"Hah!" Spencer whooped victoriously at me as she wiggled out of my grip and jumped back to her feet.  I leapt up after her and we circled each other warily on the blue fighting mat.  
    Around us I could hear grunts and gasps from the other jujitsu students as they dueled each other.  The door to the gymnasium opened noisily, and when Spencer looked up at the disturbance I made my move, rushing forward and grabbing her around the waist.  I slammed the both of us down onto the mat, landing on top of her and forcing an “oomph” out of the stunned girl.  I quickly put her into the headlock we had learned earlier in class, and she started bucking wildly underneath me, her toned and sweaty body rubbing and bouncing against mine.  My thigh had ended up between her legs and I could feel my stomach tightening at the sensation of her hot center grinding against my leg.  We were really competing against each other, but having Spencer writhing and breathing hard under me was a serious turn on.
    “Hah,” I whispered in her ear and leered at her as she tried in vain to escape. Her muscles were straining and her tits were threatening to push their way out of her top with each buck of her hips.  Her struggling slowly weakened, and she finally lay there panting and pouting at me.
    “Good job Ashley, that’s how to do it,” our instructor commented.  He blew a whistle and turned to address the room.  
    “Alright class, that’s all the time we have today, we’ll be learning a new hold on Wednesday, see you all then.”
    I let go of Spencer’s head but lingered on top her for a moment, giving her a hungry look.  She smiled seductively at me and licked her lips, giving a little roll of her hips against mine.  I stifled a moan and rolled off of her and on to the mat, suddenly ready to take her home.  I helped her up and we gathered our bags for the walk back to our dorm on the other side of campus.
***
     Spencer gasped as I shoved her against the wall, kicking the door closed behind me.  I was on her in an instant, her mouth hot and demanding against mine.  She jumped up and wrapped her legs around my waist as I pressed her firmly against the wall, memorizing the curves and shape of her body.  We kissed long and hard, my hands running up and down her sides and slipping underneath her shirt.  I could feel my pussy getting moist as our kissing intensified.  I started tugging her shirt off, pulling it up over her bra, and made an annoyed sound when it got caught on her arms.
     “What’s the matter?” she giggled.  “Did all that wrestling get you all worked up?”
     I simply stared at her, and leaned in close to her ear.  “I’m gonna fuck you so hard Spence,” I breathed into her ear and then sucked her earlobe into my mouth, teasing it with my teeth.
    “Mmm…Ashley,” she moaned as I nipped and sucked my way down her neck and began to brand her near her pulse point.  Spencer’s neck is one of her hot spots, and I could already feel her hips pushing subtly against mine.  I started pushing back against her roughly, dry humping her into the wall.  I managed to get my hands behind her back and moments later her bra was unclasped and on the floor, my hands each taking a breast, pinching and tugging on her already hard nipples.  She sucked on my tongue, and I bit gently on her lower lip as she pulled away.
     “God, I love it when you get like this,” she said huskily, staring into my eyes.
     I grinned at her and gave her one last quick kiss before turning and tossing her bodily onto the bed as she gave an indignant squeal.  I had my workout clothes off in an instant, and I quickly reached under the bed and pulled out the toy box.  I had bought a strap-on with a set interchanging attachable dildos as part of my Valentine’s gift for her last month, and after putting on the harness I reached for the blue dildo and attached it.  The blue dildo was the only one we had yet to try, as it was the biggest at a good inch and a quarter in diameter and eight inches long.  Spencer had never let me use it on her before.  Today, I wasn’t taking no for an answer.
     Spencer’s eyes widened as she saw what was dangling between my legs.  
“Not the blue one…” she whined as I jumped onto the bed and crawled between her legs.  Ignoring her, I pulled off her shoes, then grabbed her hot pants, yanking them down along with her panties in one go.  I pulled them off her legs and threw them across the room, leaving her wearing only her socks and her shirt bunched up above her tits.  I started nibbling and biting on the area above her hip bone, another spot that drives her wild.  She sighed and rocked gently against me, sliding her hands into my hair and holding my head.  
