It's just morning wood. Ignore it

I get a little thrill over the innocent accident. As she nuzzles her head against me, I realize that she is probably going to bump into it accidentally. If she moves her hand to to face, or shifts herself lower on my chest, it is bound to happen. I steady my breathing, trying not to think about it. But once the idea is there, I am having a hard time falling back asleep. She could wake up at any second and...

Just then she twitches like she had been having a dream about falling. I hear her mouth smack as she takes a deep breath and lets it out. The warm air blows across my erection, sending shivers up my spine. More of her body shifts as she transitions into wakefulness. I should feel ashamed for not doing anything to stop this, but I mostly feel an excited anticipation. Her head turns up to the ceiling, I can tell by her eyelash movements that she is looking around. She turn to the TV, seeing it has long since turned itself off. Her head tilts back to look up at me. I snap my eyes shut and try to look peaceful, keeping my breathing as regular as I can, even as my heart is pounding. She must be looking at me for a long time. I resist the urge to peek to see if she is still looking or sleeping again. Eventually she shifts her head forward again, farther...farther...farther... She halts.

She murmurs something that sounds like "Oh my god", but I know I must have heard her wrong since she would never use the Lord's name in vain. I remind myself that I am asleep, and focus on my breathing again. With her head turned closer toward my shaft, I feel her regular warm exhales.

She seems to be just staring at it. It has been minutes now. I open my eyes to verify what is happening. Her head is still on its side against me, now on my abdomen, just inches from my manhood. I can tell by the heat of her breath that her mouth is open and her breathing is steadily getting deeper. Listening to her change in breathing is getting me more turned on by the second. After what feels like ten minutes of this she holds her breath. I keep mine as unchanged as I can, wondering if she is silently listening to me. She resumes breathing, then ever so slowly, she lifts her arm off of my thighs. She quietly draws it back to her side. Then, bending at the elbow, her trembling hand moves toward my cock.

Oh fuck. She wants to touch it. I bite my lip waiting for first contact. Her fingers hover over it, then curve as if to grab it, but stop frustratingly close. I watch as she moves her hand up and down, both of us fantasizing about her giving me a handjob. Her hand floats up and down, up and down, up and down... She whimpers. My breath catches, but I **** it to even out. She whimpers again. I look to her legs and realize where her other hand is. She pants against my throbbing cock, pantomiming giving me a handjob as her head keeps subtly shifting closer to it. I hear a faint sniff, then another, then a third, deeper than the previous two. Her leg lifts a little higher, opening her sex enough to finger herself. The wet sound adds to my painful arousal. Just touch it already!

All this pretending to be asleep is adding to my general discomfort. I want to move a little, but fear that everything would come to a screeching halt. Her pants get fast and shallow. The vibrations from between her legs get more intense, alternating between several seconds of linear movements with wet sounds, then several of quiet, circular movements. All the while, I watch her hand pretend to stroke me. Her breath becomes ragged and she stiffens, her mouth closed as she forces her moan back into her throat with a soft **** sound. She spasms, her lips bumping into me and as she retracts her hand, two of her fingers momentarily brush across my frenulum, shooting electricity through my spine. A couple seconds more of that would be all I need to cum with her.

She lies there, panting for a while. I wonder if she is still staring at my aching erection. I need to move soon. Mindy reaches down, grabbing the blanket, and pulls it up over my boner. It doesn't hide much, but it at least creates a little plausible deniability. She sits herself up and stretches. I snap my eyes close again. When I hear her getting off the couch and bumping my legs in the process, I pretend to rouse. I groan.

"Ooof, this was so comfortable when I fell asleep, but now I hurt all over."

Mindy watches me for a moment then says, "Me too. Come to my bed. We can sleep a few more hours."

She waits for me to stand, I do my best to get my shorts back in position before I join her, then we hobble our way to the bedroom. On the way, she gives me a quick kiss on the cheek.

"Thanks, but what's that for?"

"You did a lot for me today. I don't know how to thank you." At her bed, she pulls the comforter and blankets back and goes into her closet, emerging a few minutes later in a sensible nightie. She slides into bed next to me. We look at each other from our pillows. "I am not used to having anyone in bed with me anymore."

"Is it okay that I am here?"

"Of course." We lie there quietly for a while.

"I thought of what you can do to thank me."

Mindy levels her gaze at me.

"Kiss me again, but on the lips... so I can be the sixth man you've made out with." She thinks about it, then smiles.

"I guess you earned that. But... this... tonight... is a one time thing, and it can never leave this room, okay?"

"Deal."