, she was going to skin me alive. We all argued for a few minutes and finally decided on pepperoni and green peppers. “I think I’ll stop by and get some beers as well. I might be an hour or two,” she said. Then my lover was out the door.

Normally, I don’t have a problem being alone with Billy. But now, I have to admit I was nervous as hell. The teen stood up and scanned through my CD collection. After a minute or so, she smiled and pulled one from the rack. It was one of the compilation discs that I had burned myself. It was also one of the ones that Shell and I called a “fuck mix”. You know the kind; all songs with a solid pumping beat you can grind your lover to. Billy popped it in then kicked off her sneakers so she could dance. Her back was to me as she gyrated her pelvis while glancing through some old vinyl’s I had stacked on a table.

Watching her ass swivel back and forth was about all the hint I needed. Standing, I moved about the room a bit, slowly making my way closer until I was standing almost directly behind her. She dropped something off the table, and when she bent down to pick it up, I moved forward. She gasped when my hands curled around her hips, but didn’t pull away. I pulled her back against me as she stood up, my hands idly stroking the bare skin at the top of her Levi’s. Her top exposed a nice swath of creamy smooth flesh at her middle, and my fingers slipped slowly around her until they met at her belly button.

“Mmmmm… P-Paul?” she stammered, the arousal spreading through her blood like heroin. Shelly was tall. Almost as tall as I was. But Billy was a short little thing, barely five foot five, so I could look down over her shoulder into that wonderful cleavage. Now, up close, and with the heat on, the girl’s nipples protruded a good quarter inch. That tight top was probably beginning to feel a little uncomfortable. “Wh-what about Sh-sh-shell?….” she said in a mere whisper.

I nuzzled her ear, and let my hands move up her torso. I slowed when I met the bottoms of her breasts, and let my fingers slide over her curves very slowly. She sucked in her breath as each of my digits passed over her nipples, then sighed and leaned back into me when I was fully cupping her.

“We talked it over. She’s okay with it,” I answered while continuing to gently massage her chest.

“No shit?” She asked, turning her head up for a moment.

“No shit,” I replied smiling down at her.

I physically felt her whole body relax into mine as she gave herself over to the moment. Pulling her tight against me, I played with her teats and nuzzled her neck for a few minutes before shifting my hands downward again. Her breathing deepened when I started to draw up her top, but she wasn’t resisting. Her breasts popped out from their prison with a slight bouncing, and the garment was tossed aside. I took a moment to lift my own shirt away before I brought my hands back around her ribs and cupped her again. This time, it was all she could do to keep from trembling.

“It’s alright, Billy. Just relax and enjoy it. You’re beautiful…”

“Ughnnnmmm… R-really?”

“Hell yes,” I replied, and then tweaked her nipples. Her breath caught, and I smiled. “Do you like this music?”

“Wha..? Y-yessss. Mmmmmmmm….”

“Shelly and I call this, music to fuck to. All the songs have perfect rhythms.” I demonstrated what I meant by pushing my hips forward against hers to the beat of the music. I noticed it only took a beat or two before she was matching my motion. She was also panting and mewing softly.

I bent her forward a little at the waist and whispered into her ear, all the while keeping the beat of our hips moving. “Do you want me to fuck you, Billy?”

“UGHnnnn! YES! Oh god yesssss!” She moaned in return.

I let my hands leave her breasts and slide down her belly to the top of her jeans. There, I slowly worked the snap and then the zipper. I noticed that her own hands had deftly reached behind her and found the clasp at the top of my shorts. When I finally stepped back so that I could draw down her pants and panties, I pushed my own lower garments down as well and came back up behind her naked and hard as a steel pipe.

Billy was nearly dizzy with lust as I snuggled her again from behind. This time, I let my hands roam a bit more, starting at her shoulders and slowly making rounds all the way to her lap. She had a soft, short bush, and she was quite warm. I found a moment later, that she was also wet like a river. The music was getting on to a particular song I liked, so I took one hand away and reached behind me for the desk chair. It was an un-wheeled thing with no arms, and was sturdy enough for hard, rocking sex. I wasn’t just a natural with structural dynamics, I knew this fact from experience. Shelly and I had pounded that chair hard enough to prove it’s worth a dozen times over.

I positioned it a certain distance from the edge of the desk, then sat down. Just as Billy was starting to wonder what was going on, I grasped her around the waist and lifted her up. I’m pretty strong, but BB was hardly an effort. She gasped, but saw where I was setting her down and put one hand forward on the desk, and the other dropped down between her thighs where it helped to open her up. I have to hand it to her, she was quick. Once she realized I was actually going to fuck her, she wasn’t wasting any time with formalities.

Even though I knew she wasn’t a virgin, it was still a bit if a shock that she was so tight. Then I realized that it was in part because she was so small, and in part because she was gripping me like a vise as I slowly set her down on my manhood. Her whole body shivered with pleasure until her thighs were straddling mine. Only then did she remember to breathe.

“OHHH! Ughnnnmmm… Oh g-god that feels soooo good! Ummmmmmmm…!”

Her other hand had returned to the desk, which was purposely far enough away so that she had to lean forward quite a bit. The result was that I was entering her almost from behind, yet she was seated atop my thighs such that her own feet did not touch the ground. In short, she had almost no control.

I on the other hand, could set the pace however I choose. I was seated far enough forward, so that I could push up with my feet to give myself that extra lift, and still allow me to have both hands cupping those wonderful breasts. It was pretty strenuous, but it meant that I could get my hips moving in a pumping rhythm that matched the beat of the music perfectly. It only took a minute or so before Billy’s hips were caught up in that same rhythm, and we were both sweating toward ecstasy.

“Oh my god oh my god oh my god!! UGHNNN! UGHMMM!! AHHHH!!” she moaned as her hips rocked against mine; my shaft buried to the hilt in her sweetness. I wasn’t going to let her get me off quite so soon, and on the next beat, I purposely held still for a count and halved the pace. Even though I was able to hold back, the sudden change in rhythm pushed Billy over the edge. I felt her stiffen as she trembled in orgasm.

“OH GOD!!! UGHNNNNNNNNNN! Mmmmmmmmmmm….!!”

She was quite surprised when I continued to thrust forward into her on the next beat, and the next, and the next. She had hardly come down from her first orgasm, when she crashed into her second. About this time, I started to lose it myself. The feel of this young nymph gasping in ecstasy around me was more than I could stand. I held on for as many beats as I could, then pumped her hard while I came inside her. I noticed that she joined me with her third orgasm, and by the time we her both completely spent, we were drenched in sweat and gasping for breath.

I had a number of joys that I wanted to show to Billy, so before she had fully recovered, I lifted her off my lap and then carried her over to the exercise mat in one corner of my apartment loft. There, I laid down on my back. Then, with a nod to let her know it was okay, I urged her up on top of me again. This time, I wanted her face up, so that her back was against my chest. It wasn’t a position for intercourse, but since I wasn’t quite ready for another go yet, I had other plans anyway.

First, I just reached around her and held her. I wanted her to know that she was loved and safe. She stopped trembling about five minutes later, and I moved on to light caresses. They started at her breasts, and moved right down to her thighs. When she was sufficiently relaxed, I gently parted her legs and began to tickle her mons, then lower to her outer lips. By the time I first started to touch her clitoris, she was already shaking with need again. Her orgasm followed a few moments later. From that point on, I brought her to the point of ecstasy about once every three minutes for thirty minutes.