    I moved down to her inner thighs, licking and sucking the skin right next to a fading hickey from two nights ago.  Her hips were in constant motion at this point, jerking and responding to my little touches.  I gently took hold of her labia and spread her pussy open, blowing air onto her overheated sex, eliciting a gasp and another little pump of her hips.  
    As I licked the area around her clit I could feel her fingernails begin to dig into my scalp, and when I trailed two fingers down her slit and poised them at her entrance, she started pushing at me, trying to get them inside her.  Instead, I held them back, moving with her and circling around her hole, dipping only the tip in and then pulling it back out, teasing her.
    “Asssssssssh…” she groaned.  “Please, I need you inside me so bad right now baby, please please please.”   True to her word, her wetness was starting drip out of her pink pussy.
    “Well, since you asked so nicely,” I replied with a smile, and immediately slid my two fingers slowly but firmly into her cunt.
    “God yessss,” she hissed.  She felt incredible pulsing around my fingers, hot, wet and tight.  Getting the big dildo into her was going to be a challenge, but I could feel my own pussy tighten in excitement at the thought.  I pumped into her hard and slow, loving the small noises she made with each thrust.  When I added a third finger, she moaned and bit her lip, then tugged me up to her face, kissing me desperately.  Our tongues fought for dominance as I sped up the pace of my fingers, slamming them into her.
     I started to add a fourth finger to her pussy, but she reached out and grabbed my arm, looking at me questioningly.  I’d never tried to put four into her before, and I could tell it was going to stretch her a bit.
“I gotta loosen you up a little bit babe or this dildo is really gonna kill,” I explained matter-of-factly, and continued to work the four fingers into her, meeting her gaze.  She made a keening noise in the back of her throat as her eyes fluttered shut, and I marveled at the way her pussy squeezed my hand like a vice.  
    “God baby, you feel incredible…I love doing this to you,” I leaned forward and starting kissing her again, this time longer and drawn out kisses as I slowly loosed up her tight, clenching hole.  She was moaning into my mouth, her nails raking up and down my back.  I sped up and her hands went to my breasts, pinching at my nip
ples and making me toss my head and gasp.  I had been ignoring it to this point but I realized then how incredibly turned on I was, I could feel a little arousal on my thighs.
    I pulled off and out of her and wiped the arousal coating my hand over the head and shaft of the blue dildo.  She gave me an apprehensive look as I positioned the cock head against her soaked entrance, applying a little pressure.
    “It’s too big…I don’t think it’s going to fit,” she stammered as I continued to increase the pressure, using my hand to keep it in place.  Finally the head sank into her stretched hole, and her nails immediately dug sharply into my shoulder.
    “Ahhh! Ashley it’s too big, it hurts, take it out!” She writhed on the bed, trying to back away from me and the huge dildo, but I held firmly onto her hips, keeping her in place.
    “Relax baby…just take some deep breaths,” I said soothingly, trying to calm her down.  “You can do this, you just need to relax.  I’ll go real slow.”
    I waited for her as she lay there panting hard, letting her adjust to the large intrusion into her body.  When she seemed to have recovered, I carefully eased another inch into her, drawing a whimper.  I had the sudden urge to just bury the whole thing into her, and my hips twitched in response, but I resisted.
    “Oooooh god, it’s so big…it feels like it’s gonna split me in two,” she gasped as I pushed the third inch in.  After each inch, I paused for a minute, letting her insides get accustomed to the biggest penetration of her life.  Her eyes were squeezed shut and she was breathing hard, almost hyperventilating.  As I pushed the last of the dildo into her, her whole body shuddered and she let out a low moan.  
    “See baby, it’s not so bad is it?” I leaned up and kissed her forehead.  
    “It burns a little bit,” she said, eyes still closed.  “It’s better than when you first put it in though, I can’t believe you got the whole thing in.”
    I slowly pulled the length of the dildo out until only the head was still inside her, and then just as slowly pushed it all the way back inside of her.
    “Aaaaaahhhssshly,” she ground out, biting my shoulder.  I giggled and did it again, this time just a little faster.  She gasped and tossed her head.  I began to work up a rhythm, stroking it slow and deep.
    “God, oh god,” she said as she wrapped her legs around my waist and crossed them behind my back, spreading herself a wider and allowing me to penetrate her just a little bit deeper.  Her hands clutched uselessly at the sheet, twisting it into little balls in her palms.  I leaned down to her ear again, sucking and biting the lobe.  
    “Does it feel good baby?”
    She didn’t respond, so I slammed it into her roughly.
     “Yes! Oh yes, I fucking love it!” she squealed.  Her face was flushed and I could see sweat beading on her forehead.  
    “I knew you would you little slut,” I replied, teasing her.  I picked up the pace, fucking her hard, and took one of her nipples into my mouth.  I sucked it and used my teeth to graze the tip, pinching her other nipple with my right hand and holding on to her hips with my left.  Spencer jerked and sighed beneath me, and started making the cute little sounds she makes when she’s about to come, but I wasn’t about to let that happen just yet.
    Abruptly, I pulled the whole cock out of her.  Her eyes opened and she sat there panting and gaping at me.  I grabbed her legs, unwinding them from my back and using them to twist her over onto her stomach.  I forced her knees up underneath her and she pushed her ass into the air.  I took a moment to admire the view; she looked absolutely delicious from this angle, her shaved pussy dripping wet and glistening with her juices.  I wrapped an arm around her waist and pulled her sharply backward, burying the cock.  She hid her face into the pillow, and her hands searched desperately for something to hold on to, finally grabbing onto the sheets again.
    I started really pounding it into her, my thighs slapping against her ass, and she arched her back as she pushed back against me, matching my thrusts.  
    “Ashley, Ashley, Ashley,” I could hear her chanting my name over and over into the pillow.  I reached around her waist and slid my hand down her stomach to her pussy.  I found her clit and gave it a gentle pinch.  That was all it took.
    “Aaaaaah!!!” she screamed into the pillow.  Her body jerked with each powerful contraction of her orgasm, her feet kicking out almost spastically.  I held onto her as she rode it out, then she slumped forward, totally spent.  I pulled the cock out gingerly, and Spencer let out a little whimper.  After pulling off the harness and tossing off the bed, I lay down next to her and cuddled while she recovered.  It had been a big one, maybe her biggest ever.
    “You ok babe?” I asked, stroking her back.  She was still laying face down into the pillow, not moving much.  “Mmmmm,” was the only reply I got.
     I was still extremely turned on after watching Spencer come all over the dildo, and I started fingering myself, sighing softly at the sensation.  It wouldn’t be long, I was almost there already.
    “Mmm, baby come here,” Spencer said, rolling over onto her back and tossing the pillow away.  “Come sit on my face.”
    My eyes must have lit up at that, because she giggled at my expression.  I swung a leg over her, straddling her head.  She grabbed ahold of my hips and pulled me down, toward her mouth.  I could feel her breath on my inner thighs and it was driving me crazy with anticipation.  She didn’t waste any time teasing me, going straight for my clit and sucking on it.
    “Oh fuck yeah Spence, just like that,” I gasped out, weaving my fingers into her hair.  “I’m so fucking close.”  I looked down and I could see her big, innocent looking eyes staring back at me, driving me even closer to the edge.  My hips pumped in response, basically humping her face.  She scraped her teeth gently against my clit and I was done for.
    “Spencerrrrrr!” I yelled her name into the room as my orgasm hit me, my hips jerking and my pussy clenching almost painfully tight.  I held her face against my pussy and came all over her mouth.  I could feel her hungrily licking up my arousal as it dripped out of me.
    I rolled off of her and lay there catching my breath.  She snuggled up next to me, throwing a leg around my waist and wrapping herself around me.  We kissed gently for a few moments, and I could taste myself on her tongue.
    “Love you Ash,” she whispered as she started to fall asleep.
    “Love you too babe.”
    “God, I’m gonna be sore tomorrow,” was the last thing she said before passing out.  I smiled to myself.  I probably wouldn’t be able to have any fun with her for a couple days, but it sure as hell had been worth it.